| Share’s code： | 000550 | Share’s Name： | Jiangling Motors | No.： | 2022-043 |
| 200550 | Jiangling B |
Jiangling Motors Corporation, Ltd.Public Announcement on Resolutions ofthe Eleventh Session of the Tenth Board of Directors
Jiangling Motors Corporation, Ltd. and its Board members undertake that the informationdisclosed herein is truthful, accurate and complete and does not contain any false statement,misrepresentation or major omission.
I. Informing of the MeetingThe Board of Directors of Jiangling Motors Corporation, Ltd. (hereinafter referred to as ‘JMC’or the ‘Company’) sent out a written meeting notice to all the Directors, Supervisors, themembers of the Executive Committee and relevant persons on November 29, 2022.
II. Time, Place & Form of Holding the MeetingThe Board meeting was held in the No.1 Meeting Room, 20th floor, JMC Building, Nanchangon December 9, 2022. The procedure of convening and holding the meeting complied with thestipulation of the relevant laws, administrative regulations, departmental rules, normativedocuments and the Articles of Association of JMC.
III. Status of the Directors Attending the MeetingNine Directors shall attend this Board meeting and eight Directors were present. Director YuanMingxue did not attend this meeting, and he authorized Chairman Qiu Tiangao to exercise votingrights on his behalf.
IV. ResolutionsThe Directors present at the meeting approved the following resolutions based on their discussion:
1. 2023 Routine Related Party Transaction Forecast Proposal
The Board of Directors approved the 2023 forecast proposal for type A routine related partytransactions and authorized the Execute Committee to finalize detailed contracts with theindividual related parties and to submit them to the Shareholders’ Meeting for approval.
The Board of Directors approved the 2023 forecast proposal for type B routine related partytransactions and authorized the Execute Committee to sign detailed contracts with the individualrelated parties.
When voting on the proposal, Director Shengpo Wu, Director Ryan Anderson and Director XiongChunying withdrew from the voting on the related party transactions associated with Ford andits affiliates; Director Qiu Tiangao and Director Jin Wenhui withdrew from the voting on therelated party transactions associated with JMCG and its affiliates; Director Qiu Tiangao, DirectorJin Wenhui and Director Yuan Mingxue withdrew from the voting on the related party
transactions associated with Jiangling Motor Holdings Co., Ltd. and its affiliates; all the otherDirectors agreed with the proposal.
Please refer to the Public Announcement on Forecast of the Routine Related Party Transactionsof JMC in 2023 published on December 13, 2022 in China Securities, Securities Times, HongKong Commercial Daily and the website http://www.cninfo.com.cn for details.
V. Opinions from Independent DirectorsIndependent Directors, Mr. Chen Jiangfeng, Ms. Wang Yue, Mr. Yu Zhuoping, expressed theiropinions on the 2023 Routine Related Party Transaction Forecast Proposal in the eleventh sessionof the tenth Board as follows:
1. We have been informed of the meeting agenda prior to the meeting;
2. We have known the routine related party transactions of the Company, and believe that theroutine related party transaction forecast proposal is necessary and reasonable for theCompany’s daily operation, and the voting procedure of the proposal complies with therelevant requirements of the laws & regulations;
3. In our opinion, where the actual amount of routine related party transactions of the Companyoccurring in 2022 is more than 20% below the forecast amount, it is due to the fact that theCompany and related parties did not trigger or reduce the sales of goods and purchase ofgoods according to the actual needs of the Company. And, It is a normal business behavior,in line with the objective situation, and without harming the interests of the Company andminority shareholders.
Board of DirectorsJiangling Motors Corporation, Ltd.December 13, 2022