Securities code: Jiangsu Yitong High-Tech Co.Ltd(300211) securities abbreviation: Jiangsu Yitong High-Tech Co.Ltd(300211) Announcement No.: 2022018
Jiangsu Yitong High-Tech Co.Ltd(300211)
Announcement of resolutions of the 28th meeting of the 7th 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:
1. Jiangsu Yitong High-Tech Co.Ltd(300211) (hereinafter referred to as “the company”) sent a notice on convening the 28th meeting of the seventh board of supervisors to all supervisors of the company in writing and e-mail on February 28, 2022.
2. The meeting was held in the company’s conference room on March 11, 2022 by means of on-site and communication voting. Three supervisors should attend the meeting and three actually attended the meeting (of which two attended the meeting by means of communication voting). The supervisors voting by communication in this meeting are: Mr. Zhao Yajun and Mr. Tengfei.
3. The board of supervisors is presided over by Mr. Zhao Yajun, chairman of the board of supervisors.
Attendees: all supervisors of the company.
4. The convening and convening of this meeting comply with the provisions of relevant laws and regulations of the company law and the articles of association, and the resolutions of the meeting are legal and effective.
2、 Resolutions of the board of supervisors:
1. The proposal on the 2021 annual report and the 2021 annual report summary of the company was deliberated and passed
After review, the board of supervisors believes that the procedures of the company’s annual report 2021 and its summary prepared by the board of directors comply with laws, administrative regulations and the provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual operation of the company, and there are no false records, misleading statements or major omissions.
The 2021 annual report and its 2021 annual report summary are detailed in the announcement published on the gem information disclosure website designated by the CSRC on the same day.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2. Deliberated and passed the proposal on the work report of the board of supervisors in 2021
In 2021, the board of supervisors of the company supervised the operation of the company according to law, attended or attended the board of directors and general meeting of shareholders of the company according to law, and strictly supervised the decision-making procedures of the company and the performance of the members of the board of directors and senior managers of the company.
The detailed contents of the 2021 work report of the board of supervisors are detailed in the announcement published on the gem information disclosure website designated by the CSRC on the same day.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3. Deliberated and passed the proposal on the company’s 2021 annual financial statement report
All supervisors believe that the company’s financial statements and final accounts for the year 2021 accurately reflect the company’s financial situation and financial management of the year 2021.
See the announcement of the company published on the gem information disclosure website designated by the CSRC on the same day for the specific contents of the 2021 financial final report.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4. Deliberated and passed the proposal on the audited financial report of the company in 2021
The financial situation of the company in 2021 has been audited by Zhonghua Certified Public Accountants (special general partnership) and issued the standard unqualified consolidated financial statements and audit report of 3 San Bian Science & Technology Co.Ltd(002112) 021 (Zhong Hui Zi (2022) No. 00630). The audited 2021 financial report of the specific company is detailed in the announcement published on the gem information disclosure website designated by the CSRC on the same day.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
5. Deliberated and passed the proposal on the company’s reappointment of 2022 financial audit institution
The board of supervisors carefully checked the audit work of Zhonghua Certified Public Accountants (special general partnership) in 2021 and believed that Zhonghua Certified Public Accountants (special general partnership) adhered to fair, independent and objective audit standards in all audit work, issued independent audit opinions reasonably and fairly, and earnestly fulfilled the responsibilities and obligations agreed by both parties. In this matter, all the independent directors of the seventh session of the company have issued clear prior approval opinions, and the board of supervisors agreed to renew the appointment of Zhonghua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 for one year.
The prior approval and independent opinions of the independent directors of the company on the proposal to renew the employment of the financial audit institution in 2022 are detailed in the announcement published on the gem information disclosure website designated by the CSRC on the same day.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
6. Deliberated and passed the proposal on the company’s self-evaluation report on internal control in 2021
After review, the board of supervisors believes that in 2021, the company has been in accordance with the basic norms of enterprise internal control, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the guidelines for the internal control of companies listed on Shenzhen Stock Exchange and other relevant laws, regulations and normative documents, and in combination with the company’s internal control management system, A relatively perfect corporate governance structure and internal control system have been established, which meet the development needs of the company’s current operation and management objectives and the actual needs of production and operation management, ensure the standardized operation of each business department and each operation link of the company, and effectively prevent and control business risks.
The internal control system plays a better role in preventing and controlling all processes and key links of operation and management, can provide a reasonable guarantee for the preparation of true and fair financial statements, can provide a guarantee for the healthy operation of the company’s businesses and the control of the company’s operating risks, and safeguard the interests of the company and its shareholders. The 2021 internal control self evaluation report of the board of directors of the company comprehensively, objectively and truly reflects the actual situation of the construction and operation of the company’s internal control system.
Independent directors have expressed independent opinions on this proposal. The specific contents of the company’s 2021 internal control self-evaluation report are detailed in the announcement published on the gem information disclosure website designated by the CSRC on the same day.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
7. Deliberated and passed the proposal on the company’s annual profit distribution plan for 2021
Audited by Zhonghua Certified Public Accountants (special general partnership) in 2021, the net profit attributable to the shareholders of the company in 2021 was 2846328151 yuan. The statutory surplus reserve of RMB 284876890 is withdrawn according to 10% of the company’s net profit in 2021. As of December 31, 2021, the company’s profit available for distribution to shareholders was 11904709982 yuan, and the balance of the company’s capital reserve at the end of the year was 3995472878 yuan.
According to the relevant provisions of the company law and the articles of association, the board of directors of the company has studied and decided that the profit distribution plan for 2021 is as follows: Taking the total share capital of the company as 302675973 shares by December 31, 2021 as the base, the company will distribute cash dividends of RMB 0.14 (tax included) for every 10 shares to all shareholders, and a total of RMB 423746362 (tax included) will be distributed, The remaining undistributed profits shall be carried forward to the next year without bonus shares and capital reserve shall not be converted into share capital.
The board of supervisors believes that the company’s annual profit distribution plan for 2021 is considered in combination with the current actual operation of the company, matches the company’s business plan, future development plan and growth, conforms to the positive, continuous and stable profit distribution principle stipulated in the articles of association, conforms to the actual situation of the company, and does not damage the interests of the company’s shareholders, especially the minority shareholders, It is conducive to the normal operation and healthy development of the company.
The independent directors of the company have expressed their consent on this matter. For details, see the announcement published on the gem information disclosure website designated by the CSRC on the same day.
Voting result: Yes: 3 votes; Against: 0 votes; Abstention: 0 votes, passed unanimously.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
7. Deliberated and passed the proposal on the company’s 2022 annual remuneration plan for members of the board of supervisors
At present, the seventh board of supervisors of the company has three members, including two non employee representative supervisors and one employee representative supervisor. The members of the board of supervisors receive post salary and supervisor allowance in the company:
(1) Chairman of the board of supervisors: receive the supervisor’s allowance of 30000 yuan / year, which is paid once a year;
Voting result: Yes: 2 votes; Against: 0 votes; Abstention: 0 votes, adopted.
Mr. Zhao Yajun, chairman of the board of supervisors, withdrew from voting.
(2) Non employee representative supervisors: receive the supervisor’s allowance of 10000 yuan / year, which is paid once a year;
Voting result: Yes: 2 votes; Against: 0 votes; Abstention: 0 votes, adopted.
Mr. Teng Fei, a non employee representative supervisor, avoided voting.
(3) Employee representative supervisors: receive the supervisor’s allowance of 10000 yuan / year, which is paid once a year.
Voting result: Yes: 2 votes; Against: 0 votes; Abstention: 0 votes, adopted.
Gu Yuhua, the employee representative supervisor, avoided voting.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
It is hereby announced.
Jiangsu Yitong High-Tech Co.Ltd(300211)
Board of supervisors
March 11, 2022
