Announcement Of The Seventh Meeting Of The Fifth Board Of Directors Of Shenzhen Textile

Stock Code: 000045 securities abbreviation: Deep textile A Announcement No.: 2010-47

Shenzhen textile (Group) Limited by Share Ltd fifth session Board of directors Seventh meeting resolution announcement

All members of the company and the board of directors guarantee the authenticity, accuracy and completeness of the information disclosure. There is no false record, misleading statement or major omission.

In November 24, 2010, the Shenzhen textile (Group) Limited by Share Ltd issued a notice to the board of directors on the seventh meeting of the Fifth Board of directors in the form of special person delivery and e-mail. The meeting was held on the spot in December 6, 2010. It should be attended by 7 directors and 7 directors. The notice and convening of the meeting are in accordance with the relevant laws, regulations and the articles of association. The following items are hereby announced as follows:

Following the motion of 7 votes, 0 votes against and 0 abstentions, the meeting adopted the following motion:

I. The adoption of the "increase" TFT-LCD The project of using polarizer to invest in the first phase project: according to the actual situation and recompilation of the TFT-LCD phase I project with polarizer.

According to the feasibility study report, the total investment of TFT-LCD in the first phase of the polarizer project has been adjusted from 849 million 370 thousand yuan to 926 million 400 thousand yuan, an increase of 9.07%. The main reason for the increase in total investment is to increase investment in wide line production lines. The polarizer production line with a width of 1330mm is adjusted to a polarizer production line with a width of 1490mm. Accordingly, investment in production equipment and instruments and equipment is increased, so as to improve the cutting efficiency of products, meet the needs of the market, and provide better matching for the domestic panel production line.

The capital shortfall arising from the adjustment of investment amount is RMB 77 million 30 thousand yuan raised by the company itself. The increase of investment in this project does not involve changes in the purpose of raising funds. The increased investment has been re recorded in Shenzhen development and Reform Commission.

After the adjustment of the investment, the total annual sales revenue of the project is adjusted from 1 billion 887 million 300 thousand yuan to 1 billion 868 million 610 thousand yuan, and the average annual profit after the production period is 121 million 580 thousand yuan adjusted to 129 million 880 thousand yuan.

Two. Passed the motion on Amending the articles of association:

1, the sixth article of the articles of association is originally: "the registered capital of the company is RMB.

245124000 yuan. "

It is amended as: "the registered capital of the company is RMB 336521849 yuan. "

2, the twenty-second article of the articles of association is originally: "the share structure of the company is: 245124000 shares of common stock, among which the sponsors hold 148721760 shares, and the other domestic shareholders have 46902240 shares, while the domestic listed foreign shareholders have 49500000 shares. "

It is revised as follows: "the share capital structure of the company is: 336521849 shares of common stock, of which 287021849 are ordinary shares of RMB, and 49500000 shares are domestic listed foreign shares. "

3, the 112nd article of the articles of association is originally: "the board of directors is composed of 7 directors, of whom 3 are independent directors. "

It is amended as follows: "the board of Directors consists of 9 directors, of whom 3 are independent directors. "

4, amend the "supervisor" as referred to in the 157th article of the articles of association as "chairman of the board of supervisors".

Three. Passed the motion on recommendation of directors: the nomination of the board of directors to the East and Xu Shiying (resume attached) for the Fifth Board of directors of the company.

A candidate for director. There is no relationship between the East and the controlling shareholder of the company. Xu Shiying and the controlling shareholder of the company remain.

In connection with the relationship, neither east nor Xu Shiying held shares in the company, and had no relationship with other directors, supervisors and senior managers of the company. They had not been punished by the CSRC and other relevant departments and punished by the stock exchange. There was no case that the company law and the articles of association were not required to serve as directors of the company.

The independent director of the company issued an independent opinion on the nomination to the East and Xu Shiying for the newly elected directors of the Fifth Board of directors of the company. The first is that the nomination mode and procedure of the board directors are in accordance with the relevant provisions of the company law and the articles of association. Two. After examining the information on the resume and part-time job of the directors of the directors to the East and Xu Shiying, it is not found that there is a case in which the 147th provision of the company law does not serve as a director of the company, nor has it been identified by the CSRC as a market entry prohibition and has not been lifted. The qualifications of the above persons are in line with the requirements of directors of the listed company. Three, agreed to nominate East and Xu Shiying for the Fifth Board of directors of the company to add new directors.

Four. Adopted the motion on convening the provisional shareholders' meeting in 2010 (see company for details).

2010-49 announcement).

The above second, third motions will be submitted to the company's provisional shareholders' meeting in 2010 for consideration.

The contents of the 2010 provisional shareholders' meeting are detailed in the information network.

Www.cninfo.com.cn company's provisional shareholders' meeting 2010 document. Notice hereby

Shenzhen textile (Group) Limited by Share Ltd board of directors, December 7th, December 7th

Annex: resume of directors

To the East, male, born in 1970, master's degree, Chinese certified public accountant, British Chartered Certified accountant. In 1996, he was a member of the staff of Dalian trust and investment company, the audit supervisor of Nan Tai Electronics (Shenzhen) Co., Ltd., assistant financial controller of WAL-MART (China) Investment Co., Ltd., chief financial officer of memory technology (Shenzhen) Co., Ltd., chief financial officer of Shenzhen core Polytron Technologies Inc, and currently chief financial officer of the company.

Xu Shiying, male, born in 1965, master's degree, engineer. In 1988, he was a member of the China Electronics [1.00 0.00%] Industrial Company. He was the manager of the production department, the director of marketing department and the director of the extension and Preparatory Department of Shenzhen SEG Limited by Share Ltd, the assistant general manager of Shenzhen HUAFA electronic Limited by Share Ltd, the Minister of Technology engineering and the general management minister. He is currently the deputy general manager of Shenzhen Shenzhen super Technology Investment Co., Ltd., the Deputy Secretary General of the flat panel display industry association of Shenzhen, and the Secretary General of the touch screen branch of the flat panel display industry association of Shenzhen.