Securities code: 300577 securities abbreviation: Anhui Korrun Co.Ltd(300577) Announcement No.: 2022-010 bond Code: 123039 bond abbreviation: kairun convertible bond
Announcement on the resolution of the 33rd meeting of the third 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.
The notice of the 33rd meeting of the third board of directors of Anhui Korrun Co.Ltd(300577) (hereinafter referred to as “the company” and “the company”) was sent by email and truth transmission on January 20, 2022. The meeting was held by means of communication voting on the morning of January 25, 2022. 7 directors should attend the meeting and 7 directors actually attended the meeting, The meeting was presided over by Mr. Fan Jinsong, chairman of the company. The convening and procedures of this meeting comply with the company law of the people’s Republic of China, the articles of association and other relevant provisions, and the meeting is legal and effective. After deliberation and voting by the directors present at the meeting, the resolution is as follows:
1、 The proposal on applying for comprehensive credit line from banks was deliberated and adopted
According to the business plan of the company in 2022, in order to meet the needs of the company’s production and operation funds, the company and its subsidiaries apply to relevant banks for a comprehensive credit line with an amount not exceeding 3.2 billion yuan, including but not limited to handling RMB or foreign currency working capital loans, project loans, trade financing, bank acceptance bills, letters of credit, letter of guarantee, bill discount, factoring, export documentary bills Foreign exchange forward settlement and sales, derivatives and other related businesses. The total amount of the above-mentioned credit is finally subject to the credit line actually approved by relevant banks. The actual credit line of each bank can be adjusted mutually within the scope of the total line, and the company will conduct bank lending according to the actual capital demand within this line. The independent directors of the company have expressed their independent opinions on this proposal.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting results: 7 in favor, 0 against and 0 abstention.
2、 The proposal on the company and its subsidiaries to carry out forward foreign exchange settlement and sales and foreign exchange option business was deliberated and adopted. On the premise of ensuring normal operation, the company and its subsidiaries intend to carry out forward foreign exchange settlement and sales and foreign exchange option business with an amount not exceeding the equivalent of us $200 million for a period of 12 months from the date of deliberation and approval by the shareholders’ meeting of the company, which can be recycled and used within the above limit. The independent directors of the company have expressed their independent opinions on this proposal.
See www.cninfo.com for details info. com. cn. （2022-012）。
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting results: 7 in favor, 0 against and 0 abstention.
3、 Deliberated and passed the proposal on the estimation of external guarantee amount
In order to meet the business needs, the total amount of guarantee provided by the company for its subsidiaries is expected to be RMB 203.133 million (including equivalent foreign currency). The validity period of this guarantee is expected to be 12 months since the proposal is considered and approved by the general meeting of shareholders. The independent directors of the company have expressed their independent opinions on this proposal.
See www.cninfo.com for details info. com. cn. （2022-013）。
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting results: 7 in favor, 0 against and 0 abstention.
4、 The proposal on changing the registered capital of the company and amending the articles of association was deliberated and passed
According to the change of the company’s share capital, the company plans to change the registered capital and revise the articles of association accordingly.
See www.cninfo.com for details info. com. cn. （2022-014）。
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting results: 7 in favor, 0 against and 0 abstention.
5、 The proposal on the prediction of the company’s daily connected transactions in 2022 was deliberated and adopted
According to the business development needs and actual situation of the company, the company and its subsidiaries are expected to have related party transactions with the related party Shanghai Jiale Co., Ltd. in 2022. Among them, the total amount of goods purchased from related parties shall not exceed 45 million yuan, the total amount of goods sold to related parties shall not exceed 20 million yuan, and the total amount of labor services provided to related parties shall not exceed 3 million yuan.
The independent directors of the company have issued their prior approval opinions and clearly agreed independent opinions on this proposal. This proposal involves related party transactions. Mr. Fan Jinsong is a related party and Ms. fan Fengyun is Mr. Fan Jinsong’s sister. The above two directors avoided voting on this proposal.
See www.cninfo.com for details info. com. cn. （2022-015）。
Voting results: 5 in favor, 0 against and 0 abstention.
6、 Deliberated and passed the proposal on and its summary
In order to improve the benefit sharing mechanism between employees and owners, further strengthen the company’s incentive system, attract and retain core business backbones, stimulate employees’ work enthusiasm and creativity, consolidate the level of corporate governance, realize the consistency of shareholders, the company and personal interests, improve employees’ cohesion and the company’s competitiveness, and promote the long-term, sustainable and healthy development of the company, Create more efficient and lasting returns for shareholders. According to the provisions of relevant laws and regulations and in combination with the actual situation of the company, the company has formulated the fifth employee stock ownership plan (Draft) and its summary. Please refer to www.cninfo.com for details info. com. cn. The company’s fifth employee stock ownership plan (Draft) and its abstract published.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
7、 Deliberated and passed the proposal on the measures for the administration of the fifth phase of employee stock ownership plan
See http://www.cninfo.com.cn for details of the measures for the administration of Anhui Korrun Co.Ltd(300577) phase V ESOP info. com. cn.。
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
8、 The proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the fifth phase of the company’s employee stock ownership plan was deliberated and adopted
In order to ensure the smooth implementation of the company’s employee stock ownership plan, the board of directors requests the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s employee stock ownership plan, including but not limited to the following matters:
1. Authorize the board of directors to implement the employee stock ownership plan;
2. Authorize the board of directors to handle the change and termination of the employee stock ownership plan;
3. Authorize the board of directors to make a decision on the extension of the duration of the employee stock ownership plan;
4. Authorize the board of directors to handle all matters relating to the locking and unlocking of shares purchased under the employee stock ownership plan;
5. Authorize the board of directors to handle other necessary matters required by the employee stock ownership plan, except for the rights to be exercised by the general meeting of shareholders as specified in relevant documents;
6. If relevant laws and regulations are adjusted, authorize the board of directors to modify and improve the ESOP according to the adjustment;
7. Handle other matters related to the ESOP within the scope permitted by laws, regulations, relevant normative documents and the articles of association.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
9、 Proposal on convening the first extraordinary general meeting of shareholders in 2022.
The first extraordinary general meeting of shareholders of the company in 2022 will be held at 14:30 p.m. on Wednesday, February 16, 2022 in the conference room on the 16th floor, building 21b, No. 1158, Zhongxin Road, Songjiang District, Shanghai by combining on-site voting and online voting. See www.cninfo.com for details info. com.. c（n 2022-016）。 Voting results: 7 in favor, 0 against and 0 abstention.
It is hereby announced.
Anhui Korrun Co.Ltd(300577) board of directors January 25, 2022
