Securities code: 000789 securities abbreviation: Jiangxi Wannianqing Cement Co.Ltd(000789) Announcement No.: 2022-04
Bond Code: 127017 bond abbreviation: Wanqing convertible bond
Jiangxi Wannianqing Cement Co.Ltd(000789)
Announcement of resolutions of the second interim meeting of the ninth board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
The notice of the second interim meeting of the ninth board of supervisors of the company was sent by e-mail and the company's online office system on January 20, 2022, and the meeting was held by communication on January 25, 2021.
Five supervisors should attend the meeting and five actually attended the meeting. The meeting was held in accordance with relevant laws, regulations, rules and the articles of association.
2、 Deliberation at the meeting of the board of supervisors
After careful deliberation, the attending supervisors formed the following resolutions:
1. The proposal on the company's application for comprehensive credit and guarantee from the bank in 2022 was deliberated and adopted. According to the production and operation needs of the company in 2022, on the basis of the actual bank credit and guarantee in 2021, the capital needs of the company's new investment and project construction were considered, In 2022, the company and its subsidiaries intend to apply to financial institutions for comprehensive credit (including bank loans, bank exposure and other debt financing) of no more than 5512 million yuan. The total amount of guarantee provided by the company or its subsidiaries for the above credit facilities shall not exceed 5512 million yuan. For details, please refer to China Securities Journal, securities times and http://www.cn.info.com.cn Announcement on the company's application for comprehensive credit and guarantee from the bank in 2022 (Announcement No.: 2022-05).
Voting result: 5 affirmative votes; Negative vote: 0; There were no abstentions.
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
2. The proposal on new commercial concrete project invested by Lushan Jiangxi Wannianqing Cement Co.Ltd(000789) new materials Co., Ltd. was reviewed and approved
The board of supervisors agreed that the company's subsidiary Lushan Jiangxi Wannianqing Cement Co.Ltd(000789) new materials Co., Ltd. will invest in the construction of two ready mixed (commercial) concrete production lines and one water stabilized material production line. After the completion of the project, the maximum annual output will be 800000 M ³ The production capacity of commercial concrete and 600000 tons of water stabilized materials, and the total investment of the project is expected to be 93.2346 million yuan. The estimated static total investment of the project is 93.2346 million yuan, of which the total investment in fixed assets is 77.2604 million yuan and the working capital is 15.9743 million yuan.
The board of supervisors believes that the project conforms to the national economic policy, the construction scale is reasonable, the implementation scheme is scientific, the economic benefit is good and the social benefit is remarkable. It helps to further consolidate and enhance the company's market share and voice in Jiujiang cement and commercial concrete market, optimize the company's commercial concrete layout, and expand the company's upstream and downstream industrial chain, without damaging the legitimate rights and interests of the company and all shareholders.
Voting result: 5 affirmative votes; Negative vote: 0; There were no abstentions.
3. The proposal on Jiangxi Wannianqing Cement Co.Ltd(000789) 2022 stock option incentive plan (Draft) and its summary was reviewed and approved
Jiangxi Wannianqing Cement Co.Ltd(000789) the contents of the 2022 stock option incentive plan (Draft) and its summary comply with the provisions of the company law, the securities law, the measures for the administration of equity incentive of listed companies and other relevant laws, regulations and normative documents. The implementation of this incentive plan will help the company to further establish and improve the medium and long-term incentive and restraint mechanism, strengthen the positive incentive guidance role, promote the high-quality and sustainable development of the company, and there will be no damage to the interests of the company and all shareholders. For details, please refer to China Securities Journal, securities times and http://www.cn.info.com.cn The Jiangxi Wannianqing Cement Co.Ltd(000789) 2022 stock option incentive plan (Draft) and the summary of Jiangxi Wannianqing Cement Co.Ltd(000789) 2022 stock option incentive plan (Draft) disclosed on the.
Voting result: 5 affirmative votes; Negative vote: 0; There were no abstentions.
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
4. The management measures for the implementation and assessment of Jiangxi Wannianqing Cement Co.Ltd(000789) 2022 stock option incentive plan were reviewed and adopted
The board of supervisors believes that the formulation of the administrative measures for the implementation and assessment of the stock option incentive plan in Jiangxi Wannianqing Cement Co.Ltd(000789) 2022 aims to ensure the smooth progress of the stock option incentive plan in Jiangxi Wannianqing Cement Co.Ltd(000789) 2022, further improve the corporate governance structure, form a good and balanced value distribution system, and encourage the company's senior managers and key personnel to work honestly and diligently, Ensure the steady improvement of the company's performance, ensure the realization of the company's development strategy and business objectives, comply with the company law, the securities law, the measures for the administration of equity incentive of listed companies and other laws, regulations and normative documents, as well as the relevant provisions of the articles of Association, and match the Jiangxi Wannianqing Cement Co.Ltd(000789) 2022 stock option incentive plan (Draft), There is no situation that damages the legitimate rights and interests of the company and all shareholders.
Voting result: 5 affirmative votes; Negative vote: 0; There were no abstentions.
The proposal still needs to be submitted to the general meeting of shareholders for deliberation.
5. The proposal on verifying the list of incentive objects of the company's 2022 stock option incentive plan was reviewed and approved
The board of supervisors of the company has verified the list, ID card, labor contract or employment contract signed between the proposed incentive object and the company (including the holding subsidiary), and the position of the proposed incentive object in the company (including the holding subsidiary). The determined incentive objects do not have the following circumstances: (1) they have been identified as inappropriate candidates by the stock exchange in the last 12 months; (2) In the last 12 months, it has been identified as an inappropriate candidate by the CSRC and its dispatched offices; (3) Being administratively punished by the CSRC and its dispatched offices or taking market entry prohibition measures for major violations of laws and regulations in the last 12 months; (4) Those who are not allowed to serve as senior managers of the company as stipulated in the company law; (5) Those who are not allowed to participate in the equity incentive of listed companies according to laws and regulations; (6) China's incentive objects do not include the independent directors and supervisors of the company. They meet the incentive object conditions specified in the law of the people's Republic of China on other circumstances recognized by the CSRC and the listing rules, and their subject qualification as the incentive object of the company's incentive plan is legal and effective.
Voting result: 5 affirmative votes; Negative vote: 0; There were no abstentions.
3、 Documents for future reference
1. The resolution of the board of supervisors signed by the attending supervisors;
3. Other relevant documents required by Shenzhen Stock Exchange.
It is hereby announced.
Jiangxi Wannianqing Cement Co.Ltd(000789) board of supervisors
January 25, 2022
