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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

, Passed 2016

Annual General Manager Business Report After deliberation, the Board unanimously approved the report.

Voting result: 8

votes in favor, 0 votes against and 0 abstentions.

, passed the 2016

annual 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

. The 2016

profit 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 Accountants

as 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.

and adopted the 2016

annual 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).

and passed the proposal on providing guarantee to the holding subsidiary

the board of directors unanimously passed the proposal and agreed to provide the following guarantee for the holding subsidiary.

) guarantees loans from financial institutions by the holding company, setting the following limits:

Guaranteed Unit Daye Jianfeng Cement Co., Ltd. Zhejiang Jianfeng Pharmaceutical Co., Ltd. Zhejiang Jianfeng International Trade Co., Ltd. Total

Set Guarantee Limit (RMB 10,000)
5000
30000
8000
43000

) Agrees to 211 Zhejiang Jianfeng International Trade letter of Guarantee from Limited Company, provide corresponding guarantee for the goods stored in the company by the customers of Zhejiang Jianfeng International Trade Co., Ltd.

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

2016

annual 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

and passed the proposal on adding directors

the 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.

passed the proposal on convening the 2016

annual 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).

and passed the annual performance report of the audit committee of the board of directors 2016

the board of directors reviewed and passed the report.

voting result: 8

votes in favor, 0 votes against and 0 abstentions.

and passed the annual report of independent directors of 2016

the board of directors reviewed and passed the report.

voting results: 8

votes, 0 votes against, 0 abstentions

independent directors will report to the shareholders' meeting.

, passed the 2016

annual 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 Directors

April 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

The company fully deploys 2018 work

On January 27, the group company held a business analysis meeting to review and summarize the work in 2017, arrange and deploy the work for the new year, and put forward work requirements. At the meeting, various professional companies and directly affiliated enterprises reported on the overall work situation in 2017, focusing on analyzing the existing problems and deficiencies, and proposing corresponding solutions and work plans for 2018. Xiang Chongping, deputy general manager of the group company, systematically combed the current human resources efficiency and human resources development of the company. Chen Tianci, chairman of the board of supervisors, made a report and analysis on the "three reductions and three improvements" and the safety and environmental protection work in 2017. Lan Xiaolong, head of finance, analyzed the risks and challenges currently faced by the company according to the operating data and financial situation of its subordinate enterprises. The functional departments and offices of the headquarters also made a brief report on their annual work. Yu Jianhong, general manager of the group company, made a comprehensive review of the company's operation in 2017, compared and analyzed the main economic indicators of various industrial sectors, and pointed out that looking for new investment and development projects around strategic objectives, promoting the optimization of organizational structure and post setting, significantly improving the level of information management, improving the ability of fund management and tax planning, achieving certain results in scientific and technological innovation and technological transformation, and strengthening marketing management and market expansion, safety and environmental protection work is basically up to standard, training and talent development have achieved new results and other work highlights; at the same time, it summarizes and reflects on the shortcomings in strategic decision-making, management innovation, performance appraisal, market operation, and talent team building. After analyzing the current macroeconomic situation and the future trends of various related industries, Yu Jianhong informed

2020

07-31

Peak Pharmaceutical Invests in Shanghai North Carolina to Build API R & D and Production Base

News from our newspaper On January 19, the group company held the second meeting of the tenth board of directors and reviewed and approved the "Proposal on Foreign Investment of Subsidiary Jianfeng Pharmaceutical." On the same day, Jianfeng Pharmaceutical signed an agreement to invest in Shanghai North Carolina Pharmaceutical Technology Co., Ltd. (hereinafter referred to as "Shanghai North Carolina") by acquiring shares and increasing capital. Shanghai Beika is a high-tech enterprise in Shanghai. It has an academician expert workstation and a number of Shanghai high-tech achievements transformation projects. It has won the title of "second prize for scientific and technological progress" in Songjiang District, Shanghai, "patent pilot enterprise" and "enterprise technology center" in Songjiang District, Shanghai. The company has strong research and development capabilities and has obtained 14 patents. At present, its main business is to provide products and customized services for domestic and foreign pharmaceutical companies. The products mainly include Tinib, alkaloids, carbohydrates and other anti-tumor drug intermediates. The customized services are mainly CDMO (contract development and manufacturing) of new drugs and intermediates. Shanghai North Carolina has two wholly-owned subsidiaries, Anhui Changtai Chemical Co., Ltd. (hereinafter referred to as "Changtai Chemical") and Anhui North Carolina Pharmaceutical Co., Ltd. (hereinafter referred to as "Anhui North Carolina"). Changtai Chemical is a pesticide manufacturer designated by the Ministry of Industry and Information Technology. It was established in July 2007. It now has three chemical synthesis workshops and a pesticide preparation compounding workshop, with 10 product approvals and 13 patents. Anhui North Carolina was established in December 2016. Its business scope includes the customization, production and sales of chemical raw materials and pharmaceutical intermediates, and the wholesale and retail of chemical raw materials and products (except hazardous chemicals

2020

07-30

Peak Pharmaceutical Invests in Shanghai North Carolina to Build API R & D and Production Base

2020

07-31

Jianfeng Pharmaceutical was rated as a provincial trademark brand demonstration enterprise

On December 28, 2017, Zhejiang Administration for Industry and Commerce announced the list of trademark brand demonstration counties (cities, districts), demonstration towns (streets) and demonstration enterprises in Zhejiang Province in 2017. Jianfeng Pharmaceutical Company was identified as a trademark brand demonstration enterprise, and it was also the only enterprise in Jinhua City to enter the list. Peak Pharmaceutical was established in 1998 and obtained the first registered trademark in 1999. Since then, Jianfeng Pharmaceutical has been actively carrying out brand building in accordance with the requirements of the Trademark Law and other laws and regulations, and has set up an intellectual property department to carry out trademark management, rights protection and other activities; it has established a sound trademark management system, strictly in accordance with the provisions of the Trademark Law to supervise and manage the use of trademarks inside and outside the enterprise, and safeguard the legitimate rights and interests of the enterprise. Establish strategic cooperation with professional institutions, for trademark applications, renewals and other work. In recent years, Jianfeng Pharmaceutical has also explored trademark investment, creating value through intangible assets such as trademarks and brands, promoting efficiency improvement, and further expanding corporate influence; at the same time, it has continuously increased investment in new product research and development and technological transformation, and actively Declare various patents to provide strong support for brand building with technological innovation. According to incomplete statistics, Jianfeng Pharmaceutical and its subsidiaries currently have more than 120 valid trademarks, including 1 well-known trademark in China, 2 well-known trademarks in Zhejiang Province, 5 well-known trademarks in Jinhua City, and 2 overseas registered trademarks; Obtained more than 40 domestic and international patents. Trademark is an important part of intellectual property rights, in the knowledge economy, brand effect is increasingly becoming the leading force of economic development.

2020

07-31

Peak Pharmaceutical Invests in Shanghai North Carolina to Build API R & D and Production Base

2020

07-31

The company was rated as an advanced unit of the city's focus on talent and love talent.

News from our newspaper On December 11, the Talent Work Leading Group of the Jinhua Municipal Committee of the Communist Party of China commended the advanced units of Jinhua City that value talents and love talents. 36 units including Jianfeng Group won this honor. The selection of advanced units that value talents and love talents is a measure taken by the Jinhua Municipal Party Committee to further create a good atmosphere of focusing on talents and loving talents, fully respect and make good use of the first resource of talents, serve innovation to drive development, and implement the development strategy of strengthening the province with talents and innovation. The enterprises and institutions that have won this honorary title have always regarded talents as the fundamental driving force for development for a long time, regarded the investment of talents as the most effective investment, and integrated the love of talents into the unit culture. Remarkable achievements have been made in gathering talents, achieving talents, transforming and upgrading, and accelerating development. The Jinhua Municipal Party Committee requires the majority of employers to learn from advanced units, vigorously promote the trend of focusing on talents and loving talents, remove the obstacles to the talent development system and mechanism, and in accordance with the requirements of "walking in the forefront and jointly building Jinhua", in order to promote the construction of a modern metropolitan area and accelerate the construction of the province An important growth pole for high-quality development provides talent support and intellectual guarantee. (this newspaper reporter)

2020

07-31

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