Securities code: 000504 securities abbreviation: Nanhua Bio-Medicineco.Ltd(000504) Announcement No.: 2022-006 Nanhua Bio-Medicineco.Ltd(000504)
Announcement on the resolution of the third meeting of the 11th 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.
1、 Meetings of the board of directors
The third meeting of the 11th board of directors of Nanhua Bio-Medicineco.Ltd(000504) (hereinafter referred to as “the company”) was held by means of communication on January 25, 2022. The notice of the meeting was sent to all directors of the company by email and SMS on January 21, 2022. At the meeting, there are 7 directors who should participate in the voting and 7 directors who actually participate in the voting. The meeting is held in accordance with the relevant provisions of the company law and the articles of association, and is legal and effective.
2、 Deliberation on the proposal of the board of directors
1. Proposal on the remuneration scheme of the company’s directors
The meeting considered the proposal on the remuneration scheme of the company’s directors, and the voting results were: 0 in favor, 0 against, 0 abstention and 7 avoidance.
In view of the interest relationship between this proposal and all directors, all directors avoid voting and directly submit it to the general meeting of shareholders of the company for deliberation. The independent directors of the company have expressed their consent to this proposal.
The specific contents of the directors’ remuneration plan are detailed in the remuneration plan for directors, supervisors and senior managers disclosed by the company on the same day.
2. Proposal on remuneration scheme for senior management of the company
The meeting deliberated and adopted the proposal on the remuneration scheme of the company’s senior managers with 7 affirmative votes, 0 negative votes and 0 abstention. The independent directors of the company have expressed their consent to this proposal.
See the remuneration plan for directors, supervisors and senior management disclosed by the company on the same day for the specific contents of the remuneration plan for senior management.
3. Proposal on using temporarily idle funds to invest in short-term financial products of low-risk banks
The board of directors agreed to use the temporarily idle funds to invest in short-term financial products of low-risk banks, so as to improve the efficiency and income of the company’s funds, improve the return on assets and optimize the company’s fund management.
The meeting deliberated and adopted the proposal on using temporarily idle funds to invest in short-term financial products of low-risk banks with 7 votes in favor, 0 against and 0 abstention.
This proposal will be submitted to the general meeting of shareholders of the company for deliberation.
4. Proposal on purchasing directors, supervisors and senior managers liability insurance
The board of directors of the company believes that the company’s purchase of directors, supervisors and senior managers’ liability insurance in accordance with the relevant provisions of the guidelines for the governance of listed companies is conducive to further improving the company’s risk control system, reducing operational risks, promoting the directors, supervisors and senior managers of the company to fully exercise their rights and perform their duties within their respective responsibilities, and protecting the rights and interests of the company and investors.
The meeting considered the proposal on purchasing the liability insurance of directors, supervisors and senior managers, and the voting results were: 0 in favor, 0 against, 0 abstention and 7 avoidance. The independent directors of the company have expressed their consent on this matter.
In view of the interest relationship between this proposal and all directors, all directors avoid voting and directly submit it to the general meeting of shareholders of the company for deliberation.
The specific contents of the above matters are detailed in the announcement on purchasing directors, supervisors and senior managers liability insurance disclosed by the company on the same day.
5. Proposal on convening the first extraordinary general meeting of shareholders in 2022
The meeting deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022 by 7 votes in favor, 0 against and 0 abstention.
For details of the above matters, see the notice on convening the first extraordinary general meeting of shareholders in 2022 disclosed by the company on the same day.
3、 Documents for future reference
Resolutions of the board of directors signed and sealed by the directors attending the meeting;
It is hereby announced.
Nanhua Bio-Medicineco.Ltd(000504) board of directors January 26, 2022
