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
"We were also praised by the traffic police." On September 26, when talking about the civilized travel volunteer activities a few days ago, Li Xuegen of the big pharmacy smiled and was very happy that his work was recognized. Starting from May this year, during the rush hour on the 5th and 20th of each month (weekends and holidays are postponed), there will be a group of volunteers wearing red vests and hats, holding signs with the words "courtesy of zebra crossing, civilized crossing of the road" to divert traffic at many intersections in the city. This is a civilized travel volunteer service activity carried out by Jinhua City to further promote civilized travel and persuade uncivilized behavior. As a civilized unit at the municipal level in Jinhua, Jianfeng Group's duty junction is at the intersection of Bayi North Street and Zhongshan West Road. Before the activity was carried out, as the organizer of the group company, the group office had deep concerns. The activity took a long time and required a lot of manpower. As an enterprise, under the condition of ensuring normal production, it was completed by employees in their spare time. Can it be continued? To this end, Xiang Chongping, the leader in charge of the group company, specially organized a meeting of the directors of the subordinate enterprise offices to mobilize and deploy the matter. The group office also specially established the QQ group of "Peak Civilized Travel Volunteer Service" to release the contents and arrangements of the activities, update the duty situation, and praise the small partners on duty. At the beginning of the activity, colleagues in the headquarters building took the lead in taking up their posts. The first class was Li Hong, Li Xia, Yang Liu and Lei Yuan of the finance department of the group company. Employees of the group office, the peak health experience hall, Qiubin Factory and the international trading company also took up their posts one after another. Other enterprises also took part in an orderly manner according to the duty schedule.
2020
07-31
"We were also praised by the traffic police." On September 26, when talking about the civilized travel volunteer activities a few days ago, Li Xuegen of the big pharmacy smiled and was very happy that his work was recognized. Starting from May this year, during the rush hour on the 5th and 20th of each month (weekends and holidays are postponed), there will be a group of volunteers wearing red vests and hats, holding signs with the words "courtesy of zebra crossing, civilized crossing of the road" to divert traffic at many intersections in the city. This is a civilized travel volunteer service activity carried out by Jinhua City to further promote civilized travel and persuade uncivilized behavior. As a civilized unit at the municipal level in Jinhua, Jianfeng Group's duty junction is at the intersection of Bayi North Street and Zhongshan West Road. Before the activity was carried out, as the organizer of the group company, the group office had deep concerns. The activity took a long time and required a lot of manpower. As an enterprise, under the condition of ensuring normal production, it was completed by employees in their spare time. Can it be continued? To this end, Xiang Chongping, the leader in charge of the group company, specially organized a meeting of the directors of the subordinate enterprise offices to mobilize and deploy the matter. The group office also specially established the QQ group of "Peak Civilized Travel Volunteer Service" to release the contents and arrangements of the activities, update the duty situation, and praise the small partners on duty. At the beginning of the activity, colleagues in the headquarters building took the lead in taking up their posts. The first class was Li Hong, Li Xia, Yang Liu and Lei Yuan of the finance department of the group company. Employees of the group office, the peak health experience hall, Qiubin Factory and the international trading company also took up their posts one after another. Other enterprises also took part in an orderly manner according to the duty schedule.
2020
07-30
The company's two projects received financial subsidies for the integration of the two.
Recently, according to the requirements of relevant documents of the municipal government, the municipal economic and information Commission and the municipal finance bureau, the two projects of the group company's "human resources management system" and the "automation project of traditional Chinese medicine extraction workshop" of the peak health technology company passed the review and obtained the financial subsidy funds for the integration of the two in Jinhua city in 2016. The "Human Resources Management System" project of the group company will be implemented from July 2015 to January 2016. The project includes functional modules such as organizational structure management, employee information management, contract management, salary management, welfare management, report management, etc. The information platform of human resource management has been set up in the whole group, and nearly 3000 employees of the whole group have been included in this system, which has changed the stand-alone version mode of the previous personnel management system. It is easy to use and has easy expansibility, which can not only meet the current management requirements of the enterprise, it can also adapt to the needs of future enterprise development and changes, and the design of the system architecture can improve the efficiency of database operation and security management, data concentration and distribution processing. The "Automation Project of Traditional Chinese Medicine Extraction Workshop" project of Jianfeng Health combines the current situation and development requirements of the enterprise, taking the construction of the project with an annual output of 1000 tons of Chinese herbal pieces and 1000 tons of plant extraction as an opportunity to deeply study the production process, and gradually establish a unified, comprehensive, integrated and real-time shared management information platform through systematic planning, gradual promotion, continuous improvement and perfection. Compared with the traditional production process, the project reduces the interference of human factors, improves the on-site operating environment, saves labor costs to a certain extent, and improves the utilization rate of raw materials, energy and equipment.
2020
07-31
Daye peak won the title of "best integrity enterprise"
On September 4, daye city held a grand commendation meeting, daye peak cement company as the "best integrity enterprise" was commended. This is also the first time that Daye City has selected and commended the "Best Integrity Enterprise". In order to commend the advanced, promote righteousness, establish models, give full play to the role of demonstration and leadership, further encourage and stimulate the enthusiasm of enterprises and employees, unswervingly strengthen the construction of spiritual civilization and credit system in Daye City, and promote the economy of local enterprises. Good and fast development. The Daye City Federation of Trade Unions and the Office of the Spiritual Civilization Construction Committee initiated the selection and recognition of the best honest enterprises, the best honest teams, and the most beautiful honest employees throughout the city. After recommendation, review, evaluation, and publicity procedures, a total of 10 "best integrity enterprises", 10 "best integrity teams", and 20 "most beautiful integrity employees" in Daye City were selected. At the commendation meeting on September 4, Xu Yilong, member of the standing Committee of the Daye Municipal CPC Committee, minister of the United Front work, and chairman of the Municipal Federation of Trade unions, spoke highly of the scientific management and honest operation of Daye Jianfeng cement Company in recent years. I hope Daye Jianfeng can cherish the honor, give full play to its exemplary and leading role, forge ahead, and achieve better results. Xu Yilong also asked the city's enterprises, teams and employees to follow the example of award-winning units and individuals, further emancipate their minds, change their production and management concepts, establish a career with integrity, be honest, and make new contributions to serving the economic development of Daye City. (Zhu Yong)
2020
07-30
Daye peak won the title of "best integrity enterprise"
On September 4, daye city held a grand commendation meeting, daye peak cement company as the "best integrity enterprise" was commended. This is also the first time that Daye City has selected and commended the "Best Integrity Enterprise". In order to commend the advanced, promote righteousness, establish models, give full play to the role of demonstration and leadership, further encourage and stimulate the enthusiasm of enterprises and employees, unswervingly strengthen the construction of spiritual civilization and credit system in Daye City, and promote the economy of local enterprises. Good and fast development. The Daye City Federation of Trade Unions and the Office of the Spiritual Civilization Construction Committee initiated the selection and recognition of the best honest enterprises, the best honest teams, and the most beautiful honest employees throughout the city. After recommendation, review, evaluation, and publicity procedures, a total of 10 "best integrity enterprises", 10 "best integrity teams", and 20 "most beautiful integrity employees" in Daye City were selected. At the commendation meeting on September 4, Xu Yilong, member of the standing Committee of the Daye Municipal CPC Committee, minister of the United Front work, and chairman of the Municipal Federation of Trade unions, spoke highly of the scientific management and honest operation of Daye Jianfeng cement Company in recent years. I hope Daye Jianfeng can cherish the honor, give full play to its exemplary and leading role, forge ahead, and achieve better results. Xu Yilong also asked the city's enterprises, teams and employees to follow the example of award-winning units and individuals, further emancipate their minds, change their production and management concepts, establish a career with integrity, be honest, and make new contributions to serving the economic development of Daye City. (Zhu Yong)
2020
07-31
Daye peak won the title of "best integrity enterprise"
On September 4, daye city held a grand commendation meeting, daye peak cement company as the "best integrity enterprise" was commended. This is also the first time that Daye City has selected and commended the "Best Integrity Enterprise". In order to commend the advanced, promote righteousness, establish models, give full play to the role of demonstration and leadership, further encourage and stimulate the enthusiasm of enterprises and employees, unswervingly strengthen the construction of spiritual civilization and credit system in Daye City, and promote the economy of local enterprises. Good and fast development. The Daye City Federation of Trade Unions and the Office of the Spiritual Civilization Construction Committee initiated the selection and recognition of the best honest enterprises, the best honest teams, and the most beautiful honest employees throughout the city. After recommendation, review, evaluation, and publicity procedures, a total of 10 "best integrity enterprises", 10 "best integrity teams", and 20 "most beautiful integrity employees" in Daye City were selected. At the commendation meeting on September 4, Xu Yilong, member of the standing Committee of the Daye Municipal CPC Committee, minister of the United Front work, and chairman of the Municipal Federation of Trade unions, spoke highly of the scientific management and honest operation of Daye Jianfeng cement Company in recent years. I hope Daye Jianfeng can cherish the honor, give full play to its exemplary and leading role, forge ahead, and achieve better results. Xu Yilong also asked the city's enterprises, teams and employees to follow the example of award-winning units and individuals, further emancipate their minds, change their production and management concepts, establish a career with integrity, be honest, and make new contributions to serving the economic development of Daye City. (Zhu Yong)
2020
07-31