Jianfeng Group Lin2017 -006 11th Session of the 9th Board of Directors Resolution Announcement
Release time:
2020-08-05
Securities Code: 600668 Securities Abbreviations: Jianfeng Group No.: Pro 2017-006
Bond Abbreviations: 13 Peak 01 Bond Code: 122227
Bond Abbreviations: 13 Peak 02 Bond Code: 122344
Zhejiang Jianfeng Group Co., Ltd.
11th 19th 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 assumes individual and joint responsibility for the truthfulness, 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 relevant provisions of the company's Articles of Association.
(II) 2017# On April 1, 40, the company issued the notice of this board meeting by fax, e-mail and personal service.
(III) 2017# On April 15, 44, the board meeting was held by on-site voting in the conference room on the third floor of Jianfeng Building, Jinhua City, Zhejiang Province.(IV) 8
directors who should attend this board meeting, 8 directors who actually attended the meeting, and 8 valid votes for the meeting.(V) The board of directors was presided over by Chairman Jiang Xiaomeng, and the company's supervisors and senior management attended the meeting.
2. Board Meeting Review
1
, Passed 2016Annual General Manager Business Report After deliberation, the Board unanimously approved the report.
Voting result: 8
votes in favor, 0 votes against and 0 abstentions.2
, passed the 2016annual financial report the board of directors considered and passed the report.
Voting result: 8
votes in favor, 0 votes against, 0 abstentions.This proposal needs to be submitted to the shareholders' meeting for deliberation
3
. The 2016profit distribution proposal has been passed. The net profit attributable to the shareholders of the parent company in the consolidated statement of the company in 2016
is 285,229,526.79 yuan. The net profit of the parent company's accounting statement is 204,361,006.72 yuan. Based on the parent company's net profit of 204,361,006.72 yuan for the current period, 10% of the statutory provident fund is 20,436,100.67 yuan, plus the undistributed profit of 448,349,749.42 yuan at the beginning of the year, minus the 2015 cash dividend of 61,935,089.04 yuan, and the distributable profit for this year is 570,339,566.43 yuan.Company plans to carry out cash distribution in 2016
, based on 344,083,828 shares at the end of 2016, with a cash dividend of 2.5 yuan (including tax) for every 10 shares, and a total cash dividend of 86,020,957.00 yuan (including tax) to all shareholders registered on the date of equity registration.No conversion of provident fund to share capital in 2016
.The plan will be submitted to the general meeting of shareholders for consideration.
voting result: 8
votes in favor, 0 votes against and 0 abstentions.109 and passed the proposal to hire the company's 2017
annual audit agency The board of directors reviewed and passed the proposal and agreed to hire
Tianjian Certified Public Accountantsas the company's 2017 annual financial and internal control audit agency. voting result: 8
votes in favor, 0 votes against and 0 abstentions.This proposal needs to be submitted to the general meeting of shareholders for deliberation.
5
and adopted the 2016annual report and its summary the board of directors considered and adopted the report.
voting result: 8
votes in favor, 0 votes against and 0 abstentions.This proposal needs to be submitted to the general meeting of shareholders for deliberation. The full text and summary of the 2016
Annual Report can be found on the website of the Shanghai Stock Exchange (www.sse.com.cn).6
and passed the proposal on providing guarantee to the holding subsidiarythe board of directors unanimously passed the proposal and agreed to provide the following guarantee for the holding subsidiary.
(1
) guarantees loans from financial institutions by the holding company, setting the following limits:| Set Guarantee Limit (RMB 10,000) | |
| 5000 | |
| 30000 | |
| 8000 | |
| 43000 |
The guarantee within the above amount is authorized to be executed by the chairman of the board of directors.
voting result: 8 votes in favor, 0 votes against and 0 abstentions.
This proposal shall be submitted to the general meeting of shareholders for deliberation. For details of
, please refer to the Announcement on Providing Guarantees to Holding Subsidiaries (P.2017 -008 ).
7 and passed the "Proposal on the New Warehouse (E-commerce Logistics Park) Project of Jianfeng International Trade"
Board of Directors deliberated and passed the proposal. It is agreed that the subsidiary Zhejiang Jianfeng International Trade Co., Ltd. will invest 7500 .33 million yuan to build the project.
voting result: 8 votes in favor, 0 votes against and 0 abstentions.
8 and passed the 2016
"Medium and Long-term Incentive Fund Withdrawal Plan"the board of directors deliberated and passed the proposal. According to the "Measures for the Administration of Medium-and Long-term Incentive", the
2016annual medium-and long-term incentive fund 10,560,320.97 yuan. voting result: 8 votes in favor, 0 votes against and 0 abstentions.
and passed the 2016
annual internal control evaluation report the board of directors reviewed and approved the report.
voting result: 8
votes in favor, 0 votes against and 0 abstentions.internal control evaluation report can be found on the website of Shanghai Stock Exchange (www.sse.com.cn
).10
and passed the proposal on adding directorsthe board of directors deliberated and passed the proposal. The board of directors of the company agreed to nominate Mr. Huang Sujian as a candidate for director of the company, whose term of office is the same as that of the current board of directors, and submit it to the general meeting of shareholders for election. The curriculum vitae is attached.
voting result: 8
votes in favor, 0 votes against and 0 abstentions.11
passed the proposal on convening the 2016annual general meeting of shareholders the board of directors decided to hold the 2016 general meeting of shareholders on may 19, 2017
at peak peak building, 88 Wujiang east road, Jinhua city, Zhejiang province.voting result: 8
votes in favor, 0 votes against and 0 abstentions. For details of, please refer to the Notice on Convening 2016
Annual Shareholders' Meeting (P.2017 -009).12
and passed the annual performance report of the audit committee of the board of directors 2016the board of directors reviewed and passed the report.
voting result: 8
votes in favor, 0 votes against and 0 abstentions.13
and passed the annual report of independent directors of 2016the board of directors reviewed and passed the report.
voting results: 8
votes, 0 votes against, 0 abstentionsindependent directors will report to the shareholders' meeting.
14
, passed the 2016annual board of directors work report voting results: 8
votes in favor, 0 votes against, 0 abstentions.The report will be submitted to the shareholders' meeting for consideration.
Independent opinions of independent directors of the company:
Independent directors of the company expressed independent opinions on the above-mentioned resolutions 3
, 4, 6, 8, and 10. The formation of the resolution complies with the "Company Law", the company's "Articles of Association" and other relevant regulations, and does not harm the interests of small and medium shareholders.Annex to the 3. Online Announcement
Opinions of the 9th Independent Directors of the Company on the above-mentioned related matters.
hereby announce
Zhejiang Jianfeng Group Co., Ltd.
Board of DirectorsApril 18, 2017
Attachment: Resume of Director Candidate
Mr. Huang Sujian, 1955# Born in November 377, Doctor of Economics, Researcher, from February 1988 to April 2016, he worked in the Institute of Industrial Economics of the Chinese Academy of Social Sciences. He was the deputy director of the Institute of Industrial Economics of the Chinese Academy of Social Sciences and a director of the company. He is currently a researcher at the Institute of Industrial Economics of the Chinese Academy of Social Sciences and the president of the China Enterprise Management Research Association. He is also an independent director of Inner Mongolia Yitai Coal Co., Ltd.
More information
Spike Cable Enters South American Market
Recently, a batch of 2100-pair communication cables produced by Peak Cable Company for Venezuelan customers have been completed and will be shipped in cabinets. This is the company's first export business in the South American market. In recent years, under the general trend of "light in and copper out" in the domestic market, Jianfeng Cable Company has taken the initiative to open up foreign markets that still use copper-core communication cables. While making use of its own production advantages to actively cooperate with domestic industry and trade enterprises to carry out foreign trade processing of communication cables, it has made great efforts to expand its own export business through foreign trade platforms and participation in exhibitions. Since the beginning of this year, the cable company has overcome the adverse effects of the new coronary pneumonia epidemic, actively looking for foreign customers for business negotiations, and won orders from Vietnamese customers shortly after the resumption of work. It is understood that in all the export business of cable companies this year, self-operated export business has accounted for about half, and the export direction is mainly Southeast Asia. The successful completion of the Venezuelan customer orders for the future further development of Colombia, Argentina, Peru, Chile and other South American countries to lay a good foundation. (Hu Longgang, Huang Yuan)
2020
11-12
Daye peak "war epidemic" work was commended by Hubei Province, Huangshi City
Recently, Daye Peak Cement Company won the commendation of Hubei Provincial Federation of Industry and Commerce, Hubei General Chamber of Commerce, Huangshi City Federation of Industry and Commerce, Huangshi City Chamber of Commerce, Huangshi City People's Government Poverty Alleviation and Development Office and other relevant units for its outstanding achievements in the prevention and control of the new coronary pneumonia epidemic. Since the beginning of this year, in the face of the new coronary pneumonia epidemic, Daye Peak has fully implemented the important instructions of the municipal government on the prevention and control of the new coronary pneumonia epidemic and the decision-making and deployment of poverty alleviation, obeying the overall situation, not only donating money to the Daye Municipal People's Government for the first time to help prevent and control the epidemic, but also actively do a good job in the prevention and control of the internal epidemic, and to resume production, and earnestly implement the municipal party committee and municipal government on the response to the impact of the new coronary pneumonia epidemic to carry out "two help two help" and "three get one stable" work requirements, paired to help the surrounding rural part of the population has not been lifted out of poverty, to help poor areas to solve the problem of agricultural and sideline products sales, for the city's decisive fight against poverty to contribute. (Yang Huiping, Zhang Qingyu)
2020
11-12
Liu Haiping, Vice Mayor of Pu'er, went to Yunnan Jianfeng for investigation
On the morning of November 3, Liu Haiping, member of the standing Committee of the Pu'er Municipal CPC Committee and vice mayor of the municipal government, and responsible persons of relevant departments went to Yunnan Jianfeng cement Company for investigation and discussion with Zhou Jiping, general manager of Yunnan Jianfeng, and Fang Xuhua, deputy general manager, on such topics as improving the business environment of Pu'er City and the difficulties encountered in the production and operation of enterprises. During the exchange, Zhou Jiping reported on the production and operation of the company this year, as well as the impact of the new coronary pneumonia epidemic on the market and the difficulties encountered in the production and operation process. Liu Haiping fully affirmed the efforts and achievements made since the resumption of work and production in Yunnan Peak, and said that a good business environment is very important for economic development and enhancing the vitality of enterprises. The functional departments of Pu'er government at all levels will continue to optimize various tasks, improve work efficiency, and provide services and guarantees for the development of enterprises. Liu Haiping hopes that Yunnan Jianfeng, as a key enterprise and "benchmark enterprise" in Pu'er City, will play a pioneering and exemplary role and jointly promote the construction of the business environment in Pu'er City. (qi jianmei)
2020
11-12
On the afternoon of November 10, the Party committee of the group company held an enlarged meeting to learn the spirit of the Fifth Plenary Session of the 19th CPC Central Committee and make arrangements for the next step of study, publicity and implementation. At the meeting, Jiang Xiaomeng, Secretary of the Party committee and chairman of the group company, together with all members of the Party committee, members of the management team of the group company, heads of functional departments and some party members, studied the communique of the Fifth Plenary Session of the 19th CPC Central Committee and interpreted the spiritual points of the plenary session. Jiang Xiaomeng pointed out that the Fifth Plenary Session of the 19th Central Committee of the Communist Party of China, held in Beijing from October 26 to 29, is a very important meeting held at an important historical moment when the victory of building a moderately prosperous society in an all-round way is in sight and the new journey of building a modern socialist country in an all-round way is about to begin. It fully embodies the foresight of the Party Central Committee with Comrade Xi Jinping as the core in planning the future and the historical responsibility of carrying forward the past, and profoundly points out the guidelines, objectives, tasks, and strategic measures for China's development in the coming period. It is of great and far-reaching significance to mobilize and encourage the whole Party and the people of the whole country to continue to seize the important strategic opportunity period and promote the comprehensive construction of a socialist modern country. In response to the goals and some hot issues raised in the plenary communiqué, such as how to achieve the 2035 long-term goal, the key goals of economic and social development during the "14th Five-Year Plan" period, why the emphasis is on adhering to the party's overall leadership and strengthening the centralized and unified leadership of the party Central Committee. The main risks and challenges facing economic development in the next five years, how to achieve scientific and technological self-reliance, promote innovation, how to understand the construction, jiang Xiaomeng quoted the answers given by the leaders of relevant central ministries and commissions at the press conference of the plenary session. Jiang Xiaomeng emphasized that China's current development environment is facing profound and complex changes, and there are new developments and changes in opportunities and challenges. The guiding ideology and principles of economic and social development during the "14th Five-Year Plan" period proposed by the plenary session, and the economy during the "14th Five-Year Plan" period The main goals of social development will have a direct impact on the future development of our enterprises. Party organizations at all levels and all employees at the peak must study and study carefully, find the entry point and direction of work, make every effort to complete the annual work goals, and make preparations for the next year. The person in charge of the party organization of the company's overseas enterprises participated in the study through the video conference system. (this newspaper reporter)
2020
11-12
Zhou Zhou, executive vice governor of Qiandongnan Prefecture, sent a message to Huang Ping Jianfeng: fully promote the normalization of production and marketing to make new contributions to Huang Ping's overall well-off society. On October 27, Zhou Zhou, executive vice governor of Qiandongnan Prefecture, Guizhou Province, Yang Zhi, head of Huangping County, and relevant officials of the state and county governments went to Guizhou Huangping Jianfeng Cement Company to investigate and understand the project construction and production situation, and hope that the enterprises will develop as soon and promote regional economic development. Hu Hongwei, general manager of Huang Ping Jianfeng, and other members of the management team made a report on the overall work since the construction of the project started, and accompanied Zhou Zhou Zhou and his party to visit the production line site. In the central control room, Hu Hongwei to Zhou Zhou
2020
11-03
Zhang Xinyu, Vice Mayor of Jinhua City, hopes that Jianfeng Pharmaceutical will aim at cutting-edge science and technology to speed up the development of enterprises. On the afternoon of October 16, Zhang Xinyu, Vice Mayor of Jinhua City, and his party went to the construction site of Jianfeng Pharmaceutical's internationalization project of producing 2 billion pieces of solid preparations annually to conduct research. Accompanied by Huang Jinlong, deputy general manager of the group company and general manager of the pharmaceutical company, and Shen Quan, deputy general manager of the pharmaceutical company, Zhang Xinyu and his entourage visited the preparation workshop under construction and affirmed the civilized construction and safety management of the site. Huang Jinlong introduced the basic situation of the project to Zhang Xinyu and his party. Knowing that Jianfeng Pharmaceutical has introduced world-class production equipment and advanced technology to build a high-end preparation manufacturing platform in order to achieve industrial upgrading, Zhang Xinyu expressed his appreciation and encouraged Jianfeng Pharmaceutical to gain a foothold in China, aim at the world's cutting-edge technology, and accelerate the pace of enterprise development. Continuously enhance the overall competitiveness of the enterprise. (Wang xuesheng/Wen Zhou hengbin/photo)
2020
11-03