Securities code: Inner Mongolia Dazhong Mining Co.Ltd(001203) securities abbreviation: Inner Mongolia Dazhong Mining Co.Ltd(001203) Announcement No.: 2022017 Inner Mongolia Dazhong Mining Co.Ltd(001203)
Announcement of resolutions of the 10th meeting of the 5th board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
The notice of the 10th meeting of the 5th board of directors of Inner Mongolia Dazhong Mining Co.Ltd(001203) (hereinafter referred to as “the company”, ” Inner Mongolia Dazhong Mining Co.Ltd(001203) “) was notified to all directors by e-mail on February 21, 2022. Due to the influence of covid-19 epidemic, the meeting was held by communication at 8:30 a.m. on March 3, 2022. Five directors should attend the meeting and five actually attended the meeting.
The meeting was presided over by Mr. Niu Guofeng, chairman of the company. The convening and convening procedures of the meeting comply with the relevant laws, administrative regulations, departmental rules, normative documents and the articles of association of the people’s Republic of China.
2、 Deliberations of the board meeting
After careful deliberation by the directors attending the meeting, the meeting considered and adopted the following proposals:
1. Deliberated and passed the proposal on the work report of the general manager in 2021
Voting results: 5 in favor, 0 against and 0 abstention.
2. Deliberated and adopted the proposal on the work report of the board of directors in 2021
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
The former independent directors of the company, Mr. Xu Shijun and Mr. Xu Nianxing, as well as the current independent directors, Mr. Wang Jianwen and Ms. Wang Lixiang, respectively submitted the report on the work of independent directors in 2021 to the board of directors and will report on their work at the 2021 annual general meeting of shareholders of the company. See relevant chapters of the company’s 2021 annual report for the work report of the board of directors in 2021.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）The full text of the 2021 annual report and the 2021 report on the work of independent directors disclosed.
3. Deliberated and passed the proposal on the 2021 annual audit report
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Disclosed audit report.
4. Deliberated and passed the proposal on the financial final accounts report of 2021
Voting results: 5 in favor, 0 against and 0 abstention.
The 2021 financial report of the company has been audited by Zhonghui Certified Public Accountants (special general partnership) and issued a standard unqualified audit report. The audit opinion of the accountant is that the financial statements of the company are prepared in accordance with the provisions of the accounting standards for business enterprises in all major aspects, and fairly reflect the consolidated and parent company’s financial position of Inner Mongolia Dazhong Mining Co.Ltd(001203) company as of December 31, 2021, and the consolidated and parent company’s operating results and cash flow in 2021.
In 2021, the company realized an operating revenue of 48948858 million yuan, an increase of 96.05% over the same period of last year; The operating profit was 1926278300 yuan, a year-on-year increase of 177.93%; The net profit was 16249692 million yuan, a year-on-year increase of 174.48%, of which the net profit attributable to the shareholders of the listed company was 16249696 million yuan, a year-on-year increase of 174.47%.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
5. Deliberated and passed the proposal on the financial budget plan for 2022
Voting results: 5 in favor, 0 against and 0 abstention.
In 2022, the company plans to achieve an operating revenue of 4828698700 yuan, a total profit of 1753842800 yuan, a net profit of 147559200 yuan and a net profit attributable to the owner of the parent company of 147559200 yuan.
The above financial budget is the internal management control assessment index of the company’s business plan for 2022, does not represent the company’s profit forecast for 2022, nor does it constitute a performance commitment. Whether it can be realized depends on the changes of market conditions, the efforts of the management team and other factors, and there is great uncertainty. Investors should pay attention to investment risks and invest cautiously.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
6. Deliberated and passed the proposal on the company’s profit distribution plan for 2021
Voting results: 5 in favor, 0 against and 0 abstention.
According to the audit of Zhonghui Certified Public Accountants (special general partnership), the net profit attributable to the parent company in 2021 was 1624969600 yuan, the statutory surplus reserve was 90645600 yuan, plus the undistributed profit of 591609300 yuan at the beginning of the year, after deducting the profit of Shanghai Emperor Of Cleaning Hi-Tech Co.Ltd(603200) 000 yuan in the previous year distributed this year, the profit available for distribution to shareholders in 2021 was 1522733300 yuan.
As of December 31, 2021, the company’s monetary capital balance was 660773600 yuan, and the net cash flow from operating activities in 2021 was 1918160700 yuan. Taking into account the company’s strategic planning and fund use arrangement, the board of directors of the company formulated the profit distribution plan for 2021 as follows: no cash dividend, no bonus shares, and no capital reserve to increase share capital.
The undistributed profits of the company in 2021 are accumulated and rolled over to the next year to meet the working capital required by the company’s daily operation and project construction. In the future, the company will continue to strictly comply with relevant laws and regulations and the articles of association, comprehensively consider various factors of the company’s future development and profit distribution, actively repay investors, strictly implement relevant profit distribution systems, share the achievements of the company’s development with investors, and ensure the sustainable development and capital needs of the company.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
The independent directors of the company expressed their independent opinions on the proposal.
7. Deliberated and adopted the proposal on 2021 annual report and its summary
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the summary of 2021 annual report (Announcement No.: 2022019) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
See cninfo.com for the full text of the 2021 annual report（ http://www.cn.info.com.cn. ）。
8. Deliberated and approved the special audit statement on the occupation of non operating funds and other related capital transactions of the company
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）The special audit instructions on the occupation of Inner Mongolia Dazhong Mining Co.Ltd(001203) non operating funds and other related capital transactions disclosed.
The independent directors of the company expressed their independent opinions on the proposal.
9. Deliberated and passed the proposal on renewing the appointment of accounting firms
Voting results: 5 in favor, 0 against and 0 abstention.
It is agreed to continue to appoint Zhonghui Certified Public Accountants (special general partnership) as the company’s financial audit institution and internal control audit institution in 2022 to be responsible for the audit of the company’s financial and internal control in 2022. The board of directors of the company requests the general meeting of shareholders to authorize the company’s management to negotiate, determine the specific audit expenses in 2022 and sign relevant contracts and documents.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the announcement on renewing the appointment of accounting firms (Announcement No.: 2022020) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
The independent directors of the company expressed their prior approval opinions and independent opinions on the proposal.
10. Deliberating the proposal on the remuneration scheme of directors in 2022
This proposal involves the remuneration of all directors. Based on the principle of prudence, all directors avoid voting.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the announcement on the remuneration scheme of directors, supervisors and senior managers in 2022 (Announcement No.: 2022027) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
The independent directors of the company expressed their independent opinions on the proposal.
11. Deliberated and passed the proposal on the remuneration scheme for senior managers in 2022
Voting results: 5 in favor, 0 against and 0 abstention.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the announcement on the remuneration scheme of directors, supervisors and senior managers in 2022 (Announcement No.: 2022027) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
The independent directors of the company expressed their independent opinions on the proposal.
12. Deliberated and passed the proposal on the self evaluation report on internal control in 2021
Voting results: 5 in favor, 0 against and 0 abstention.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Self evaluation report on internal control in 2021 disclosed.
The independent directors of the company expressed independent opinions on the matter; Zhonghui Certified Public Accountants (special general partnership) issued an assurance report on the matter; Guodu Securities Co., Ltd. issued verification opinions on this.
13. The proposal on changing the company’s business scope and amending the articles of association was deliberated and adopted
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the announcement on changing the company’s business scope and amending the articles of Association disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily (Announcement No.: 2022021). The revised articles of association are detailed in the company’s website on the same day（ http://www.cn.info.com.cn. ）Disclosed articles of association.
14. The proposal on the prediction of the company’s guarantee amount for its subsidiaries in 2022 was deliberated and adopted
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the announcement on the prediction of the company’s guarantee amount for its subsidiaries in 2022 (Announcement No.: 2022022) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
15. The proposal on the special report on the deposit and use of raised funds in 2021 was considered and adopted
Voting results: 5 in favor, 0 against and 0 abstention.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the special report on the deposit and use of raised funds in 2021 (Announcement No.: 2022023) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
The independent directors of the company expressed independent opinions on the matter; Zhonghui Certified Public Accountants (special general partnership) issued an assurance report on the matter; Guodu Securities Co., Ltd. issued verification opinions on this.
16. The proposal on the report on the deposit and use of the previously raised funds was deliberated and adopted
Voting results: 5 in favor, 0 against and 0 abstention.
In accordance with the relevant provisions of regulatory documents such as the measures for the administration of securities issuance of listed companies and the provisions on the report on the use of previously raised funds, the company prepared the report on the use of previously raised funds as of December 31, 2021, and hired Zhonghui Certified Public Accountants (special general partnership) to issue the verification report on the use of previously raised funds.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）And the report on the deposit and use of the previously raised funds (Announcement No.: 2022024) disclosed by the securities times, China Securities News, Securities Daily, Shanghai Securities News and economic information daily.
The independent directors of the company expressed independent opinions on the matter, and Zhonghui Certified Public Accountants (special general partnership) issued an assurance report on the matter.
17. Consideration of the annual report on
