Securities code: Innuovo Technology Co.Ltd(000795) securities abbreviation: Innuovo Technology Co.Ltd(000795) Announcement No.: 2022008 Innuovo Technology Co.Ltd(000795)
Announcement on the resolution of the fourth meeting of the ninth 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 meeting of the board of directors shall be held on the fourth floor of the company on October 28, 2022 by written notice or email. The meeting was presided over by the chairman, Mr. Mei Rui. There were 7 directors who should attend the meeting, 7 directors actually attended the meeting, and the company’s supervisors and senior managers attended the meeting as nonvoting delegates. The meeting was held in accordance with the relevant provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
After full discussion by the directors present, the following proposals were considered and passed:
(I) review and approve the annual report of the company for 2021 and its summary;
The directors, supervisors and senior managers of the company signed written confirmation opinions to ensure that the contents of the 2021 annual report of the company are true, accurate and complete, and there are no false records, misleading statements or major omissions.
Voting results: 7 in favor, 0 against and 0 abstention.
See the company’s 2021 annual report and abstract on the company’s designated information disclosure website（ http://www.cn.i nfo. Co M. C n), the summary of the company’s 2021 annual report (Announcement No.: 2022010) was published in China Securities Journal and securities times on the same day.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(II) review and approve the work report of the board of directors in 2021;
Voting results: 7 in favor, 0 against and 0 abstention.
The independent directors of the company submitted the 2021 annual report of independent directors to the board of directors and will report on their work at the 2021 annual general meeting of shareholders of the company. Work report of the board of directors in 2021
See the company’s designated information disclosure website for the report on the work of independent directors in 2021（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(III) review and approve the 2021 general manager’s work report of the company;
Voting results: 7 in favor, 0 against and 0 abstention.
(IV) review and approve the company’s 2021 annual financial statement report;
Voting results: 7 in favor, 0 against and 0 abstention.
See the company’s designated information disclosure website for details of the company’s 2021 annual financial statement（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(V) deliberated and passed the proposal of the company on the profit distribution plan for 2021;
Audited by Hexin Certified Public Accountants (special general partnership), the net profit attributable to the owner of the parent company in 2021 was 13542655250 yuan, plus the undistributed profit of 16599635044 yuan at the beginning of the year, and the profit available for distribution to shareholders was 30142290294 yuan; The net profit of the parent company in 2021 was -3443756548 yuan, plus the undistributed profit at the beginning of the year was -78542689699 yuan, and the profit available for distribution to shareholders was -81986446247 yuan.
Since the profit available for distribution to shareholders of the parent company in 2021 is negative, the company plans not to distribute profits or convert capital reserve into share capital.
The independent directors of the company expressed independent opinions on the profit distribution plan of the company in 2021.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(VI) deliberated and passed the company’s proposal on continuing the appointment of accounting firms;
The independent directors of the company expressed their prior approval opinions and independent opinions on the renewal of the accounting firm.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement on the company’s intention to renew the appointment of an accounting firm (Announcement No.: 2022011).
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(VII) review and approve the 2021 annual internal control self evaluation report of the company;
The independent directors of the company expressed independent opinions on the self-evaluation report of the company’s internal control in 2021. Voting results: 7 in favor, 0 against and 0 abstention.
See the company’s designated information disclosure website for details of the company’s 2021 internal control self-evaluation report（ http://www.cn.i nfo. co m. c n)。
(VIII) review and approve the special report on the deposit and use of the company’s raised funds in 2021; Hexin Certified Public Accountants (special general partnership) issued the verification report on the deposit and use of the company’s raised funds in 2021 (hexinzhuanzi (2022) No. 000064), and the independent financial consultant Southwest Securities Co.Ltd(600369) issued verification opinions on the report. The independent directors of the company expressed independent opinions on the special report on the deposit and use of the company’s raised funds in 2021.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Special report of the company on the deposit and use of raised funds in 2021 (Announcement No.: 2022012).
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(IX) deliberated and passed the company’s proposal on the provision for asset impairment in 2021;
The audit committee of the company expressed opinions on the rationality of the provision for credit impairment and asset impairment. The independent directors of the company expressed independent opinions on this matter.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement of the company on the provision for asset impairment in 2021 (Announcement No.: 2022013).
(x) deliberated and passed the proposal of the company on using idle self owned funds for entrusted financial management; The independent directors of the company expressed independent opinions on the entrusted financial management of the company with idle self owned funds.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement of the company on using idle self owned funds for entrusted financial management (Announcement No.: 2022014).
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（11） The proposal on the prediction of the company’s daily connected transactions in 2022 was reviewed and approved
The independent directors of the company expressed their prior approval opinions and independent opinions on the expected daily related party transactions of the company in 2022. Affiliated directors Mr. Xu Wencai, Mr. Hu Tiangao and Mr. Mei Rui withdrew from voting on this proposal.
Voting results: 4 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）The company’s 2022 annual forecast announcement of daily related party transactions (Announcement No.: 2022015) on.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（12） Deliberated and passed the proposal on the prediction of the company’s guarantee amount for its subsidiaries in 2022;
The independent directors of the company expressed independent opinions on the expected amount of guarantee provided by the company to its subsidiaries in 2022.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement of the company’s forecast of providing guarantee amount to its subsidiaries in 2022 (Announcement No.: 2022016).
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（13） Deliberated and passed the company’s proposal on the extension of the duration of phase I employee stock ownership plan; The independent directors of the company expressed independent opinions on the extension of the duration of the company’s phase I employee stock ownership plan.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement of the company on the extension of the duration of phase I employee stock ownership plan (Announcement No.: 2022017).
（14） Deliberated and passed the company’s proposal on the outstanding performance commitment and relevant performance compensation of Innuovo Technology Co.Ltd(000795) rehabilitation in 2021;
The independent directors of the company expressed independent opinions on the outstanding performance commitments of Innuovo Technology Co.Ltd(000795) rehabilitation in 2021 and related performance compensation.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement of the company on outstanding performance commitments and relevant performance compensation of Innuovo Technology Co.Ltd(000795) rehabilitation in 2021 (Announcement No.: 2022018).
（15） Deliberated and passed the company’s proposal on Amending the articles of Association (see Annex for details); Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to the company’s disclosure on the same day in China Securities Journal, securities times and the designated information disclosure website（ http://www.cn.info.com.cn. ）Announcement of the company on Amending the articles of Association (Announcement No.: 2022019).
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（16） Deliberated and passed the company’s proposal on Amending the rules of procedure of the company’s general meeting of shareholders;
Voting results: 7 in favor, 0 against and 0 abstention.
The revised rules of procedure of the general meeting of shareholders of the company are detailed in the information disclosure website designated by the company（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（17） Deliberated and passed the company’s proposal on Amending the rules of procedure of the board of directors;
Voting results: 7 in favor, 0 against and 0 abstention.
The revised rules of procedure of the board of directors are detailed in the company’s designated information disclosure website（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（18） Deliberated and passed the company’s proposal on Amending the working system of independent directors of the company;
Voting results: 7 in favor, 0 against and 0 abstention.
The revised working system of the company’s independent directors is detailed in the company’s designated information disclosure website（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（19） Deliberated and passed the company’s proposal on Amending the company’s decision-making system for connected transactions;
Voting results: 7 in favor, 0 against and 0 abstention.
The revised decision-making system of related party transactions of the company is detailed in the information disclosure website designated by the company（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（20） Deliberated and passed the company’s proposal on Amending the company’s management system for raised funds;
Voting results: 7 in favor, 0 against and 0 abstention.
The revised management system of the company’s raised funds is detailed in the company’s designated information disclosure website（ http://www.cn.i nfo. co m. c n)。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(XXI)
