Securities code: Shandong Yabo Technology Co.Ltd(002323) securities abbreviation: ST Yabo Announcement No.: 2022018 Shandong Yabo Technology Co.Ltd(002323)
Announcement of resolutions of the 12th meeting of the 5th board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
Shandong Yabo Technology Co.Ltd(002323) (hereinafter referred to as "the company") the notice of the 12th meeting of the 5th board of supervisors was sent by email, fax and SMS on February 9, 2022, and confirmed by telephone. The meeting was held at 2:00 p.m. on March 3, 2022 in the company's conference room in the form of on-site combined communication. The meeting was presided over by Ms. Wang Chaobin. The meeting was held in accordance with the relevant provisions of the company law and the articles of association and was legal and effective. The supervisors attending the meeting deliberated and voted on the proposal and formed the following resolutions.
2、 Deliberation at the meeting of the board of supervisors
(I) deliberated and adopted the work report of the board of supervisors in 2021;
Voting results: 3 in favor, 0 abstention and 0 opposition.
For details, please refer to www.cn.info.com.cn Report on the work of the board of supervisors in 2021.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(II) deliberated and adopted the full text and summary of the 2021 annual report;
After review, we believe that the procedures for the board of directors to prepare and review the full text and summary of the company's 2021 annual report comply with laws, administrative regulations and relevant provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual situation of the listed company, and there are no false records, misleading statements or major omissions.
Voting results: 3 in favor, 0 abstention and 0 opposition.
The summary of 2021 annual report was published on the same day in China Securities Journal, securities times, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.). For the full text of the 2021 annual report, please refer to cninfo.com.cn on March 5, 2022.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
(III) deliberated and adopted the financial final accounts report of 2021;
Voting results: 3 in favor, 0 abstention and 0 opposition.
For details, please refer to www.cn.info.com.cn Financial final accounts report of 2021 on.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
(IV) reviewed and approved the profit distribution plan for 2021;
The proposal has been deliberated and adopted at the 15th meeting of the 5th board of directors, and the independent directors have expressed independent opinions. The deliberation procedures comply with the provisions of the company law, the articles of association and other relevant laws and regulations. After deliberation, the members of the board of supervisors unanimously agreed to the profit distribution plan for 2021.
Voting results: 3 in favor, 0 abstention and 0 opposition.
For details, please refer to www.cn.info.com.cn Special instructions on no profit distribution in 2021.
This proposal shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
(V) deliberated and adopted the self-evaluation report on internal control in 2021;
Voting results: 3 in favor, 0 abstention and 0 opposition.
The board of supervisors reviewed the self-evaluation report on internal control in 2021 prepared by the board of directors and held that the company's existing internal control system is sound, can be effectively implemented, can meet the requirements of the company's management and the needs of enterprise development, and can provide reasonable assurance for the preparation of true and fair financial statements. The self-evaluation report on internal control in 2021 issued by the board of directors of the company truly and objectively reflects the construction and operation of the company's internal control system.
For details, please refer to www.cn.info.com.cn Self evaluation report on internal control in 2021.
(VI) reviewed and approved the self inspection form for the implementation of internal control rules in 2021;
Voting results: 3 in favor, 0 abstention and 0 opposition.
For details, please refer to www.cn.info.com.cn Self evaluation report on internal control in 2021.
(VII) the proposal on supplementary confirmation of daily connected transactions in 2021 and expected daily connected transactions in 2022 was deliberated and adopted;
Voting results: 3 in favor, 0 abstention and 0 opposition.
For details, please refer to China Securities News, securities times, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) published on the same day Proposal on supplementary confirmation of daily connected transactions in 2021 and expected daily connected transactions in 2022 (Announcement No.: 2022019).
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(VIII) deliberated and passed the proposal on the election of shareholders' representative supervisors of the sixth board of supervisors;
According to the relevant provisions of the company law, the articles of association and the rules of procedure of the board of supervisors, the Fifth Board of supervisors of the company will be replaced and the sixth board of supervisors will be elected. The sixth board of supervisors will be composed of three supervisors, including two shareholder representative supervisors and one employee representative supervisor.
According to the recommendation of the company's shareholders, the sixth board of supervisors of the company nominated Mr. Li cunfu and Ms. Liu Huimin (see the appendix for the resumes of the above personnel) as the candidates for shareholder representative supervisors of the sixth board of supervisors. They are proposed to be submitted to the general meeting of shareholders for deliberation, vote by cumulative voting system, and be elected as the supervisors of the sixth board of supervisors after being approved by the general meeting of shareholders, The sixth board of supervisors of the company is jointly formed with the employee representative supervisors elected by the employee congress of the company. The term of office is three years, calculated from the date of adoption by the general meeting of shareholders of the company.
The number of candidates for the board of directors of the company who have not served as the supervisor of the company in the past two years exceeds one of the total number of candidates for the board of directors of the company; The number of supervisors nominated by a single shareholder does not exceed half of the total number of supervisors of the company.
In order to ensure the normal operation of the board of supervisors, before the new supervisor takes office, the original supervisor still earnestly performs the duties of supervisor in accordance with the requirements of laws, administrative regulations and other normative documents and the provisions of the articles of association.
Voting results: 3 in favor, 0 abstention and 0 opposition.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
(IX) deliberated and passed the proposal on the remuneration of the proposed supervisors of the sixth board of supervisors;
Remuneration plan for the members of the sixth board of supervisors of the company:
Shareholder Representative Supervisor (proposed): Mr. Li cunfu receives salary according to the position and salary standard of the company, and does not receive supervisor allowance; Ms. Liu Huimin does not receive salary and supervisor allowance;
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
3、 Documents for future reference
Resolution of the 12th meeting of Shandong Yabo Technology Co.Ltd(002323) the 5th board of supervisors.
It is hereby announced.
Shandong Yabo Technology Co.Ltd(002323) board of supervisors March 5, 2022
Attachment: resume of supervisor candidates
Mr. Li cunfu: Chinese nationality, born in 1965, without permanent residency abroad, with a bachelor's degree. From July 1987 to July 2000, he successively served as the accountant of the station grain store of Zaozhuang Shizhong District Grain Bureau, the accountant of Mengzhuang grain Office of Zaozhuang Shizhong District Grain Bureau, the clerk of Zaozhuang Shizhong District Finance Bureau and the chief of the financial inspection unit; From July 2000 to June 2003, he served as deputy director and section member of Shizhong District Finance Bureau of Zaozhuang City; From June 2003 to April 2008, he served as the director of the state owned Assets Management Office of Shizhong District, Zaozhuang City; From April 2008 to September 2012, he served as deputy director and member of the Party committee of Shizhong District Finance Bureau of Zaozhuang City and director of the District Accounting Administration Bureau; From September 2012 to January 2020, he successively served as director of the financial work office of Shizhong District of Zaozhuang City, director and party secretary of the local financial supervision and Administration Bureau of Shizhong District of Zaozhuang City; From January 2020 to now, he has successively served as member of the Standing Committee of the people's Congress of Shizhong District of Zaozhuang City, director of the financial and Economic Work Committee of the Standing Committee, vice chairman of the financial and Economic Committee of the people's Congress of Shizhong District, first-class staff member of the organ, chairman of the board of supervisors of Shandong Caihui Holding Group Co., Ltd. and director of Shandong Quanxing science and Technology Co., Ltd.
As of the disclosure date of this announcement, Mr. Li cunfu did not hold the company's shares and had no relationship with other directors, supervisors and senior executives of the company; He is the director of Shandong Quanxing Technology Co., Ltd., the current controlling shareholder of the company, and the chairman of the board of supervisors of Shandong Caihui Holding Group Co., Ltd., the shareholder of the current controlling shareholder of the company; He has not been punished by the CSRC and other relevant departments or the stock exchange, nor has he been filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations. After searching the directory of dishonest Executees on the website of the Supreme People's court, Mr. Li cunfu is not a dishonest executee, meets the requirements of the company law and the articles of association, and has the ability and conditions to perform corresponding duties.
Ms. Liu Huimin: Chinese nationality, born in 1974, without permanent residency abroad, bachelor degree. From July 1992 to April 2010, successively served as the financial officer of Zaozhuang rubber factory and China Life Insurance Company Limited(601628) insurance company, and engaged in audit and tax counselor of Zaozhuang Tanxin certified public accountants and Zaozhuang Chengxin tax agent firm; From April 2010 to April 2014, he successively served as an employee of Zaozhuang Guarantee Co., Ltd. and deputy manager of general department and Risk Department of Zaozhuang financing guarantee company; From April 2014 to December 2019, he served as the chairman and general manager of Zaozhuang Financing Guarantee Co., Ltd; From December 2019 to now, he has served as the director of the financial management department of Zaozhuang Finance Holding Group Co., Ltd; From March 2021 to now, he has also served as the supervisor of Shandong Quanxing Technology Co., Ltd.
As of the disclosure date of this announcement, Ms. Liu Huimin did not hold the company's shares and had no relationship with other directors, supervisors and senior executives of the company; He is the supervisor of Shandong Quanxing Technology Co., Ltd., the current controlling shareholder of the company, and the director of the financial management department of Zaozhuang Caijin Holding Group Co., Ltd., the shareholder of the current controlling shareholder of the company; He has not been punished by the CSRC and other relevant departments or the stock exchange, nor has he been filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations. After searching the directory of dishonest Executees on the website of the Supreme People's court, Ms. Liu Huimin is not a dishonest executee, meets the requirements of the company law and the articles of association, and has the ability and conditions to perform corresponding duties.
