Securities code: China United Network Communications Limited(600050) securities abbreviation: China United Network Communications Limited(600050) Announcement No.: 2022014 China United Network Communications Limited(600050)
Resolution of the 5th meeting of the 7th board of supervisors
Notice
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of supervisors
(I) the convening of this meeting of the board of supervisors complies with the provisions of laws, administrative regulations, departmental rules, normative documents and the articles of association.
(II) the notice of this meeting was sent to all supervisors and other participants of the company by email on March 4, 2022. All participants confirm that they have fully understood and understood the matters and contents of the meeting without any objection.
(III) the meeting was held on March 11, 2022 in conference room a2001, Unicom building, No. 21, Financial Street, Xicheng District, Beijing.
(IV) three supervisors shall attend the meeting and three supervisors shall attend the meeting in person. The attendance of the meeting complies with the provisions of the articles of association.
(V) this meeting is presided over by Mr. Li Zhen, chairman of the board of supervisors.
2、 Deliberation at the meeting of the board of supervisors
(I) the proposal on the 2021 annual report was deliberated and passed, and it was agreed to submit the proposal to the general meeting of shareholders for deliberation (see the company’s 2021 annual report and the company’s 2021 annual report summary published on the Shanghai Stock Exchange and the company’s website on the same day of this announcement). It is considered that:
1. The preparation and review procedures of the company’s annual report comply with laws, regulations, the articles of association and the company’s internal management system;
2. The content and format of the company’s annual report comply with the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange, and the information contained truly reflects the company’s business management and financial status in the current year;
3. Before this meeting, no violation of confidentiality provisions was found among the personnel involved in the preparation and deliberation of the annual report.
(agree: 3 votes against: 0 votes abstain: 0 votes)
(II) the proposal on the financial final accounts report of 2021 was reviewed and approved, and it was agreed to submit the proposal to the general meeting of shareholders for deliberation. For details, see the company’s 2021 annual report published on the Shanghai Stock Exchange and the company’s website on the same day as this announcement.
(yes: 0 votes against: 0 abstention)
(III) the proposal on the provision for asset impairment and write off of asset losses in 2021 was reviewed and approved.
(agree: 3 votes against: 0 votes abstain: 0 votes)
(IV) the proposal on daily connected transactions was deliberated and approved, and the relevant matters of the proposal were agreed to be submitted to the general meeting of shareholders for deliberation (see the announcement on daily connected transactions published on the website of Shanghai Stock Exchange and the company on the same day of this announcement). It is considered that:
The deliberation and voting procedures of this matter comply with the relevant provisions of laws and regulations and the articles of association.
1. Related party transactions between China United Network Communication Co., Ltd. (hereinafter referred to as “Unicom operation company”), an indirect holding subsidiary of the company, and China Tower Co., Ltd. (agree: 3 votes against: 0 votes abstain: 0 votes)
2. Related party transactions between China Unicom operation company and Shenzhen Tencent computer system Co., Ltd
(agree: 3 votes against: 0 votes abstain: 0 votes)
3. Related party transactions between China Unicom operating company and Alibaba cloud computing Co., Ltd
(agree: 3 votes against: 0 votes abstain: 0 votes)
(V) the proposal on profit distribution in 2021 was deliberated and passed, and it was agreed to submit the proposal to the general meeting of shareholders for deliberation (see the announcement on profit distribution plan in 2021 published on the website of Shanghai Stock Exchange and the company on the same day of this announcement). It is considered that:
The proposal is based on the actual situation of the company, and the decision-making procedure is legal and compliant.
(agree: 3 votes against: 0 votes abstain: 0 votes)
(VI) the proposal on the special report on the deposit and actual use of the company’s raised funds was reviewed and approved (see the special report on the deposit and actual use of raised funds in 2021 published on the Shanghai Stock Exchange and the company’s website on the same day of this announcement).
(agree: 3 votes against: 0 votes abstain: 0 votes)
(VII) the proposal on special instructions for external guarantee of the company was deliberated and adopted. (yes: 0 votes against: 0 abstention)
(VIII) the proposal on unlocking the third unlocking period of the company’s restricted stock incentive plan and reserving the second unlocking period of the company’s restricted stock incentive plan was reviewed and approved. For details, see the review opinions of the board of supervisors on the unlocking matters of the third unlocking period of the company’s restricted stock incentive plan for the first time and the second unlocking period of reserved shares, which were published on the Shanghai Stock Exchange and the company’s website on the same day as this announcement.
(agree: 3 votes against: 0 votes abstain: 0 votes)
(IX) the proposal on repurchase and cancellation of restricted shares of some incentive objects of the first phase of restricted stock plan was reviewed and approved, and it was agreed to submit the proposal to the general meeting of shareholders for deliberation. For details, please refer to the announcement on repurchase and cancellation of restricted shares of some incentive objects of the first phase of the restricted stock plan and the review opinions of the board of supervisors on the repurchase and cancellation of the first phase of the company’s restricted stock incentive plan, which were published on the Shanghai Stock Exchange and the company’s website on the same day as this announcement.
(agree: 3 votes against: 0 votes abstain: 0 votes)
(x) the proposal on the company’s internal control evaluation report in 2021 was deliberated and adopted.
See the 2021 internal control evaluation report published on the Shanghai Stock Exchange and the company’s website on the same day as this announcement for details.
(agree: 3 votes against: 0 votes abstain: 0 votes)
（11） The proposal on the report of the board of supervisors in 2021 was reviewed and approved, and it was agreed to submit the proposal to the general meeting of shareholders for deliberation.
During the reporting period, the board of supervisors of the company, in strict accordance with the relevant provisions of the company law, the standards for the governance of listed companies, the articles of association and the rules of procedure of the board of supervisors, and in the spirit of “loyalty, diligence and due diligence”, independently and seriously investigated the company’s production and operation, financial status Supervise the mixed ownership reform and other related matters as well as the performance of duties of directors and senior managers of the company, and fully safeguard the legitimate rights and interests of the company and all shareholders.
(agree: 3 votes against: 0 votes abstain: 0 votes)
（12） The proposal on employing an accounting firm was reviewed and approved, and it was agreed to submit the proposal to the general meeting of shareholders for deliberation.
(agree: 3 votes against: 0 votes abstain: 0 votes)
It is hereby announced.
China United Network Communications Limited(600050) board of supervisors
March 11, 2002
