Bloomage Biotechnology Corporation Limited(688363)
Announcement of resolutions of the 24th Meeting of the first 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 responsibility for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of supervisors
On March 10, 2022, Bloomage Biotechnology Corporation Limited(688363) (hereinafter referred to as “the company” or ” Bloomage Biotechnology Corporation Limited(688363) “) held the 24th Meeting of the first board of supervisors in the company’s conference room by means of on-site meeting and communication. The notice of the meeting was sent by e-mail on February 28, 2022. The meeting was presided over by Ms. Yu Jing, chairman of the board of supervisors. There were 3 supervisors who should attend and 3 supervisors who actually attended and voted. The convening and procedures of the meeting comply with the relevant provisions of the company law of the people’s Republic of China, the articles of association and the rules of procedure of the board of supervisors.
2、 Deliberation at the meeting of the board of supervisors
（1） The proposal on reviewing the work report of the board of supervisors in 2021 was deliberated and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
In 2021, the board of supervisors conscientiously performed its supervisory duties in accordance with the company law, the securities law, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, the articles of association, the rules of procedure of the board of supervisors and other laws, regulations and normative documents, and made decisions on the company’s financial management, major matters To supervise and inspect the procedures and implementation of resolutions of the general meeting of shareholders and the board of directors, as well as the legality and compliance of the duties performed by the directors and senior managers of the company, and actively safeguard the rights and interests of the company and all shareholders.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation. （2） The proposal on reviewing the company’s 2021 annual report and its summary was deliberated and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
The board of supervisors believes that the information disclosed in the 2021 annual report of the company is true, accurate and complete, and there are no false records, misleading statements or major omissions in the information contained, and shall bear individual and joint liabilities for the authenticity, accuracy and integrity of its contents.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Disclosed annual report of Bloomage Biotechnology Corporation Limited(688363) 2021 and summary of annual report of Bloomage Biotechnology Corporation Limited(688363) 2021.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation. （3） Deliberated and adopted the proposal on reviewing the 2021 Social Responsibility Report
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Disclosed Bloomage Biotechnology Corporation Limited(688363) 2021 annual social responsibility report. （4） The proposal on reviewing the evaluation report of the company’s internal control was deliberated and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Disclosed Bloomage Biotechnology Corporation Limited(688363) 2021 annual internal control evaluation report. （5） Deliberated and passed the proposal on the company’s 2021 annual financial statement report
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation. （6） The proposal on the company’s profit distribution plan for 2021 was reviewed and approved
Voting results: 3 in favor, 0 against and 0 abstention.
The board of supervisors believes that the company’s annual profit distribution plan for 2021 is based on the company’s dividend return plan for the next three years (20192021), and takes full account of the company’s profitability, cash flow status, capital demand and other factors. It does not harm the interests of minority shareholders, which is in line with the current operation situation of the company and 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. For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 The announcement of Bloomage Biotechnology Corporation Limited(688363) 2021 annual profit distribution plan (Announcement No.: 2022005) disclosed.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
（7） The proposal on the renewal of the company’s audit institution in 2022 was deliberated and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 The announcement of Bloomage Biotechnology Corporation Limited(688363) on the renewal of accounting firm (Announcement No.: 2022006) disclosed.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation. （8） Deliberated and passed the proposal on the expected daily connected transactions of the company in 2022
Voting results: 3 in favor, 0 against and 0 abstention.
The board of supervisors believes that the expected daily related party transactions in 2022 are mainly sales of goods, procurement of labor services and rental of real estate to related parties. The transactions are commercially reasonable based on the actual needs of the company’s operation, and the pricing follows the market-oriented principles of fairness, impartiality and fairness. The total amount of daily related party transactions in 2022 is expected to be about 383837 million yuan, of which the estimated amount of commodity sales to related parties is about 2.6637 million yuan, which does not have a significant impact on the company’s financial status and operating results and does not harm the interests of the company and shareholders. We agree with the proposal on daily related party transactions of the company in 2022.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 The announcement of Bloomage Biotechnology Corporation Limited(688363) on daily related party transactions in 2022 (Announcement No.: 2022007) disclosed. （9） The proposal on the deposit and actual use of raised funds in 2021 was deliberated and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Special report on the deposit and actual use of raised funds in Bloomage Biotechnology Corporation Limited(688363) 2021 (Announcement No.: 2022008). （10） The proposal on the remuneration scheme of the company’s directors and supervisors in 2022 was deliberated and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation. （11） The proposal on adjusting the first grant price of the restricted stock incentive plan in 2021 was deliberated and passed. The board of supervisors checked the adjustment of the first grant price of the restricted stock incentive plan in 2021, and considered that the board of directors adjusted the grant price of the stock incentive plan according to the authorization of the general meeting of shareholders, with appropriate and sufficient reasons, and the deliberation procedures were legal and compliant, Comply with the relevant laws and regulations such as the measures for the administration of equity incentive of listed companies and the relevant provisions of the stock incentive plan, and there is no situation that damages the interests of the company and all shareholders. Therefore, the board of supervisors agreed to adjust the initial grant price of the stock incentive plan from the original 78 yuan / share to 77.59 yuan / share.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Announcement on adjusting the first grant price of the restricted stock incentive plan in 2021 (Announcement No.: 2022009). （12） The proposal on Abolishing part of the restricted shares granted but not yet vested in the 2021 restricted stock incentive plan was deliberated and adopted
This cancellation of the 2021 restricted stock incentive plan partially granted but not yet vested restricted shares complies with relevant laws and regulations and the relevant provisions of the company’s 2021 restricted stock incentive plan, and there is no situation damaging the interests of shareholders. Therefore, the board of supervisors agreed that part of the company’s restricted shares that have been granted but not yet vested have been cancelled this time.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Announcement on Abolishing part of the restricted shares granted but not yet vested in the 2021 restricted stock incentive plan (Announcement No.: 2022010). （13） The proposal on meeting the vesting conditions in the first vesting period of the first vesting part of the restricted stock incentive plan in 2021 was deliberated and adopted
The vesting conditions of the first vesting period of part of the first vesting period granted by the company’s restricted stock incentive plan in 2021 have been met, and the board of supervisors agreed that 191 incentive objects meeting the vesting conditions belong to 1085277 restricted shares. This item complies with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of equity incentive of listed companies, the Listing Rules of science and Innovation Board of Shanghai Stock Exchange and other laws and regulations, as well as the relevant provisions of the company’s restricted stock incentive plan in 2021, and there is no situation that damages the interests of the company and shareholders. Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 11, 2022 Announcement on meeting the vesting conditions in the first vesting period of the company’s restricted stock incentive plan for the first time in 2021 (Announcement No.: 2022011).
It is hereby announced.
Bloomage Biotechnology Corporation Limited(688363) board of supervisors March 11, 2022
