Securities code: 688020 securities abbreviation: Guangzhou Fangbang Electronics Co.Ltd(688020) Announcement No.: 2022-012 Guangzhou Fangbang Electronics Co.Ltd(688020)
Announcement of resolutions of the first meeting of the third board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
1、 Meetings of the board of supervisors
Guangzhou Fangbang Electronics Co.Ltd(688020) (hereinafter referred to as "the company") held the first meeting of the third board of supervisors in the company's conference room on Wednesday, February 16, 2022. The notice of this meeting was sent to all supervisors by e-mail on Sunday, February 13, 2022. The meeting was presided over by Mr. Yu Jianguo, the supervisor. There were 3 supervisors who should attend the meeting. Among them, Mr. Cui Chengqiang, the supervisor, attended the meeting and voted by means of communication. The convening and convening of this meeting comply with the provisions of the company law of the people's Republic of China, the articles of association and other relevant laws, regulations and normative documents, and the meeting is legal and effective. After deliberation and voting by the attending supervisors, the following resolutions are formed:
2、 Deliberation at the meeting of the board of supervisors
After deliberation and voting by the attending supervisors, the following resolutions are formed:
1. Deliberated and passed the proposal on the company's 2021 annual financial statement report
During the reporting period, the company realized an operating income of 286350922.64 yuan, a decrease of 0.76% over the same period of last year; The operating profit was 48027588.33 yuan, a decrease of 66.30% over the same period of last year; The net profit attributable to the owners of the parent company was 37833130.08 yuan, a decrease of 68.27% over the same period of last year.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
2. The proposal on the work report of the board of supervisors in 2021 was reviewed and passed
The board of supervisors effectively supervised the operation and management of the company in accordance with the relevant provisions of the company law, the articles of association and the rules of procedure of the board of supervisors. It believed that the company's anti risk ability and overall competitiveness were continuously strengthened in 2021. The management of the company was diligent and conscientious, earnestly implemented various resolutions of the board of supervisors and completed various production and operation plans.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3. The proposal on the company's profit distribution plan for 2021 was reviewed and passed
The board of supervisors believes that the company's profit distribution plan for 2021 fully considers various factors such as the company's profitability, cash flow status and capital demand, does not damage the interests of minority shareholders, is in line with the company's operating status, and is conducive to the sustainable, stable and healthy development of the company. Agree to this profit distribution plan and submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) The Guangzhou Fangbang Electronics Co.Ltd(688020) 2021 annual profit distribution plan announcement (Announcement No.: 2022-009) disclosed.
4. The proposal on the annual report and summary of the company in 2021 was reviewed and passed
After review, the board of supervisors believes that the preparation and review procedures of the company's 2021 annual report comply with the provisions of relevant laws and regulations, the articles of association and other internal rules and regulations; The content and format of the company's 2021 annual report comply with relevant regulations and fairly reflect the company's financial situation and operating results in 2021; During the preparation of the 2021 annual report, it was not found that the personnel of the company participating in the preparation and deliberation of the annual report had violated the confidentiality provisions; All members of the board of supervisors guarantee that the information disclosed in the 2021 annual report of the company is true, accurate and complete without any false records, misleading statements or major omissions, and bear legal liabilities for the authenticity, accuracy and integrity of its contents in accordance with the law.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) Disclosed Guangzhou Fangbang Electronics Co.Ltd(688020) 2021 annual report and summary.
5. The proposal on the special report on the deposit and actual use of the company's raised funds in 2021 was reviewed and passed
It is verified that the deposit and use of the raised funds of the company in 2021 comply with the provisions of laws, regulations and system documents such as the Listing Rules of science and Innovation Board of Shanghai Stock Exchange, the management measures for raised funds of listed companies of Shanghai Stock Exchange (revised in 2013), the management system of Guangzhou Fangbang Electronics Co.Ltd(688020) raised funds, and the raised funds are stored and used in a special account, And timely fulfilled the relevant information disclosure obligations. The specific use of the raised funds is consistent with that disclosed by the company. There is no case of changing the purpose of the raised funds in a disguised manner and damaging shareholders' rights and interests, and there is no case of illegal use of the raised funds.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) The actual use of the raised funds is disclosed in the special Announcement No.: 202802-202010 {. 6. The proposal on confirming the remuneration of supervisors of the company in 2021 was reviewed and passed
The board of supervisors confirmed the payment of supervisors' remuneration in 2021.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
7. The proposal on the company's foreign exchange hedging business was reviewed and passed
The company's foreign exchange hedging business is mainly to prevent the adverse impact of exchange rate fluctuations and meet the needs of the company's business development. The company has established and improved effective approval procedures and risk control system, and implemented them in strict accordance with the system requirements. The relevant provisions of the company on hedging business do not harm the interests of listed companies and shareholders. In conclusion, the board of supervisors unanimously agreed that the company should carry out hedging business according to the actual operation.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) The Guangzhou Fangbang Electronics Co.Ltd(688020) announcement on the company's foreign exchange hedging business (Announcement No.: 2022-016) disclosed.
8. The proposal on the company's commodity hedging business was reviewed and passed
The company's commodity hedging business is mainly to reduce the adverse impact of the price fluctuation of bulk raw materials on production and operation, which meets the needs of the company's business development. The company has established and improved effective approval procedures and risk control system, and implemented them in strict accordance with the system requirements.
The company carries out commodity hedging business in accordance with relevant regulations, and there is no situation that damages the interests of listed companies and shareholders. In conclusion, the board of supervisors unanimously agreed that the company should carry out futures hedging business according to the actual operation.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) Announcement on Guangzhou Fangbang Electronics Co.Ltd(688020) carrying out commodity hedging business (Announcement No.: 2022-015).
9. The proposal on requesting the general meeting of shareholders to authorize the board of directors to issue shares to specific objects through summary procedures was reviewed and adopted
The company requests the general meeting of shareholders to authorize the board of directors to decide to issue shares with a total financing amount of no more than 300 million yuan and no more than 20% of the net assets at the end of the most recent year. The authorization period is from the date of adoption of the annual general meeting of shareholders in 2021 to the date of convening the annual general meeting of shareholders in 2022.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) The Guangzhou Fangbang Electronics Co.Ltd(688020) announcement on requesting the general meeting of shareholders to authorize the board of directors to issue shares to specific objects through summary procedures (Announcement No.: 2022-017) disclosed.
10. The proposal on the company's internal control evaluation report in 2021 was reviewed and passed
The board of supervisors believes that according to the identification of major defects in the company's internal control over financial reporting, there are no major defects in the internal control over financial reporting on the benchmark date of the internal control evaluation report, and the company has maintained effective internal control over financial reporting in all major aspects in accordance with the requirements of the enterprise's internal control standard system and relevant regulations. Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) Disclosed Guangzhou Fangbang Electronics Co.Ltd(688020) 2021 annual internal control evaluation report.
11. The proposal on the election of the chairman of the third session of the board of supervisors was reviewed and adopted
It is agreed to elect Mr. Yu Jianguo as the chairman of the third session of the board of supervisors of the company. The term of office starts from the date of deliberation and approval at the first meeting of the third session of the board of supervisors to the date of expiration of the term of office of the third session of the board of supervisors.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
For details, please refer to the company's report on the Shanghai Stock Exchange (www.sse. Com. CN.) The Guangzhou Fangbang Electronics Co.Ltd(688020) announcement on the election of the chairman of the board of directors, the chairman of the board of supervisors and the appointment of members of the special committee of the board of directors disclosed (Announcement No.: 2022-019).
It is hereby announced.
Guangzhou Fangbang Electronics Co.Ltd(688020) board of supervisors February 17, 2022
