Announcement of the fourth meeting of the fourth Board of Directors

release time:

2024-03-23 11:02

AnnouncementNumber: 2024-010

Stock code: 832316                      Securities abbreviation: Tim Zheng Biotech                 Host brokerage: Shenwan Hongyuan underwriting sponsor

 

Jilin Tianzheng Biotechnology Co., Ltd

Announcement of the fourth meeting of the fourth Board of Directors

 

The Company and all members of the Board of Directors warrant that the content of the announcement is true, accurate and complete, and there are no false records, misleading statements or material omissions, and assume individual and joint legal responsibility for the authenticity, accuracy and completeness of its content.

 

1. The convening and attendance of the meeting
(1) Information on the convening of the meeting
1. Meeting Date: March 22, 2024
2. Meeting place: Conference room on the third floor of the company
3. Meeting mode: to be held on site
4. Time and manner of giving notice of Board meeting: by written notice on March 20, 2024
5. Meeting Moderator: Mr. CAI Tiyuan, Chairman
6. Explanation of legality and compliance of the convening situation:
The convening and convening of this meeting are in accordance with the relevant provisions of the Company Law, relevant laws, administrative regulations and the Articles of Association.
(2) Attendance at the meeting
The meeting shall be attended by 5 directors and shall be attended and authorized by 5 directors.

 

2. Deliberation of bills
(1) Deliberating and passing the motion on the appointment of Mr. Lv Guisheng as Deputy General Manager of the Company
1. Contents of the motion:
Due to work reasons, Mr. Lv Guisheng resigned as the general manager of the company and served as the deputy general manager in charge of administration of the company
Reason. The term of office is from March 22, 2024 until the expiration of the fourth term of office of the Board of Directors. Mr. Lv Guisheng does not belong to the target of joint punishment for dishonesty.

2. Motion voting result: 5 votes agreed; Zero votes against; There were zero abstentions.
3. Avoidance of voting:
None.
4. Submission to shareholders' meeting for voting:
This motion does not need to be submitted to the General meeting for consideration.

(2) Deliberating and passing the motion on the appointment of Mr. CAI Tiyuan as the General Manager of the Company
1. Contents of the motion:
Due to the operation and management needs of the company, Mr. CAI Tiyuan was appointed as the general manager of the company. The term of office is from March 22, 2024 until the expiration of the fourth term of office of the Board of Directors. Mr. CAI Tiyuan does not belong to the target of joint punishment for dishonesty.
2. Motion voting result: 5 votes agreed; Zero votes against; There were zero abstentions.
3. Avoidance of voting:
None.
4. Submission to shareholders' meeting for voting:
This motion does not need to be submitted to the General meeting for consideration.

(3) Deliberating and passing the motion on the proposed loan financing of Jilin Tianzheng Biotechnology Co., LTD
1. Contents of the motion:
Due to business needs, the company intends to sign RMB loan with Jilin Sichuan Road Branch of Jilin Bank Co., LTD
The financing amount is expected to be no more than RMB 60 million, and the use term of the funds is one year. It is intended to be mortgaged by the company's own real estate and land use right, and CAI Tiyuan, the controlling shareholder and actual controller of the company, provides joint liability guarantee. (The specific content is subject to the loan and guarantee contract)
2. Motion voting result: 5 votes agreed; Zero votes against; There were zero abstentions.
3. Avoidance of voting:
In accordance with the Rules of corporate Governance, this motion is exempt from consideration as a connected transaction, and the associated directors are not required to recuse themselves from voting.
4. Submission to shareholders' meeting for voting:
This motion does not need to be submitted to the General meeting for consideration.

 

3. File directory for reference
Resolution of the Fourth Meeting of the Fourth Board of Directors of Jilin Tianzheng Biotechnology Co., LTD.

 

 

Jilin Tianzheng Biotechnology Co., LTD
Board of directors

March 22, 2024