Securities code: 002676 securities abbreviation: Guangdong Sunwill Precising Plastic Co.Ltd(002676) Announcement No.: 2022-006 Guangdong Sunwill Precising Plastic Co.Ltd(002676)
Announcement of resolutions of the 10th (Interim) meeting of the 5th board of directors
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
The notice of the 10th (Interim) meeting of the Fifth Board of directors (hereinafter referred to as “the company”) was sent to the directors and supervisors of the company by written service on January 20, 2022. The meeting was held in the company’s conference room at 5:00 p.m. on January 20, 2022. There were 7 directors who should attend the meeting, 7 actual directors and 7 directors who participated in the voting. The supervisors attended the meeting as nonvoting delegates. Upon the joint recommendation of all directors, Mr. Zhang Fang presided over the meeting. The notice, convening, convening and voting procedures of the meeting comply with the provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
1. The proposal on by election of the chairman of the 5th board of directors of the company was deliberated and adopted;
After the qualification examination of the chairman candidate by the nomination committee of the 5th board of directors of the company, it is agreed to elect Mr. Zhang Fang as the chairman of the 5th board of directors of the company from the date of adoption of the current board of directors to the expiration of the term of office of the 5th board of directors.
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
The independent directors have expressed clear consent to the proposal, which is published on cninfo.com for details（ http://www.cn.info.com.cn. ）Independent opinions of independent directors on by election of chairman and appointment of senior managers.
For details of this proposal, the company made a statement in the designated information disclosure media China Securities Journal, Shanghai Securities News, Securities Daily, securities times and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on completion of by election of directors and supervisors, by election of chairman, members of special committees and appointment of senior managers (Announcement No.: 2022-007).
2. The proposal on by election and adjustment of members of special committees of the 5th board of directors of the company was deliberated and adopted;
In view of the vacancy in the relevant special committees of the Fifth Board of directors. In order to ensure the normal operation of the special committees of the board of directors and implement the responsibilities and powers entrusted to them by the board of directors, in accordance with the relevant provisions of the company law, the articles of association and the rules of procedure of the special committees of the company, the board of directors of the company agrees to elect Mr. Zhang Fang as the convener of the strategy committee of the Fifth Board of directors, a member of the remuneration and assessment committee and a member of the nomination committee, Agree to elect Mr. Yu Pengyi as the convener of the audit committee of the 5th board of directors, Ms. Chen Dongyun as a member of the strategy committee of the 5th board of directors, and Ms. Xu Yidan as a member of the audit committee of the 5th board of directors. The term of office starts from the date of adoption of the current board of directors to the expiration of the term of office of the Fifth Board of directors.
After the by election and adjustment, the members of each special committee are as follows:
Convener and member of the special committee
Strategy Committee Zhang Fang, Jiang Weimin, Chen Dongyun
Remuneration and assessment committee Jiang Weimin, Fu Xiaosi, Zhang Fang
Audit committee Yu Pengyi, Jiang Weimin, Xu Yidan
Nomination Committee Yu Pengyi, Fu Xiaosi, Zhang Fang
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
For details of this proposal, the company made a statement in the designated information disclosure media China Securities Journal, Shanghai Securities News, Securities Daily, securities times and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on completion of by election of directors and supervisors, by election of chairman, members of special committees and appointment of senior managers (Announcement No.: 2022-007).
3. Deliberated and passed the proposal on the appointment of senior managers of the company;
It is agreed to appoint Mr. Luo Hua, Mr. Yi Yu and Ms. Zhong Jining as senior managers of the company. The term of office starts from the date of adoption of this board of directors to the expiration of the term of office of the Fifth Board of directors.
During the deliberation of the proposal, the board of directors of the company voted on the candidates one by one, and the voting results are as follows: (1) appoint Mr. Luo Hua as the president of the company;
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
(2) Appoint Mr. Yi Yu as vice president and financial director of the company;
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
(3) Appoint Ms. Zhong Jining as the vice president of the company;
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
The former senior management of the company who has resigned will automatically resign from their corresponding positions on January 20, 2022. Among the directors of the 5th board of directors of the company, the total number of directors concurrently serving as senior managers and employees’ representatives shall not exceed half of the total number of directors of the company.
Independent directors expressed clear consent to the proposal. See http://www.cninfo.com.cn for details（ http://www.cn.info.com.cn. ）Independent opinions of independent directors on by election of chairman and appointment of senior managers.
For details of this proposal, the company made a statement in the designated information disclosure media China Securities Journal, Shanghai Securities News, Securities Daily, securities times and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on completion of by election of directors and supervisors, by election of chairman, members of special committees and appointment of senior managers (Announcement No.: 2022-007).
4. The proposal on adjusting the internal organization of the company was deliberated and adopted.
In order to further optimize the company’s management process, improve the company’s corporate governance structure, and improve the company’s operation efficiency and management level, according to the company’s development strategic planning and business development needs, and in combination with the company’s actual situation, the company plans to adjust the company’s organizational structure and agrees to establish an investment management center and an operation risk control center, And authorize the company’s operation and management to be responsible for the specific implementation and further optimization after the adjustment of the company’s organizational structure. Other functions remain unchanged.
The responsibilities of the new department are as follows:
(1) Responsibilities of the investment management center: be responsible for analyzing and studying the company’s actual situation in combination with macroeconomic policies, industry trends, competition and other information, formulating the company’s medium and long-term investment strategic plan, and organizing the implementation of the investment strategy.
(2) Responsibilities of the operation risk control center: responsible for establishing and improving the company’s risk management system, strengthening risk management and improving the effect of internal control.
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
3、 Documents for future reference
1. Guangdong Sunwill Precising Plastic Co.Ltd(002676) resolution of the 10th (Interim) meeting of the 5th board of directors
2. Guangdong Sunwill Precising Plastic Co.Ltd(002676) independent opinions of independent directors on by election of chairman and appointment of senior managers
It is hereby announced.
Guangdong Sunwill Precising Plastic Co.Ltd(002676) board of directors January 21, 2022
