Stock Code: 600795 stock abbreviation: Gd Power Development Co.Ltd(600795) No.: pro 2022-02 Gd Power Development Co.Ltd(600795)
Announcement on the resolutions of the 10th Session of the 8th board of directors
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 notice of the 10th meeting of the 8th board of directors of Gd Power Development Co.Ltd(600795) (hereinafter referred to as the company) was sent to the directors and supervisors of the company by personal delivery or communication on January 17, 2022, and was held by communication on January 24, 2022. Nine directors should be present at the meeting, and the actual number is 9. The company’s supervisors and senior executives attend the meeting as nonvoting delegates, which is in line with the provisions of the company law of the people’s Republic of China and the Gd Power Development Co.Ltd(600795) articles of association. The meeting deliberated and unanimously adopted all the proposals, forming the following resolutions:
1、 Agree to the proposal on appointing Zhongshen Zhonghuan certified public accountants as the company’s internal control audit institution in 2021
It is agreed to appoint Zhongshen Zhonghuan Certified Public Accountants (special general partnership) as the internal control audit institution of the company in 2021, and the internal control audit fee is 3.05 million yuan. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) The announcement of Gd Power Development Co.Ltd(600795) on the appointment of internal control audit institutions in 2021 (Announcement No.: p.2022-03) disclosed on the.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
2、 Approve the proposal on appointing Daxin certified public accountants as the auditor of the company’s 2021 annual financial statement report
It is agreed to appoint Daxin Certified Public Accountants (special general partnership) as the audit institution of the company’s 2021 financial statement report, and the audit fee of the financial statement report is 8.44 million yuan. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) The announcement of Gd Power Development Co.Ltd(600795) on the appointment of an audit institution for the financial final accounts report of 2021 (Announcement No.: pro 2022-04) disclosed on the.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
3、 Agree to the proposal on adjusting the company’s organizational structure
In order to further strengthen the construction of the company’s headquarters and improve the control efficiency, combined with the actual operation of the company, it is agreed to adjust the department setting of the company, as follows:
1. Establish the United Front Work Department of the Party committee, affiliated with the party construction department. The Party Construction Department (Party Committee Propaganda Department, enterprise culture department and Youth League Committee) was renamed Party Construction Department (Party Committee Propaganda Department, Party Committee United Front Work Department, enterprise culture department and Youth League Committee).
2. The office of the Commission for Discipline Inspection (inspection office) was renamed the office of the Commission for Discipline Inspection (inspection office of the Party committee). 3. Set up the office of the board of directors, affiliated with the capital operation Department and abolish the securities financing department. The capital operation Department (securities financing department) was renamed capital operation Department (Board Office).
4. Establish the Ministry of engineering construction.
5. Abolish the Ministry of new energy industry and transfer the responsibilities of the Ministry of new energy industry to corresponding functional departments according to business.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) The Gd Power Development Co.Ltd(600795) announcement on adjusting the company’s institutional setting disclosed on the (Announcement No.: p.2022-05).
4、 Agree to the proposal on formulating internal control risk management regulations (for Trial Implementation)
Agree to the provisions on Gd Power Development Co.Ltd(600795) internal control risk management (for Trial Implementation). See the website of Shanghai Stock Exchange (www.sse. Com. CN) for details.
5、 Agree to the proposal on adjusting the members of the strategy committee of the board of directors
According to the changes of directors in the eighth session of the board of directors of the company and in accordance with the relevant provisions of the implementation rules of the strategy committee of the board of directors, the board of directors adjusted the members of the strategy committee. After the adjustment, the composition of the company’s strategy committee is: Liu Guoyue (Chairman), Jia Yanbing, Luo Meijian, Luan Baoxing and Liu Chaoan. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) Announcement of Gd Power Development Co.Ltd(600795) on adjusting the members of the strategy committee of the board of directors (Announcement No.: p.2022-06).
6、 Agree with the proposal on the establishment of Guoneng Power Engineering Management Co., Ltd
In order to accelerate the construction of power engineering, Beijing Gd Power Development Co.Ltd(600795) Co., Ltd., the holding subsidiary of the company, is approved to establish Guoneng Power Engineering Management Co., Ltd. The details are as follows:
1. Company Name: Guoneng Power Engineering Management Co., Ltd
2. Company form: a wholly-owned subsidiary of Beijing Gd Power Development Co.Ltd(600795) Co., Ltd
3. Place of registration: Chaoyang District, Beijing
4. Registered capital: RMB 1 billion
5. Functions of the company: be responsible for establishing a professional management team for engineering construction, supporting the infrastructure management system, and undertaking general contracting, engineering supervision and other related businesses of thermal power, new energy and other power construction projects.
7、 Agree to the proposal on the privatization of Kehuan group and the company of national energy group to subscribe for the equity of Chunhui environmental protection
According to the strategic arrangement, the controlling shareholder of the company, National Energy Investment Group Co., Ltd., will be privatized through its wholly-owned subsidiary Beijing Chunhui Qingcloud Technologies Corp(688316) environmental protection Co., Ltd. (hereinafter referred to as Chunhui environmental protection) and absorb and merge Guodian Technology Environmental Protection Group Co., Ltd. (hereinafter referred to as Kehuan group). Under this plan, 39.19% domestic shares of Kehuan group held by the company will be replaced with 39.19% equity of Chunhui environmental protection. At the same time, the board of directors authorized the management of the company to handle all matters of this transaction. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) Announcement Gd Power Development Co.Ltd(600795) on national energy group’s privatization of Kehuan group and its company’s subscription for Chunhui environmental protection equity and related party transactions disclosed on (Announcement No.: pro 2022-07).
8、 Agree to the proposal on the company’s convening of the second extraordinary general meeting in 2022. In view of the above-mentioned proposals 1 and 2 need to be submitted to the general meeting of shareholders for deliberation, the board of directors of the company decided to convene the second extraordinary general meeting in 2022. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) Notice of Gd Power Development Co.Ltd(600795) on convening the second extraordinary general meeting of shareholders in 2022 (Announcement No.: p.2022-08) disclosed on the.
It is hereby announced.
Gd Power Development Co.Ltd(600795)
January 25, 2022
