Securities code: Masterwork Group Co.Ltd(300195) securities abbreviation: Masterwork Group Co.Ltd(300195) Announcement No.: 2022007 Masterwork Group Co.Ltd(300195)
Announcement of the resolution of the 21st 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.
Masterwork Group Co.Ltd(300195) (hereinafter referred to as “the company”) the 21st Meeting of the 5th board of supervisors was convened by Mr. Cai Liancheng, chairman of the board of supervisors. The meeting notice was sent by email on March 7, 2022 and held by communication at 11:00 a.m. on March 9, 2022. The meeting was presided over by Mr. Cai Liancheng, chairman of the board of supervisors, and voting rights were exercised by mail and fax. There are 3 supervisors who should participate in voting at the meeting and 3 supervisors who actually participate in voting. The meeting was held in accordance with the relevant provisions of the company law of the people’s Republic of China and the articles of association.
The following proposals were considered and adopted by the attending supervisors:
1、 The proposal on renewing the cooperation agreement and related party transactions between the holding subsidiary and Heidelberg Beijing was reviewed and passed
According to the fair transaction price of Huaxin Printing Co., Ltd. and its subsidiaries in the financing market, the supervisor believes that the main business of Huaxin Printing Co., Ltd. will not continue to cooperate with Changrong Printing Co., Ltd. according to the fair transaction price The financial and operating conditions have an adverse impact, and there is no situation that damages the interests of listed companies and shareholders. We agree to renew the cooperation agreement. For details related to the agreement, please refer to the announcement on renewing the cooperation agreement and related party transactions between the holding subsidiary and Heidelberg Beijing disclosed by the company on cninfo.com (Announcement No.: 2022008).
This transaction is a connected transaction, and the connected supervisor Dong Hao avoided voting. This proposal was adopted with 2 votes in favor, 0 against and 0 abstention.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
2、 The proposal on daily connected transactions between the company and Heidelberger Druckmaschinen AG and its subsidiaries was reviewed and adopted
After review, the board of supervisors believes that the total amount of various daily operating related party transactions between the company and Heidelberg in 2022 is not more than RMB 390.2 million, which is in line with the actual situation of the company and has no impact on the independence of the company. The related party transactions follow the principles of openness, fairness and impartiality, and the price is fair, which is in line with the interests of the company and all shareholders. We agree to the expected events of this daily operating related party transaction. For details of the transaction, please refer to the announcement on daily connected transactions between the company and Heidelberger Druckmaschinen AG and its subsidiaries (Announcement No.: 2022009) disclosed by the company on cninfo.com.
This transaction is a connected transaction, and the connected supervisor Dong Hao avoided voting. This proposal was adopted with 2 votes in favor, 0 against and 0 abstention.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation.
3、 The proposal on providing guarantee for holding secondary subsidiaries was reviewed and passed
After review, the board of supervisors believes that Tianjin Beiying is a secondary subsidiary of the company, and the company can effectively control it. At the same time, Tianjin Beiying and its parent company, Beijing Beiying, have signed a counter guarantee contract with the company, and the financial risk of providing guarantee this time is within the company’s control. After investigation, Tianjin Beiying is in good credit condition and has good solvency. The decision-making procedure of this guarantee is legal and effective, in line with the provisions of relevant laws and regulations on external guarantee, and there is no damage to the interests of the company and shareholders. For details of the guarantee, please refer to the announcement on providing guarantee for holding secondary subsidiaries (Announcement No.: 2022010) disclosed by the company on cninfo.com.
The bill was passed by 3 votes in favor, 0 against and 0 abstention.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation. Documents for future reference
1. The resolution of the 21st Meeting of Masterwork Group Co.Ltd(300195) the 5th board of supervisors is hereby announced
Masterwork Group Co.Ltd(300195) board of supervisors March 10, 2022
