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.
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The company held the 2017 Board of Directors and the Board of Supervisors
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2020
07-31
The peak represents the two sessions of Jinhua
From March 30 to April 3, March 31 to April 4, the second session of the seventh session of the Jinhua CPPCC and the third session of the seventh session of the Jinhua Municipal people's Congress were held successively. Three deputies to the National People's Congress and members of the CPPCC attended the meeting and actively offered suggestions and suggestions for the future development of Jinhua. Among the three performance suggestions put forward by Jiang Xiaomeng, chairman of the group company, two are about the real economy. He said that the development of the real economy in Jinhua City has encountered many bottlenecks in recent years. On the one hand, the operating costs of real enterprises have increased year by year and the profits have decreased, which has affected the development confidence and investment enthusiasm of entrepreneurs; on the other hand, the current new economic concepts are emerging one after another, and social capital is emerging. The loss of reality has caused a greater impact on the real economy. To this end, Jiang Xiaomeng suggested starting from five aspects to help Jinhua's real economy get rid of its predicament, that is, to create a good environment for investment and enterprises to enter households, such as competitive land elements, supporting public environmental protection facilities, and reasonable supporting industries. Development policies, abundant labor resources, etc.; the government conducts in-depth research on land, factories, taxes, subsidies, incentives, etc, further introduce various preferential policies and measures that are attractive and can stimulate the economic vitality of real enterprises; the combination of government investment promotion and "business investment promotion", and introduce corresponding guidance and incentive policies, through the introduction of business in gold enterprises, it is more convincing and easier to succeed; pay attention to helping existing local industrial enterprises and enhance their enthusiasm; vigorously promote outstanding business operators and entrepreneurs, and create a good atmosphere of respect for entrepreneurs, to boost the enthusiasm of the majority of entrepreneurs to invest in the construction of return home. About Small and Micro Enterprises
2020
07-31
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In 1958, the first batch of peak people started from scratch and began to build the first cement plant in Jinhua at the foot of peak mountain. Today, 60 years later, the small cement plant has developed into a cross industry and cross regional listed company. In order to commemorate the 60th anniversary of Jianfeng's entrepreneurship, the company decided to organize a series of activities. The activity plan has been basically determined by the group company's office meeting, and an activity leading group led by Jiang Xiaomeng, chairman of the group company, has been established. The group office meeting discussed and decided that the commemorative activities are based on the principles of grand, simple and meaningful. While enlivening the company's cultural atmosphere, concentrating efforts, and enhancing the friendship and exchange of all employees, it also inherits and carries forward the essence of corporate culture accumulated over a long period of time. In order to carry out the activity smoothly, the company decided to set up a leading group for the celebration of the 60th anniversary of entrepreneurship, with Jiang Xiaomeng, chairman of the group company, as the group leader and Yu Jianhong, general manager of the group company, as the deputy group leader. The group members include Huang Jinlong, Zhang Fengliang, Xiang Chongping, Chen Tianci, Zhu Jianwei, Lan Xiaolong and Qin Xuping. There is a celebration working group. The series of commemorative activities mainly include media publicity with the theme of "publicizing peak achievements and establishing peak image"; carrying out manuscripts, calligraphy, painting, photography, speeches and other activities with the theme of "knowing peak and loving peak" and the history of Jianfeng Group's entrepreneurial development as the content; a series of cultural and sports activities with the theme of "strengthening physique and revitalizing peak; the activity of" sending warmth "with the theme of" caring for employees and caring for employees "; the group company with the theme of" infinite scenery at the peak"
2020
07-31
Determination of "60th Anniversary of Entrepreneurship" Series of Activities
In 1958, the first batch of peak people started from scratch and began to build the first cement plant in Jinhua at the foot of peak mountain. Today, 60 years later, the small cement plant has developed into a cross industry and cross regional listed company. In order to commemorate the 60th anniversary of Jianfeng's entrepreneurship, the company decided to organize a series of activities. The activity plan has been basically determined by the group company's office meeting, and an activity leading group led by Jiang Xiaomeng, chairman of the group company, has been established. The group office meeting discussed and decided that the commemorative activities are based on the principles of grand, simple and meaningful. While enlivening the company's cultural atmosphere, concentrating efforts, and enhancing the friendship and exchange of all employees, it also inherits and carries forward the essence of corporate culture accumulated over a long period of time. In order to carry out the activity smoothly, the company decided to set up a leading group for the celebration of the 60th anniversary of entrepreneurship, with Jiang Xiaomeng, chairman of the group company, as the group leader and Yu Jianhong, general manager of the group company, as the deputy group leader. The group members include Huang Jinlong, Zhang Fengliang, Xiang Chongping, Chen Tianci, Zhu Jianwei, Lan Xiaolong and Qin Xuping. There is a celebration working group. The series of commemorative activities mainly include media publicity with the theme of "publicizing peak achievements and establishing peak image"; carrying out manuscripts, calligraphy, painting, photography, speeches and other activities with the theme of "knowing peak and loving peak" and the history of Jianfeng Group's entrepreneurial development as the content; a series of cultural and sports activities with the theme of "strengthening physique and revitalizing peak; the activity of" sending warmth "with the theme of" caring for employees and caring for employees "; the group company with the theme of" infinite scenery at the peak"
2020
07-30
Determination of "60th Anniversary of Entrepreneurship" Series of Activities
In 1958, the first batch of peak people started from scratch and began to build the first cement plant in Jinhua at the foot of peak mountain. Today, 60 years later, the small cement plant has developed into a cross industry and cross regional listed company. In order to commemorate the 60th anniversary of Jianfeng's entrepreneurship, the company decided to organize a series of activities. The activity plan has been basically determined by the group company's office meeting, and an activity leading group led by Jiang Xiaomeng, chairman of the group company, has been established. The group office meeting discussed and decided that the commemorative activities are based on the principles of grand, simple and meaningful. While enlivening the company's cultural atmosphere, concentrating efforts, and enhancing the friendship and exchange of all employees, it also inherits and carries forward the essence of corporate culture accumulated over a long period of time. In order to carry out the activity smoothly, the company decided to set up a leading group for the celebration of the 60th anniversary of entrepreneurship, with Jiang Xiaomeng, chairman of the group company, as the group leader and Yu Jianhong, general manager of the group company, as the deputy group leader. The group members include Huang Jinlong, Zhang Fengliang, Xiang Chongping, Chen Tianci, Zhu Jianwei, Lan Xiaolong and Qin Xuping. There is a celebration working group. The series of commemorative activities mainly include media publicity with the theme of "publicizing peak achievements and establishing peak image"; carrying out manuscripts, calligraphy, painting, photography, speeches and other activities with the theme of "knowing peak and loving peak" and the history of Jianfeng Group's entrepreneurial development as the content; a series of cultural and sports activities with the theme of "strengthening physique and revitalizing peak; the activity of" sending warmth "with the theme of" caring for employees and caring for employees "; the group company with the theme of" infinite scenery at the peak"
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