Announcement of resolutions of the board of directors
Securities code: 002458 securities abbreviation: Shandong Yisheng Livestock & Poultry Breeding Co.Ltd(002458) Announcement No.: 2022-003 Shandong Yisheng Livestock & Poultry Breeding Co.Ltd(002458)
The 24th Meeting of the 5th board of directors
Resolution announcement
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Convening of board meeting
On January 19, 2022, Shandong Yisheng Livestock & Poultry Breeding Co.Ltd(002458) (hereinafter referred to as “the company”) the 24th Meeting of the 5th board of directors was held in the company’s conference room in the combination of on-site meeting and communication voting. The notice of the meeting was delivered to the directors, supervisors and senior managers by means of communication on January 17, 2022. Seven directors shall attend the meeting, six directors shall attend the meeting, and Ms. Zhao Guiping, an independent director, shall attend the meeting and exercise her voting rights by means of communication. Supervisors and senior managers of the company shall attend the meeting as nonvoting delegates. The meeting shall be held in accordance with the company law and other relevant laws and regulations and the articles of association. The meeting was presided over by Mr. Cao Jisheng, chairman of the board.
2、 Deliberations of the board meeting
By open ballot, the meeting adopted the following resolutions:
1. The proposal on financial assistance and related party transactions provided by controlling shareholders free of charge was deliberated and adopted. Voting: 6 in favor, 0 against and 0 abstention.
Mr. Cao Jisheng is the controlling shareholder, director and President of the company. According to the Listing Rules of Shenzhen Stock Exchange and other relevant regulations, Mr. Cao Jisheng is an affiliated natural person of the company. This financial assistance constitutes a connected transaction.
Mr. Cao Jisheng, a related director, avoided voting on the proposal.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on the above matters, which are published on http://www.cn.info.com.cn.
See the announcement on financial assistance and related party transactions provided by the controlling shareholder free of charge for details
Announcement of resolutions of the board of directors
The information disclosure media include China Securities News, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN.).
2. The proposal on post adjustment and appointment of senior managers was deliberated and adopted.
Voting: 7 in favor, 0 against and 0 abstention.
Due to job adjustment, Mr. Hao Wenjian no longer holds the post of assistant to the president. Nominated by the president of the company and reviewed by the nomination committee of the board of directors, the board of directors appointed Mr. Hao Wenjian as the vice president of the company and Mr. Zuo Changkui as the assistant to the president of the company.
The term of office of the above senior managers is consistent with that of the current board of directors.
The independent directors of the company have expressed their independent opinions on the above matters, which are published on http://www.cn.info.com.cn.
The resumes of Mr. Hao Wenjian and Mr. Zuo Changkui are attached.
3、 Documents for future reference
1. Resolution of the 24th Meeting of the 5th board of directors.
2. Other documents required by SZSE.
It is hereby announced.
Shandong Yisheng Livestock & Poultry Breeding Co.Ltd(002458) board of directors
January 20, 2022
Announcement of resolutions of the board of directors
enclosure:
Resume of Mr. Hao Wenjian
Mr. Hao Wenjian, born in 1982, Han nationality, Chinese nationality, without permanent residency abroad, with a bachelor’s degree. From 2002 to October 2012, responsible for the production site management of the company. From October 2012 to October 2015, he served as the general manager of Baoquanling branch of the company. From October 2015 to February 2020, he served as the director and marketing director of the breeding poultry Marketing Department of the company. Since February 2020, he has served as assistant to the president of the company.
Mr. Hao Wenjian has not served in more than 5% of the company’s shareholders, actual controllers and other units, nor has he served as a director, supervisor and senior manager in other institutions in the past five years.
As of the disclosure date of this announcement, Mr. Hao Wenjian held 104380 shares of the company, and his spouse Ms. Wang Cuiru held 66640 shares of the company. There is no affiliated relationship between Mr. Hao Wenjian and the controlling shareholder, actual controller, other directors, supervisors and senior managers of the company, and there is no one of the circumstances specified in Article 146 of the company law; There is no case that the CSRC has taken measures to prohibit entry into the securities market; There are no circumstances publicly recognized by the stock exchange as unsuitable for serving as directors, supervisors and senior managers of listed companies; In the past three years, it has not been subject to administrative punishment by the CSRC, nor has it been publicly condemned or criticized by the stock exchange; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the open inquiry platform of illegal and dishonest information in the securities and futures market; There is no case that the Supreme People’s court has identified it as a “dishonest person subjected to execution”.
Resume of Mr. Zuo Changkui
Mr. Zuo Changkui, born in 1979, Han nationality, Chinese nationality, has no permanent right of residence abroad, and has a college degree. From 1999 to 2014, he was responsible for the production site management of the company. From 2015 to 2017, he served as deputy general manager of Jiangsu Yitai breeding poultry Co., Ltd., a wholly-owned subsidiary of the company. From 2018 to 2019, he served as the director of the second Department of breeding birds of the company. From January 2020 to now, he has served as the company’s management director.
Mr. Zuo Changkui has not served in more than 5% of the company’s shareholders, actual controllers and other units, nor has he served as a director, supervisor and senior manager in other institutions in the past five years.
As of the disclosure date of this announcement, Mr. Zuo Changkui did not hold shares of the company, and his spouse Ms. Du Aili held 8500 shares of the company. There is no relationship between Mr. Zuo Changkui and the controlling shareholder, actual controller, other directors, supervisors and senior managers of the company, and there is no one of the circumstances specified in Article 146 of the company law; There is no case that the CSRC has taken measures to prohibit entry into the securities market; There are no circumstances publicly recognized by the stock exchange as unsuitable for serving as directors, supervisors and senior managers of listed companies; In the past three years, it has not been subject to administrative punishment by the CSRC, nor has it been publicly condemned or criticized by the stock exchange; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the open inquiry platform of illegal and dishonest information in the securities and futures market; There is no case that the Supreme People’s court has identified it as a “dishonest person subjected to execution”.