Zhejiang Taitan Co.Ltd(003036)
Announcement of resolutions of the 9th meeting of the 9th board of supervisors
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 supervisors
Zhejiang Taitan Co.Ltd(003036) (hereinafter referred to as “the company” or “the company”) the ninth meeting of the ninth board of supervisors was sent out by means of communication and e-mail on March 4, 2022 and held on site in the company’s conference room on March 15, 2022. The meeting was presided over by Mr. Yu Ke, chairman of the board of supervisors. There were 3 supervisors who should participate in the voting and 3 supervisors who actually participated in the voting, respectively: Mr. Yu Ke, Mr. Zhang Guodong and Mr. Wang Yajin. The convening, convening and voting procedures of this meeting comply with the provisions of relevant laws and regulations and the articles of association of the company, and the resolutions formed at the meeting are legal and effective. The meeting considered and adopted the following resolutions:
2、 Deliberation at the meeting of the board of supervisors
(I) deliberated and passed the proposal on reviewing the work report of the board of supervisors of the company in 2021
There were 0 affirmative votes and 3 abstention votes.
For details, please refer to the company’s website on the same day（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(II) deliberated and passed the proposal on reviewing the company’s 2021 annual financial statement report
There were 0 affirmative votes and 3 abstention votes.
In 2021, the company realized an operating revenue of 1243292100 yuan, an increase of 86.18% over the same period of last year; The operating profit was 767181 million yuan, an increase of 9.21% over the same period of last year; The total profit was 788906 million yuan, an increase of 12.49% over the same period of last year; The net profit attributable to the listed company in the same period of last year was 7.274 million yuan, an increase of 21.7% over the same period of last year.
The board of supervisors of the company believes that the financial statement of the company in 2021 objectively and truly reflects the financial situation and operating results of the company in 2021.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(III) deliberated and passed the self-evaluation report on the company’s internal control in 2021 and the proposal on the self-examination form for the implementation of the company’s internal control rules in 2021
There were 0 affirmative votes and 3 abstention votes.
The board of supervisors believes that the company has established a complete, standardized and effective internal control system and is strictly implementing it. The establishment and improvement of the internal control system meets the provisions and requirements of relevant laws and regulations and can ensure the company to achieve the strategic objectives of operation and development. The construction of internal control system is an important work of the company. The company will continue to improve and improve according to the needs of operation and development, so as to maintain the effectiveness and execution of internal control and continuously improve the control level.
See cninfo.com for details（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on. (IV) the proposal on reviewing the 2021 annual report of the company and its summary was deliberated and adopted
There were 0 affirmative votes and 3 abstention votes.
In accordance with the relevant requirements of the securities law and the standards for the contents and forms of information disclosure by companies offering securities to the public No. 2 (contents and forms of annual reports), the board of supervisors of the company carefully and strictly reviewed the 2021 annual report prepared by the company, and put forward the following written review opinions:
(1) The preparation of the company’s 2021 annual report complies with laws, regulations, the articles of association and various provisions of the company’s internal management system.
(2) The content and format of the company’s 2021 annual report comply with the provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange, and the information contained reflects the company’s business management and financial status in 2021.
(3) The board of supervisors and supervisors of the company guarantee that the contents of this report are true, accurate and complete, and there are no false records, misleading statements or major omissions.
For details, please refer to securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(V) deliberated and passed the proposal on reviewing the company’s profit distribution plan for 2021
There were 0 affirmative votes and 3 abstention votes.
The board of supervisors of the company believes that the formulation of the profit distribution plan of the company in 2021 complies with the articles of association and relevant regulations, the decision-making procedure is legal, meets the development needs of the company, takes full account of the interests of all shareholders, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders.
For details, please refer to securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(VI) deliberated and passed the proposal on special instructions on the deposit and use of the company’s raised funds in 2021
There were 0 affirmative votes and 3 abstention votes.
The board of supervisors believes that the deposit and use of the company’s raised funds in 2021 meet the relevant requirements of China Securities Regulatory Commission and Shenzhen stock exchange for the deposit and use of raised funds, and there is no illegal use of raised funds.
For details, please refer to securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
(VII) deliberation and approval of the proposal on the review of the company’s application for comprehensive credit line from the bank in 2022. The voting results: 3 votes in favor, 0 against and 0 abstention.
The board of supervisors believes that the company’s application for comprehensive credit from the bank is required by the company’s daily production and operation activities, which is conducive to supplement the company’s working capital and business development, in line with the overall interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. Therefore, it is agreed that the company applies to the bank for comprehensive credit.
(VIII) deliberated and passed the proposal on applying for the buyer’s credit line from the bank and assuming the guarantee liability
There were 0 affirmative votes and 3 abstention votes.
The board of supervisors believes that the development of this guarantee business is the need of the company’s production and operation and is in line with the company’s long-term development interests. The above guarantee does not violate the relevant provisions of the CSRC and Shenzhen Stock Exchange on external guarantee of listed companies. It is agreed that the company will apply to the bank for the buyer’s credit line in 2022 and bear the guarantee liability.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(IX) deliberated and passed the proposal on the implementation of daily connected transactions in 2021 and the forecast of daily connected transactions in 2022
The voting result was 2 in favor, 0 against and 0 abstention. Yu Ke, a related supervisor, abstained from voting.
The board of supervisors believes that the related party transactions of the company in 2021 are normal business transactions in daily production and operation. The transaction price is determined through consultation with reference to the market price, follows the pricing principle of fairness, rationality and consensus, complies with relevant national regulations and the fairness principle of related party transactions, reflects the principles of integrity, fairness and impartiality, and does not damage the interests of the company and shareholders, It will not affect the independence of the company.
The company’s decision-making procedures for the related party transactions expected to occur in 2022 comply with the provisions of relevant laws, regulations and the articles of association. Its fairness is based on the principle of equal compensation and fair market price. It does not violate the principles of openness, fairness and impartiality, and does not harm the interests of the company and all shareholders.
(x) the proposal on using some idle raised funds and self owned funds for cash management was deliberated and adopted
There were 0 affirmative votes and 3 abstention votes.
The board of supervisors held that the decision-making procedures of the company for cash management by using some idle raised funds and its own funds this time comply with the stock listing rules of Shenzhen Stock Exchange, self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the articles of Association and other provisions. Without affecting the normal operation of the company, it can improve the efficiency of fund use and obtain income according to law, which is in line with the interests of the company and all shareholders. There is no situation that damages the interests of shareholders, especially the interests of small and medium-sized investors.
For details, please refer to securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on.
（11） Deliberated and passed the proposal on the company’s report on the use of the previously raised funds
There were 0 affirmative votes and 3 abstention votes.
The supervisors of the company verified the use of the company’s previously raised funds and agreed to the report on the use of the previously raised funds prepared by the company (as of December 31, 2021).
According to the authorization of the first extraordinary general meeting of shareholders in 2022, this proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation. （12） The proposal on Revising the plan for public issuance of convertible corporate bonds was deliberated and adopted
There were 0 affirmative votes and 3 abstention votes.
In accordance with the provisions of relevant laws, regulations and normative documents such as the company law, the securities law and the measures for the administration of securities issuance of listed companies, and in combination with the specific conditions of the company, the company is agreed to revise the plan for the public issuance of convertible corporate bonds.
According to the authorization of the first extraordinary general meeting of shareholders in 2022, this proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
（13） The proposal on Revising the feasibility analysis report on the use of funds raised by public issuance of convertible corporate bonds was deliberated and adopted
There were 0 affirmative votes and 3 abstention votes.
The board of supervisors of the company examined the application plan of the raised funds, the background of the implementation of the raised investment projects, the basic information of the raised investment projects, and the impact of the public issuance of convertible corporate bonds on the company’s business and financial status, and agreed that the company should prepare the feasibility analysis report on the use of the raised funds from the public issuance of convertible corporate bonds.
According to the authorization of the first extraordinary general meeting of shareholders in 2022, this proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation. （14） The proposal on publicly issuing convertible corporate bonds, diluting the immediate return and taking filling measures was deliberated and adopted
There were 0 affirmative votes and 3 abstention votes.
For details, please refer to China Securities Journal, Securities Daily, securities times, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements disclosed on. According to the authorization of the first extraordinary general meeting of shareholders in 2022, this proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation. 3、 Documents for future reference
1. Resolution of the 9th meeting of the 9th board of supervisors of the company.
It is hereby announced.
Zhejiang Taitan Co.Ltd(003036) board of supervisors
March 16, 2022
