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丽珠集团第四届董事会第二十次会议决议公告(英文版)

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丽珠集团第四届董事会第二十次会议决议公告(英文版)

土星 发表于 2005-4-15 00:00:00 浏览:  307 回复:  0 [显示全部楼层] 复制链接

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Stock Code: 000513, 200513 Short form of the stock: Livzon Group, Livzon-B Announcement No.: 2005-08

LIVZON PHARMACEUTICAL GROUP INC.Announcement of Resolutions passed at the 20th Meeting of

the Fourth Board of Directors

The Company and the board of directors (“the Board”) confirm the truthfulness, accuracy and completenessof the contents herein and there is no misrepresentation or misleading statements contained in or material

omissions from this announcement.

On 13 April 2005, the 20th meeting of the fourth Board of Livzon Pharmaceutical Group Inc.

("the Company" or "Livzon Group") was held by means of telecommunication voting. The

notice of meeting was dispatched on 8 April 2005. 14 of the 14 eligible directors attended the

meeting. In accordance with the Company Law and the Articles of Association, the followingproposals were passed unanimously after due consideration at the meeting:

1. 2005 First Quarterly Report of Livzon Pharmaceutical Group Inc.

2. Proposal on Ongoing Connected Transactions of Livzon Pharmaceutical Group Inc.

For the period from 1 January 2005 to 31 March 2005, the amount of connected transactions

between the Company and its connected parties aggregated to RMB7,399,546. According to

the operating plans of Livzon Group's subsidiaries, the amount of connected transactionsbetween the Company and its connected parties is estimated to aggregate to RMB29,241,163

for the period from 1 April 2005 to 31 December 2005. The total amount of connected

transactions for 2005 is estimated at RMB36,640,709.The parties agreed that the connected transactions due to unforeseeable factors during the

period from 1 April 2005 to 31 December 2005 will be conducted under the pricing principles

as set out in the signed contracts, and that the total amount of the ongoing connectedtransactions for 2005 will not exceed RMB57,000,000, being 5% of the latest audited net asset

value of the Company.Mr. Zhu Baoguo, Mr. Xiao Siyang and Ms. Gu Yueyue, all being connected directors,abstained from voting at this proposal.

3. Proposal for Application to Nan Tung Bank Ltd., Zhuhai for Extended Loan

The Board resolved that the Company in the capacity of borrower apply to Nan Tung BankLtd., Zhuhai for extended loan amounting to HK$60,000,000.00 at a term of 12 months,subject to the Supplementary Agreement (I) of Loan Contract to be entered into between the

Company and Nan Tung Bank Ltd., Zhuhai that the Company's President Mr. Xiao Siyang be

authorised, on behalf of the Company, to execute the said Supplementary Agreement (I) ofLoan Contract between the Company and Nan Tong Bank Ltd, and that the Companyundertake to fulfil its obligations thereunder.LIVZON PHARMACEUTICAL GROUP INC.The Board of Directors

15 April 2005
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