Announcement of the resolution of the second session of the 10th board of directors
Release time:
2020-08-05
Securities Code: 600668 Securities Abbreviation: Jianfeng Group No.: Pro 2018-001
Bond Abbreviation: 13 Peak 01 Bond Code: 122227
Bond Abbreviation: 13 Peak 02 Bond Code: 122344
Zhejiang Jianfeng Group Co., Ltd.
10th Session 2 Board Resolution Announcement
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 shall bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1. Board Meeting
(I) The convening and convening of this board meeting complies with relevant laws, regulations and the company's "Articles of Association.
(II) 2018# On January 15, 29, the company issued the notice of the board meeting by fax, e-mail and personal service.
(III) 2018On January 19, the board meeting was held by means of a communication vote.
(IV) company has nine directors and nine directors participating in the voting.Deliberation of 2. Board Meeting
1
, "Proposal on Foreign Investment of Subsidiary Jianfeng Pharmaceutical"
After deliberation and voting, the board of directors passed the proposal.The result of the vote was: 9
votes in favor, 0 votes against, and 0 abstentions.
For details, please refer to "Announcement on Foreign Investment of Subsidiary Jianfeng Pharmaceutical" (P.2018 -002)
Independent directors of the company expressed independent opinions on the investment matter, believing that the voting procedure of(1
) company's deliberation on "Proposal on Foreign Investment of Subsidiary Jianfeng Pharmaceutical" conforms to the provisions of relevant laws, regulations and the company's Articles of Association, the decision-making process is legal and effective. The transaction follows the principles of fairness, openness and impartiality, and the pricing is fair and reasonable, and there is no harm to the interests of the company and shareholders.
(2) The parties to the transaction jointly commissioned Kunyuan Asset Appraisal Company Limited, which is qualified to practice securities, to evaluate the subject matter of the investment and issued the "Asset Appraisal Report" (Kunyuan Appraisal Report [2017] No. 1-37) . The appraisal agency is qualified to practice securities and futures, the appraisal agency's ability to meet the requirements of this appraisal work, and the appraisal process is independent.
(3) The relevant materials of the above-mentioned foreign investment items are fully prepared. We believe that the foreign investment items are in line with the company's development strategy. Jianfeng Pharmaceutical will use Shanghai Beika and its subsidiaries as platforms to establish R & D and production bases of raw materials and intermediates to further extend and improve the industrial chain of pharmaceutical business, which is conducive to increasing the scale of the company's pharmaceutical industry and improving the R & D capability of Jianfeng Pharmaceutical, it is conducive to enhancing the comprehensive strength of the peak pharmaceutical industry. agreed to the company's foreign investment matters.
Annex1
of the 3. Online Announcement, and the opinions of the 10th Independent Directors of the Company on the above related matters.
is hereby announcedZhejiang Jianfeng Group Co., Ltd. Board of Directors
January 19, 2018
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