Securities code: 002154 securities abbreviation: Baoxiniao Holding Co.Ltd(002154) Announcement No.: 2022-002 Baoxiniao Holding Co.Ltd(002154)
Announcement on resolutions of the 18th meeting of the 7th 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.
Baoxiniao Holding Co.Ltd(002154) (hereinafter referred to as “the company”) sent the notice of convening the 18th meeting of the 7th board of directors on January 17, 2022 in the form of personal delivery or e-mail. The meeting was held in the conference room on the 11th floor of Baoxiniao Holding Co.Ltd(002154) R & D building on January 19, 2022 in the form of on-site communication. There were 7 directors who should attend and 7 actually attended. The convening and procedures of the meeting and the number of directors present comply with the relevant provisions of national laws, regulations, rules and the articles of association, which are legal and effective. Members of the board of supervisors and senior managers of the company attended the meeting as nonvoting delegates.
The meeting was presided over by Mr. Wu Zhize, chairman and general manager of the company.
After deliberation and voting by the directors present at the meeting, the following resolutions are formed:
1、 The proposal on adjusting the actual amount of funds raised for investment projects funded by non-public development banks’ shares was deliberated and adopted;
Independent directors expressed independent opinions on this.
Voting results: 7 in favor, 0 against and 0 abstention.
According to the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the non-public offering of shares, which was deliberated and adopted at the third extraordinary general meeting of shareholders in 2021, this proposal does not need to be submitted to the general meeting of shareholders for deliberation after being deliberated and adopted by the board of directors.
See http://www.cn.info.com.cn for details And securities times, Shanghai Securities News and China Securities News on January 21, 2022.
2、 The proposal on establishing a special account for the storage of raised funds and signing the tripartite supervision agreement on raised funds was reviewed and approved;
Voting results: 7 in favor, 0 against and 0 abstention.
See http://www.cn.info.com.cn for details And securities times, Shanghai Securities News and China Securities News on January 21, 2022.
3、 The proposal on using raised funds to replace early investment was deliberated and adopted;
After the verification report on Baoxiniao Holding Co.Ltd(002154) replacing self raised funds invested in raised investment projects in advance and paid issuance expenses with raised funds [Xin Kuai Shi Bao Zi (2022) zf10008] issued by Lixin Certified Public Accountants (special general partnership), The special instructions on replacing self raised funds invested in pre raised projects and paid issuance expenses with raised funds prepared by the management of the company comply with the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies (revised in 2022) and The provisions of self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and relevant format guidelines truthfully reflect the actual situation of the company’s self raised funds invested in the investment projects of raised funds and paid issuance expenses in advance with self raised funds as of January 19, 2022.
The independent directors, the board of supervisors and the recommendation institution of the company have expressed explicit consent to this matter.
Voting results: 7 in favor, 0 against and 0 abstention.
See http://www.cn.info.com.cn for details And securities times, Shanghai Securities News and China Securities News on January 21, 2022.
4、 The proposal on changing the registered capital of the company and amending the articles of association was deliberated and adopted;
Voting results: 7 in favor, 0 against and 0 abstention.
See http://www.cn.info.com.cn for details of the amendment to the articles of association.
5、 The proposal on the company’s use of some idle raised funds for cash management was deliberated and adopted; The independent directors, the board of supervisors and the recommendation institution of the company have expressed explicit consent to this matter.
Voting results: 7 in favor, 0 against and 0 abstention.
See http://www.cn.info.com.cn for details And securities times, Shanghai Securities News and China Securities News on January 21, 2022.
6、 Documents for future reference
Resolutions of the 18th meeting of the 7th board of directors.
It is hereby announced.
Baoxiniao Holding Co.Ltd(002154)
Board of directors
January 21, 2022
