Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022014
Jiangsu Transimage Technology Co.Ltd(002866)
Announcement of the third meeting of the 12th board of directors
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 directors
Jiangsu Transimage Technology Co.Ltd(002866) (hereinafter referred to as “the company”) the 12th meeting of the third board of directors 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 directors by e-mail, telephone, etc. on March 7, 2022. The meeting was convened and presided over by Mr. Zou Weimin, chairman of the company. There were 9 directors who should attend the meeting and 9 directors who actually attended the meeting. All supervisors and senior managers of the company attended the meeting as nonvoting delegates. The convening and convening of the meeting were in accordance with the relevant provisions of the company law and the articles of association, and were legal and effective. 2、 Deliberations of the board of directors
After careful deliberation by the directors attending the meeting, the following proposals were adopted:
1. Deliberated and passed the proposal on the annual report and summary of 2021;
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: 9 in favor, 0 against and 0 abstention.
2. Deliberated and adopted the proposal on the work report of the board of directors in 2021;
The board of directors agreed that the report truly and objectively reflected the work of the board of directors of the company in 2021 and the implementation of the resolutions of the general meeting of shareholders. The specific contents of the work report are published on cninfo (www.cn. Info. Com. CN.) Annual report on the work of the board of directors in 2021.
The independent directors of the company submitted the report on the work of independent directors in 2021 to the board of directors and will report on their work at the 2021 annual general meeting of shareholders of the company.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022014
Voting results: 9 in favor, 0 against and 0 abstention.
3. Deliberated and passed the proposal on the work report of the general manager in 2021;
The general manager reported to the board of directors the company’s operation in 2021 and its business work plan and prospect in 2022. The board of directors considered and approved the above report.
Voting results: 9 in favor, 0 against and 0 abstention.
4. Deliberated and passed the proposal on the profit distribution plan for 2021;
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 board of directors agreed that the profit distribution proposal was in line with the actual situation of the company and conducive to the sustainable and stable development of the company. All directors agreed to the profit distribution plan. Independent directors expressed independent opinions on this.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 9 in favor, 0 against and 0 abstention.
5. Deliberated and passed the proposal on the financial final accounts of 2021 and the financial budget report of 2022; The board of directors of the company agreed that the report objectively and truly reflected the financial situation of the company in 2021 and the financial budget in 2022.
For details, please refer to www.cn.info.com.cn Financial final accounts of 2021 and financial budget report of 2022 on the.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 9 in favor, 0 against and 0 abstention.
6. Deliberated and passed the proposal on the special report on the deposit and use of raised funds in 2021; For details, please refer to securities times, China Securities News and cninfo (www.cn. Info. Com. CN), the designated information disclosure media of the company Disclosed “about raising funds in 2021”
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022014
Special report on storage and use.
The board of supervisors and independent directors of the company issued consent opinions, the recommendation institution issued verification opinions, and the audit institution issued the assurance report on the annual storage and use of raised funds. For the specific contents of the above documents, please refer to the company’s designated information disclosure website, http://www.cn.info.com.cn.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 9 in favor, 0 against and 0 abstention.
7. Deliberated and adopted the proposal on the report on self-evaluation of internal control in 2021;
The board of directors agreed that the report truly and accurately reflected the company’s achievements in internal control and the direction of further improvement in 2021. The independent directors expressed independent opinions on the proposal, the board of supervisors issued audit opinions on the proposal, and the sponsor issued verification opinions.
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 of the company for deliberation.
Voting results: 9 in favor, 0 against and 0 abstention.
8. Deliberated and passed the proposal on the renewal of the company’s audit institution in 2022;
The independent directors have expressed their prior approval and independent opinions on this matter.
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 of the company for deliberation.
Voting results: 9 in favor, 0 against and 0 abstention.
9. Deliberated and passed the proposal on applying for comprehensive credit line from banks;
For details, please refer to the website of cninfo (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: 9 in favor, 0 against and 0 abstention.
10. Deliberated and passed the proposal on cash management using idle raised funds and idle self owned funds;
For details, please refer to www.cn.info.com.cn About using idle funds
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022014
Announcement on cash management by collecting funds and idle self owned funds.
The independent directors have expressed independent opinions on this matter and the recommendation institution has issued verification opinions.
Voting results: 9 votes were agreed, 0 against and 0 abstention was given.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
11. Deliberated and passed the proposal on the company’s foreign exchange hedging business;
The independent directors of the company expressed independent opinions on the above matters.
Please refer to the specific contents of the above documents published on cninfo (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: 9 in favor, 0 against and 0 abstention.
12. Deliberated and passed the proposal on convening the 2021 annual general meeting of shareholders;
For details, please refer to the information published on cninfo (www.cn. Info. Com. CN.) Notice on convening the 2021 annual general meeting of shareholders.
Voting results: 9 in favor, 0 against and 0 abstention.
3、 Documents for future reference
Resolution of the 12th meeting of the 3rd board of directors.
It is hereby announced.
Jiangsu Transimage Technology Co.Ltd(002866) board of directors March 18, 2022
