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
News from our newspaper The recently published national periodical "Building Materials Development Orientation" uses the corporate image photo of Yunnan Jianfeng Cement Company on the cover; the "13th China Yunnan Pu'er Tea International Expo and Fair" held on August 26-28 During the period, the local mainstream media "Pu'er Daily" also used a large amount of space to publicize the achievements of Yunnan Jianfeng in many aspects. Since it was put into production, the company has strengthened its image publicity through various channels, and the social influence of the company has been continuously improved. As a relatively late cement enterprise in southwest Yunnan, Yunnan Jianfeng has always attached great importance to the construction of corporate culture and image promotion. "Building Materials Development Orientation" magazine is sponsored by the China Building Materials Industry Economic Research Association and other units. It is the only comprehensive scientific and technological journal of building materials in the country. It takes technological innovation, management innovation, and market innovation as its purpose, and takes the national, orientation, and novelty as its goal. It has a relatively wide influence on the high-level managers and engineering and technical personnel of the building materials industry and enterprises. China Yunnan Pu'er Tea International Expo is an international exhibition co-sponsored by the Ministry of Agriculture and the People's Government of Yunnan Province. During this period, seizing the opportunity to promote enterprises is conducive to breaking through geographical limitations and gaining a wider impact. In the daily publicity work, Yunnan Jianfeng also cooperated with Pu'er TV station to broadcast the corporate image propaganda film in prime time after the news broadcast, and used self-media such as "Pu'er on the Cloud" to promote the spirit of Jianfeng enterprise. Every year during the Spring Festival, the company will expand its reputation through Xishuangbanna TV Station and Pu'er TV Station in the form of New Year greetings. With Yunling High-speed Media, Today's Biography
2020
07-30
The international business standard for apple extract, which was presided over by Tianjin Jianfeng Natural Products Company as the team leader, was finally revised a few days ago and officially released and implemented on July 1. Plant extracts are widely used in food, medicine and chemical industry, and are the main force in the export of traditional Chinese medicine products in China. In recent years, as the United States and other countries have become more and more stringent in the import supervision of plant extracts, my country's plant extract products have ended the rapid growth of exports for many years and entered a period of adjustment. The entire industry urgently needs to improve the quality level and establish and improve industry standards. Otherwise, in the international market generally improve the quality of food and drug regulatory standards of the environment, China's plant extract industry standards are not perfect, compatibility with international standards is not strong, resulting in exports are easily affected. Faced with the dual pressure of strengthening international supervision and weak exports, since 2012, the China Medical Insurance Chamber of Commerce has organized domestic outstanding plant extract companies to jointly develop the "International Business Standards for Plant Extracts. Since the first batch of international business standards for plant extracts were formulated and released in 2013, it has played a good role in promoting the development of the entire extract industry. The formulation and launch of plant extract standards conform to the trend of formulating competitive group standards proposed by the National Standards Committee, and fill the gaps in national standards and industry standards. It is not only conducive to plant extract companies to open up domestic and foreign markets, but also create a good The industry environment plays a huge role. At present, business standards have become one of the considerations for relevant international customers to measure product quality, and even become a reference for inspection and quarantine at some ports.
2020
07-31
The first payment of peak 2013 corporate bonds is completed.
On June 5, Jianfeng Group's payment of principal and interest of corporate bonds (Phase I) in 2013 was successfully completed. On June 5, 2013, with the approval of the China Securities Regulatory Commission, Jianfeng Group's 2013 corporate bonds (Phase I) were publicly issued with an issue amount of RMB 0.3 billion. The issue of corporate bonds is a 5-year fixed-rate bond with a coupon rate increase option and an investor resale option at the end of the third year, with a debt rating of AA + (up to AAA). The coupon rate of the bonds was determined by market bidding and was finally determined at 4.90 per cent, which was 1.55 percentage points lower than the benchmark interest rate of the five-year bank loan at the time, fully reflecting the capital market's affirmation of Jianfeng Group. After the issuance of Jianfeng Group's 2013 corporate bonds (the first phase), it was listed and traded on the Shanghai Stock Exchange on July 2 of that year. As some investors chose to sell back at the end of the third year, the company paid the resale on June 6, 2016, and the bond balance was reduced to 0.277 billion yuan. The total amount of principal and interest to be paid by the time the bonds mature is $0.29 billion (including tax). In order to do a good job in the repayment of principal and interest on the bonds, the group company issued an announcement on May 25 to register the relevant rights and interests, and entrusted the Shanghai branch of China Securities Regulatory Commission to pay and exchange interest on the bonds. On June 5, the maturity date of the bonds, the payment of principal and interest was successfully completed. Corporate bonds are securities issued by companies in the stock exchange market in accordance with legal procedures and agreed to repay the principal and interest within a certain period of time, and the issuance of corporate bonds is one of the main ways of direct financing.
2020
07-31
Natural products companies through Europe and the United States two organic certification
On April 30, Tianjin Jianfeng Natural Products Company's apple and ginseng series extract products obtained EU organic certification (EC) and US organic certification (NOP) certificates respectively. EU Organic Certification (EC) is the European inspection and certification body for organic products, with the qualification of identifying whether organic products meet the standards of Europe, Japan and the United States. The EC certificate mark is one of the most authoritative organic certification certificates in the world today. It is trusted by consumers and the organic industry. It has great credibility in the international market and is the guarantee for Chinese organic products to enter almost all organic markets in the world. American Organic Certification (NOP) is the most authoritative organic certification in the United States. Any manufacturer and distributor who intends to sell organic products in the United States market must pass the certification of American organic NOP, and the certification of NOP is signed by the American Bureau of Agriculture. Qualified, organic ingredient suppliers must also be certified by NOP. In the European and American markets, products with EC and NOP certification marks mean that they have the guarantee of high quality and high credibility. They are safe and assured organic products, and they are easier to gain the trust of consumers. Since its establishment, the natural products company has been facing the international market, and with the improvement of domestic and foreign consumers' demand and standards for organic products, it has continuously strengthened quality management, continuously introduced new organic products, and won the trust of consumers. Prior to this, natural products company's plant extracts, plant pigment products have entered the European and American markets, won the trust of many customers, the apple, ginseng two series of products obtained the European Union and the United States organic certification, to the peak of natural products.
2020
07-30
Natural products companies through Europe and the United States two organic certification
On April 30, Tianjin Jianfeng Natural Products Company's apple and ginseng series extract products obtained EU organic certification (EC) and US organic certification (NOP) certificates respectively. EU Organic Certification (EC) is the European inspection and certification body for organic products, with the qualification of identifying whether organic products meet the standards of Europe, Japan and the United States. The EC certificate mark is one of the most authoritative organic certification certificates in the world today. It is trusted by consumers and the organic industry. It has great credibility in the international market and is the guarantee for Chinese organic products to enter almost all organic markets in the world. American Organic Certification (NOP) is the most authoritative organic certification in the United States. Any manufacturer and distributor who intends to sell organic products in the United States market must pass the certification of American organic NOP, and the certification of NOP is signed by the American Bureau of Agriculture. Qualified, organic ingredient suppliers must also be certified by NOP. In the European and American markets, products with EC and NOP certification marks mean that they have the guarantee of high quality and high credibility. They are safe and assured organic products, and they are easier to gain the trust of consumers. Since its establishment, the natural products company has been facing the international market, and with the improvement of domestic and foreign consumers' demand and standards for organic products, it has continuously strengthened quality management, continuously introduced new organic products, and won the trust of consumers. Prior to this, natural products company's plant extracts, plant pigment products have entered the European and American markets, won the trust of many customers, the apple, ginseng two series of products obtained the European Union and the United States organic certification, to the peak of natural products.
2020
07-31
Natural products companies through Europe and the United States two organic certification
On April 30, Tianjin Jianfeng Natural Products Company's apple and ginseng series extract products obtained EU organic certification (EC) and US organic certification (NOP) certificates respectively. EU Organic Certification (EC) is the European inspection and certification body for organic products, with the qualification of identifying whether organic products meet the standards of Europe, Japan and the United States. The EC certificate mark is one of the most authoritative organic certification certificates in the world today. It is trusted by consumers and the organic industry. It has great credibility in the international market and is the guarantee for Chinese organic products to enter almost all organic markets in the world. American Organic Certification (NOP) is the most authoritative organic certification in the United States. Any manufacturer and distributor who intends to sell organic products in the United States market must pass the certification of American organic NOP, and the certification of NOP is signed by the American Bureau of Agriculture. Qualified, organic ingredient suppliers must also be certified by NOP. In the European and American markets, products with EC and NOP certification marks mean that they have the guarantee of high quality and high credibility. They are safe and assured organic products, and they are easier to gain the trust of consumers. Since its establishment, the natural products company has been facing the international market, and with the improvement of domestic and foreign consumers' demand and standards for organic products, it has continuously strengthened quality management, continuously introduced new organic products, and won the trust of consumers. Prior to this, natural products company's plant extracts, plant pigment products have entered the European and American markets, won the trust of many customers, the apple, ginseng two series of products obtained the European Union and the United States organic certification, to the peak of natural products.
2020
07-31