Securities code: Henan Qingshuiyuan Technology Co.Ltd(300437) securities abbreviation: Henan Qingshuiyuan Technology Co.Ltd(300437) Announcement No.: 2022007 Henan Qingshuiyuan Technology Co.Ltd(300437)
Announcement of the resolution of the 11th 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
Henan Qingshuiyuan Technology Co.Ltd(300437) (hereinafter referred to as "the company") the 11th meeting of the 5th board of supervisors was held by on-site voting in the conference room on the second floor of the R & D center of the group company at 14:00 p.m. on March 7, 2022. The meeting notice and meeting materials have been notified to all supervisors by email and telephone on February 25, 2022. Five supervisors should attend the meeting and five actually attended the meeting. This meeting was convened and presided over by Mr. Ma Jianwei, chairman of the board of supervisors. The convening, convening and voting of the meeting comply with the provisions of the company law of the people's Republic of China and the Henan Qingshuiyuan Technology Co.Ltd(300437) articles of association.
2、 Deliberation at the meeting of the board of supervisors
After deliberation and written vote of the supervisors present at the meeting, the following resolutions were adopted:
(I) the proposal on the full text and summary of the company's 2021 annual report was deliberated and adopted, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
After review, the board of supervisors believes that the procedures for the full text and summary of the company's annual report 2021 prepared and reviewed by the board of directors comply with laws, administrative regulations, various provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange; The report truthfully, accurately and completely reflects the actual operation of the company in 2021, and there are no false records, misleading statements or major omissions.
Voting results: 5 in favor, 0 against and 0 abstention
Www.cn.info.com.cn.
(II) the proposal on the work report of the board of supervisors of the company in 2021 was deliberated and passed, and this proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(III) the proposal on the company's 2021 annual financial statement report was deliberated and passed, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
Voting results: 5 in favor, 0 against and 0 abstention
For details of the company's 2021 annual financial statement, please refer to the company's disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant contents of "section x financial report" in the 2021 annual report.
(IV) the proposal on the company's profit distribution plan for 2021 was deliberated and passed, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
The company plans to distribute a cash dividend of 1.0 yuan (tax included) for every 10 shares to all shareholders based on the total number of 259063097 shares of the company as of December 31, 2021, with a total cash dividend of 259063097 yuan (tax included), and the remaining undistributed profits will be accumulated for distribution in subsequent years; In 2021, no shares will be given, nor will the capital reserve be converted into share capital. If the total share capital of the company changes before the implementation of the distribution plan, the distribution proportion will be adjusted accordingly according to the principle that the total distribution amount remains unchanged.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(V) deliberated and passed the proposal on the company's internal control evaluation report in 2021.
The board of supervisors believes that the company has established a relatively perfect internal control system in accordance with the company law, the securities law, the relevant provisions of the CSRC and Shenzhen Stock Exchange and other relevant national laws and regulations, which meets the requirements of relevant national laws and regulations and the actual needs of the company's production and operation management, and can be effectively implemented, The establishment of the internal control system has played a good role in risk prevention and control in all links of the company's operation and management, ensured the orderly and effective development of the company's business activities, protected the safety and integrity of the company's assets and safeguarded the interests of the company and its shareholders.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(VI) deliberated and passed the proposal on the special report on the deposit and use of the company's raised funds in 2021.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(VII) the proposal on the prediction of the guarantee line provided by the company for the subsidiary's application for credit extension from the bank was deliberated and adopted, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
It is agreed that the company will provide the wholly-owned subsidiary Henan Tongsheng Environmental Engineering Co., Ltd. (hereinafter referred to as "Tongsheng environment") with a financing guarantee amount of no more than 200 million yuan (including the implemented guarantee) Provide the wholly-owned subsidiary Shaanxi ande Technology Industry Co., Ltd. (hereinafter referred to as "ande technology") with a total amount of no more than 60 million yuan (including the implemented guarantee), and provide Jiyuan Qingyuan Water Treatment Co., Ltd. (hereinafter referred to as "Qingyuan Water Treatment") with a total amount of no more than 200 million yuan (including the implemented guarantee) Provide the holding subsidiary Jiyuan Siweida Environmental Protection Technology Co., Ltd. (hereinafter referred to as "Siweida environmental protection") with a financing guarantee amount of no more than 22 million yuan (including the implemented guarantee).
Validity period and authorization: the validity period is 12 months from the date of deliberation and approval of the company's 2021 annual general meeting of shareholders; Within the above quota and period, the company will not hold a separate board of directors or shareholders' meeting to consider the guarantee matters of Tongsheng environment, ande technology, Qingyuan Water Treatment and Siweida environmental protection; Authorize the management of the company to implement relevant matters within the above limit, and authorize the legal representative (or its authorized representative) to sign the contracts and documents related to the above guarantee.
The board of supervisors held that the purpose of the company's application for comprehensive credit line guarantee from the subsidiary to the bank is to meet its normal business needs, help the subsidiary to enhance its business efficiency and profitability, meet the normal operation and business development of the company and all shareholders, and cause adverse effects. It agreed that the company should provide guarantee line for the subsidiary, It is agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(VIII) the proposal on the company's proposed application for bank credit line in 2022 was deliberated and approved, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
It is agreed that the company plans to apply to each bank for a comprehensive credit line with a total amount not exceeding the equivalent of RMB 1 million according to the business development, go through relevant procedures according to the credit line, and submit to the general meeting of shareholders to authorize the company's legal representative to approve and sign relevant agreements and documents according to the capital needs within the total amount of the bank's comprehensive credit line.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(IX) deliberated and passed the proposal on the company's provision for asset impairment and credit impairment in 2021.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's website (www.cn. Info. Com. CN.) on the same day Relevant announcements of disclosure.
(x) the proposal on the remuneration or allowance standard of the company's supervisors in 2022 was deliberated and adopted, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
The remuneration or allowance standard of the company's supervisors is as follows: the company's supervisors will be given an allowance of 20000 yuan per person per year, and the supervisors holding other positions in the company will receive corresponding remuneration according to the remuneration standard of other positions in the company. The board of supervisors believes that the salary or allowance standard is in line with the basic market situation and the actual situation of the company, which is conducive to improving the competitiveness of the company and does not harm the interests of the company and shareholders.
All supervisors of the company avoided voting, and the proposal was directly submitted to the general meeting of shareholders of the company for deliberation.
（11） The proposal on increasing the registered capital, changing the registered address and amending the articles of association was deliberated and passed. This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements.
（12） The proposal on carrying out asset pool business was deliberated and passed, and this proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
The asset pool business carried out by the company, wholly-owned subsidiaries and holding subsidiaries this time is conducive to improving the use efficiency and income of the company's bill assets, will not affect the normal development of the company's main business, and will not damage the interests of the company, shareholders, especially minority shareholders. Therefore, we agree that the company, its wholly-owned subsidiaries and holding subsidiaries shall carry out asset pool business with cooperative banks, and the balance of spot pledged bills shall not exceed RMB 100 million. Within the business term, the amount can be recycled.
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements.
（13） The proposal on the company's return plan for shareholders in the next three years (20222024) was deliberated and adopted, which needs to be submitted to the general meeting of shareholders for deliberation and approval.
In accordance with the notice of the China Securities Regulatory Commission on further implementing matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies and other laws, regulations, normative documents and the articles of association, and on the basis of fully considering the actual situation and future development needs of the company, The company has formulated the shareholder return plan for Henan Qingshuiyuan Technology Co.Ltd(300437) next three years (20222024).
Voting results: 5 in favor, 0 against and 0 abstention
For details, please refer to the company's disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements.
3、 Documents for future reference
1. Resolution of the 11th meeting of the 5th board of supervisors.
It is hereby announced.
Henan Qingshuiyuan Technology Co.Ltd(300437) board of supervisors March 7, 2022
