Securities code: Cloud Live Technology Group Co.Ltd(002306) securities abbreviation: Cloud Live Technology Group Co.Ltd(002306) Announcement No.: 2022013 Cloud Live Technology Group Co.Ltd(002306)
Announcement on the resolution of the second meeting of the Fifth Board of directors in 2022
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 held
Cloud Live Technology Group Co.Ltd(002306) (hereinafter referred to as “the company”) the second meeting of the Fifth Board of directors in 2022 was notified by e-mail and communication on March 7, 2022, and held in the company’s conference room on March 17 by combining on-site and communication video. There were 8 directors who should attend the meeting, and 8 directors actually attended the meeting, including 8 correspondents, including Mr. Chen Ji, Mr. Wu Aiqing, Mr. Shen Hongxiu, Ms. Lu Xiangling, Ms. Chen yeqiu, Mr. Deng Qing and Mr. Li Zhen. Mr. Li Zhengquan entrusted Mr. Chen Ji to attend and vote on his behalf due to business trip. The meeting was presided over by Mr. Chen Ji, chairman and President, and all supervisors and senior managers attended the meeting as nonvoting delegates. The provisions of the articles of association of the people’s Republic of China and the relevant provisions of the company law of the people’s Republic of China.
2、 Deliberations of the meeting
The meeting adopted the method of open ballot. After careful consideration by the directors present, the following resolutions were formed: 1 The work report of the board of directors in 2021 was reviewed and adopted (8 affirmative votes, 0 negative votes and 0 abstention votes).
For details of the work report of the board of directors in 2021, please refer to the work report of the board of directors in 2021 published by the company on the designated information disclosure media on the same day.
The 2021 work report of the board of directors shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2. The president’s work report for 2021 was reviewed and adopted (8 in favor, 0 against and 0 abstention).
3. The annual report for 2021 and its summary were considered and adopted (8 in favor, 0 against and 0 abstention).
See cninfo.com for the full text of the company’s 2021 annual report, and China Securities Journal, securities daily and cninfo.com for the abstract of the company’s 2021 annual report.
The 2021 annual report and its summary shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4. The financial final accounts report for 2021 was reviewed and adopted (8 in favor, 0 against and 0 abstention).
The financial statements of the company in 2021 have been audited by the annual audit institution Lixin Zhonglian Certified Public Accountants (special general partnership). In 2021, the company achieved an operating revenue of 317172100 yuan, a total profit of 106605 million yuan and a net profit attributable to shareholders of the listed company of 4.747 million yuan; Please refer to cninfo.com for the company’s 2021 annual financial statement report.
This report needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
5. The proposal on profit distribution in 2021 was considered and adopted (8 in favor, 0 against and 0 abstention).
The annual audit institution Lixin Zhonglian Certified Public Accountants (special general partnership) issued the annual audit report for 2021. In 2021, the net profit attributable to the parent company was 4.747 million yuan and the undistributed profit was -1178329400 yuan. According to the actual situation of the company’s operation and dividend distribution policy, the company plans not to distribute cash dividends, bonus shares or increase share capital with capital reserve in 2021.
Independent directors have expressed their independent opinions on this proposal. Please refer to the independent opinions of independent directors on matters related to the second meeting of the Fifth Board of directors in 2022 published on the designated information disclosure media on the same day.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval.
6. The report on self-evaluation of internal control in 2021 was reviewed and adopted (8 in favor, 0 against and 0 abstention).
The independent directors gave their independent opinions on the 2021 internal control self-evaluation report of the company. See cninfo.com for details of the 2021 internal control self-evaluation report.
7. The proposal on the remuneration of the company’s directors and senior managers in 2021 was deliberated and adopted (8 affirmative votes, 0 negative votes and 0 abstention votes).
The independent directors have expressed their independent opinions on the remuneration of the directors and senior managers of the company in 2021. For details, see the independent opinions of independent directors on matters related to the second meeting of the Fifth Board of directors in 2022 published by the company on the designated information disclosure media on the same day; For details on the remuneration of directors and senior executives of the company, please refer to “5. Remuneration of directors, supervisors and senior managers” and “3. Remuneration of directors, supervisors and senior managers” in “section IV corporate governance” of the company’s annual report 2021.
The contents of directors’ remuneration in this proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval.
8. The proposal on convening the 2021 annual general meeting of shareholders was considered and adopted (8 affirmative votes, 0 negative votes and 0 abstention votes).
The board of directors of the company is scheduled to hold the 2021 annual general meeting of shareholders at 14:00 on April 8, 2022 to review the relevant proposals submitted by the board of directors and the board of supervisors. The independent directors of the company will report on their work at this general meeting of shareholders. For details of the report, please refer to cninfo.com. For details of the general meeting of shareholders, please refer to the notice on convening the 2021 annual general meeting of shareholders issued by the company.
3、 Documents for future reference
1. Resolution of the second meeting of the Fifth Board of directors in 2022;
2. Independent opinions of independent directors on matters related to the second meeting of the Fifth Board of directors in 2022. It is hereby announced.
Cloud Live Technology Group Co.Ltd(002306) board of directors March 18, 2022
