Securities code: 600509 securities abbreviation: Xinjiang Tianfu Energy Co.Ltd(600509) Announcement No.: 2022-lin009 Xinjiang Tianfu Energy Co.Ltd(600509)
Announcement on resolutions of the 12th meeting of the 7th board of directors
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The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
The 12th meeting of the seventh board of directors of Xinjiang Tianfu Energy Co.Ltd(600509) (hereinafter referred to as “the company”) was notified to all directors in writing and e-mail on January 14, 2022. It was held by on-site and communication voting at 10:00 a.m. on January 21. Mr. Liu Wei, chairman of the board, presided over the meeting. 9 directors should participate in the voting and 9 actually participate in the voting. On the premise of fully understanding the matters under consideration, the members of the board of directors vote on the matters under consideration, which meets the requirements of the company law and the articles of association.
After careful consideration by the directors attending the meeting, the following matters were voted and adopted:
1. Proposal on acquisition of assets and related party transactions of related party Xinjiang Tianfu Group Co., Ltd. rural power grid reconstruction project.
It is agreed that Shihezi Tianfu Rural Power Co., Ltd., a wholly-owned subsidiary of the company, will acquire in cash the special transformer and low-voltage lighting transformation project for users of the eighth division regiment yard in 2020 held by the controlling shareholder Xinjiang Tianfu Group Co., Ltd Physical assets involved in the remote centralized reading transformation project of low-voltage users in each regiment and town of the eighth division (specifically including relevant assets involved in equipment installation projects such as 121 regiment, 134 regiment, 136 regiment of the eighth division, special transformer and low-voltage lighting project for users in Hongshan Town, remote centralized reading transformation of low-voltage users, etc.). After Beijing Guorong Xinghua Assets Appraisal Co., Ltd. takes December 31, 2021 as the appraisal base date and adopts the cost method for appraisal, the book value of the above assets is RMB 87.7535 million in total, and the appraisal price including tax is RMB 88.3948 million. Both parties agree to purchase the above assets at the appraisal price including tax, and the transaction price is RMB 88.3948 million.
The independent directors of the company have expressed their prior approval opinions and independent opinions on this matter; Mr. Liu Wei and Mr. Wang Runsheng, affiliated directors, avoided voting.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) 2022-2011 announcement on the acquisition of assets and related transactions of related party Xinjiang Tianfu Group Co., Ltd. rural network reconstruction project, and the prior approval opinions and independent opinions of independent directors on the proposal on the acquisition of assets and related transactions of related party Xinjiang Tianfu Group Co., Ltd. rural network reconstruction project.
7 in favor, 0 against and 0 abstention.
It is hereby announced.
Xinjiang Tianfu Energy Co.Ltd(600509) board of directors January 21, 2022