Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022015
Jiangsu Transimage Technology Co.Ltd(002866)
Announcement on the resolution of the 10th meeting of the third 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
Jiangsu Transimage Technology Co.Ltd(002866) (hereinafter referred to as “the company”) the 10th meeting of the third board of supervisors was held on March 17, 2022 in the conference room on the second floor of the company, No. 33, Lingbo Road, Gaoyou City, Jiangsu Province, in the form of on-site and communication voting. The notice of the meeting was sent to all supervisors by e-mail and telephone on March 7, 2022. Three supervisors should attend the meeting and three actually attended. The meeting was presided over by Mr. Liu Yuan, chairman of the board of supervisors. The convening, convening and voting procedures of this meeting comply with the relevant provisions of the company law and other laws and regulations and the articles of association, and are legal and effective. 2、 Deliberation at the meeting of the board of supervisors
After careful deliberation by the attending supervisors, the following proposals were adopted:
1. Deliberated and passed the proposal on the annual report and summary of 2021;
After review, the board of supervisors believes that the procedures for the preparation and deliberation of the company’s annual report 2021 and the summary of the annual report 2021 by the board of directors comply with the provisions of relevant laws and administrative regulations, and the contents of the report truly, accurately and completely reflect the actual situation of the company in 2021, without false records, misleading statements or major omissions.
See the full text of the 2021 annual report on cninfo (www.cn. Info. Com. CN.), the company’s designated information disclosure website; For details of the summary of the 2021 annual report, please refer to the securities times, China Securities News and cninfo (www.cn. Info. Com. CN), the designated information disclosure media of the company. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
2. Deliberated and passed the proposal on the work report of the board of supervisors in 2021;
For details of the work report of the board of supervisors in 2021, please refer to the company’s designated information disclosure website, http://www.cn.info.com.cn.
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022015
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
3. Deliberated and passed the proposal on the profit distribution plan for 2021;
Independent directors have expressed independent opinions on the above matters.
According to the standard unqualified audit report (Rongcheng Shenzi [2022] 215z0031) issued by Rongcheng Certified Public Accountants (special general partnership) for the company, the parent company realized a net profit of 19113427739 yuan in 2021, withdrawn the statutory surplus reserve of 1911342774 yuan, plus the undistributed profit of 25154529755 yuan at the beginning of the year, minus the cash dividend of 2860787660 yuan in 2020. The actual profit available for distribution to shareholders is 39495827060 yuan. According to the above situation, the company’s profit distribution plan for 2021 is as follows: temporarily based on the total share capital of 287655011 shares as of February 28, 2022, the company will distribute cash dividends of RMB 0.6 (including tax) to all shareholders for every 10 shares, with a total cash dividends of RMB 1725930066 (including tax), no bonus shares and no capital reserve converted into share capital.
The distribution plan of the board of supervisors of the company is in line with the actual operation of the company in 2021, and the performance is in line with expectations. The distribution plan formulated by the board of directors is in line with the provisions of relevant laws and regulations, the operation of the company and the reasonable return expectation of the majority of investors. At the same time, considering the sustainable development of the company, it is agreed to adopt the profit distribution plan.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention. 4. Deliberated and passed the proposal on the financial final accounts of 2021 and the financial budget report of 2022;
The board of supervisors of the company agreed that the report objectively and truly reflected the financial situation and operating results of the company in 2021 and the financial budget in 2022.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention. 5. Deliberated and passed the proposal on the special report on the deposit and use of raised funds in 2021; Independent directors have expressed independent opinions on the above matters.
The board of supervisors of the company agreed that the special report on the deposit and use of raised funds in 2021 truly, accurately and completely reflected the deposit and use of raised funds in 2021, and did not
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022015
There are false records, misleading statements and major omissions, and the use and deposit of the company’s raised funds in 2021 comply with the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange on the use and deposit of raised funds of listed companies, and comply with the relevant provisions of the company’s management system for the use of raised funds.
For details, please refer to cninfo.com.cn Special report on the deposit and use of raised funds in 2021 and assurance report on the annual deposit and use of raised funds issued by Rongcheng Certified Public Accountants (special general partnership).
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
6. Deliberated and adopted the proposal on the report on self-evaluation of internal control in 2021;
Independent directors have expressed independent opinions on the above matters.
The board of supervisors of the company unanimously agreed that the company has established a relatively perfect internal control system and can be effectively implemented. The 2021 internal control evaluation report truly and objectively reflects the construction and implementation of the company’s internal control system in 2021.
For details, please refer to www.cn.info.com.cn Self evaluation report on internal control in 2021.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
7. Deliberated and passed the proposal on the renewal of the company’s audit institution in 2022;
Independent directors have expressed prior approval and independent opinions on the above matters.
For details, please refer to www.cn.info.com.cn Announcement on the renewal of the company’s audit institution in 2022.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
8. Deliberated and passed the proposal on applying for comprehensive credit line from banks;
For details, please refer to www.cn.info.com.cn Announcement on applying for comprehensive credit line from banks on.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022015
9. Deliberated and passed the proposal on cash management using idle raised funds and idle self owned funds; The board of supervisors agreed that the company should use idle raised funds with a total amount of no more than RMB 200 million to purchase principal guaranteed financial products with high security and good liquidity in a timely manner and its own funds with a total amount of no more than RMB 1.2 billion to purchase financial products with high security, good liquidity, stability, low risk and issued by banks or other financial institutions for a period of no more than one year. Within the above amount, the funds can be used on a rolling basis. At the same time, the management of the company is authorized to implement the relevant matters of the plan. The authorization period is valid within one year from the date of deliberation and approval by the general meeting of shareholders of the company. The independent directors have expressed independent opinions on this matter and the recommendation institution has issued verification opinions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention.
10. Deliberated and passed the proposal on the company’s foreign exchange hedging business;
After review, the board of supervisors of the company unanimously agreed that: the company carries out foreign exchange hedging business according to the actual business needs, and its decision-making procedures comply with the provisions of relevant national laws, regulations and the articles of association, which is conducive to avoiding and preventing the adverse impact of large exchange rate fluctuations on the company’s operation, reducing the impact of exchange rate fluctuations on the company, and there is no damage to the interests of the company and all shareholders.
For details, please refer to www.cn.info.com.cn Announcement on the company’s foreign exchange hedging business.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation;
Voting results: 3 in favor, 0 against and 0 abstention. 3、 Documents for future reference
Resolution of the 10th meeting of the 3rd board of supervisors.
It is hereby announced.
Jiangsu Transimage Technology Co.Ltd(002866) board of supervisors March 18, 2022
