Securities code: Zhejiang Satellite Petrochemical Co.Ltd(002648) securities abbreviation: Satellite chemistry Announcement No.: 2022017 satellite Chemistry Co., Ltd
Announcement of the resolutions of the 12th meeting of the 4th 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 held
The notice of the 12th meeting of the Fourth Board of supervisors of satellite Chemical Co., Ltd. (hereinafter referred to as “the company”) was sent to all supervisors of the company by mail or in writing on March 8, 2022. The meeting was held in the company’s conference room on March 18, 2022 in the form of on-site meeting. There were 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting.
The meeting was presided over by Mr. Tang Wenrong, chairman of the board of supervisors of the company, and Mr. Shen Xiaowei, Secretary of the board of directors of the company, attended the meeting as a nonvoting delegate. The meeting of the board of supervisors was held in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) and other laws, administrative regulations, departmental rules, normative documents and the relevant provisions of the articles of association.
2、 Deliberations of the meeting
After careful deliberation, full discussion and voting by open ballot, the following proposals were considered and adopted at the meeting:
1. The proposal on the work report of the board of supervisors in 2021 was deliberated and adopted
In strict accordance with the company law, the articles of association, the rules of procedure of the board of supervisors and other laws, regulations and rules, the board of supervisors of the company abides by the principle of good faith, scrupulously performs its duties, earnestly performs its functions and obligations, and earnestly protects the interests of the company and the legitimate rights and interests of all shareholders. By attending all shareholders’ meetings and board meetings as nonvoting delegates, the members of the board of supervisors understood and mastered the company’s production and operation decisions, supervised the due diligence of the company’s directors and other senior managers, and effectively safeguarded the interests of the company and the legitimate rights and interests of all shareholders. Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
2. The proposal on the financial final accounts report of 2021 was deliberated and adopted
3. The proposal on 2021 annual report and summary was deliberated and adopted
The procedures of the board of supervisors for the 2021 annual report and summary prepared by the board of directors comply with laws, administrative regulations and relevant provisions of China Securities Regulatory Commission. The contents of the report are true, accurate and complete, and there are no false records, misleading statements or major omissions.
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Annual report of 2021 (Announcement No.: 2022018) and summary of annual report of 2021 (Announcement No.: 2022019).
Voting results: the same 3 votes, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
4. The proposal on the plan for profit distribution and conversion of capital reserve into share capital in 2021 was deliberated and adopted. The specific contents are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on the plan for profit distribution and conversion of capital reserve into share capital in 2021 (Announcement No.: 2022020).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
5. The proposal on self-evaluation report on internal control in 2021 was considered and adopted
The company has established a relatively sound internal control system and formulated a relatively perfect and reasonable internal control system. The company’s internal control system meets the requirements of relevant national regulations and securities regulatory authorities, and various internal control systems have been continuously and strictly implemented in all links of the company’s operation, such as production and operation; The self evaluation report on internal control of the company in 2021 issued by the board of directors objectively reflects the internal control status of the company.
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Self evaluation report on internal control in 2021.
Voting results: 3 in favor, 0 against and 0 abstention.
6. The proposal on the special report on the deposit and use of raised funds in 2021 was deliberated and adopted. The specific contents are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Special report on the annual storage and use of raised funds (Announcement No.: 2022021).
Voting results: the same 3 votes, 0 against and 0 abstention.
7. The proposal on carrying out hedging transactions of commodity derivatives in 2022 was deliberated and adopted
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on carrying out hedging transactions of commodity derivatives in 2022 (Announcement No.: 2022022).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
8. The proposal on carrying out foreign exchange hedging business in 2022 was deliberated and adopted
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on carrying out foreign exchange hedging business in 2022 (Announcement No.: 2022023).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
9. The proposal on the prediction of the company’s external guarantee amount in 2022 was deliberated and adopted
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on the forecast of external guarantee amount in 2022 (Announcement No.: 2022024).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
10. The proposal on the prediction of external guarantee amount of subsidiaries in 2022 was deliberated and adopted
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on the forecast of external guarantee amount in 2022 (Announcement No.: 2022024).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
11. The proposal on the prediction of daily connected transactions in 2022 was deliberated and adopted
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on the forecast of daily connected transactions in 2022 (Announcement No.: 2022025).
Voting results: 3 in favor, 0 against and 0 abstention.
12. The proposal on using some idle self owned funds for cash management was deliberated and adopted
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on using idle self owned funds for cash management (Announcement No.: 2022026).
Voting results: 3 in favor, 0 against and 0 abstention.
13. The proposal on the achievement of unlocking conditions in the first unlocking period of the company’s restricted stock incentive plan in 2021 was reviewed and approved
After review, the unlocking conditions of the first unlocking period of the company’s restricted stock incentive plan in 2021 have been achieved. This unlocking complies with the administrative measures for equity incentive of listed companies and other relevant laws and regulations and the company’s restricted stock incentive plan in 2021 (Draft) approved by the general meeting of shareholders. The subject qualification of the incentive object is legal and valid, All assessment indicators meet the unlocking conditions of the first unlocking period set by the company’s restricted stock incentive plan in 2021. We agree to handle unlocking related matters in accordance with relevant regulations.
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on the achievement of unlocking conditions of the company’s restricted stock incentive plan in 2021 and the repurchase and cancellation of some restricted shares (Announcement No.: 2022028).
Voting: 3 in favor, 0 against and 0 abstention.
14. The proposal on repurchasing and canceling restricted shares granted to some incentive objects but not yet lifted was deliberated and adopted
The repurchase and cancellation of the company complies with the relevant provisions of laws, regulations and normative documents such as the measures for the administration of equity incentive of listed companies and the company’s restricted stock incentive plan (Draft) in 2021, does not damage the rights and interests of the company and all shareholders, will not have a substantive impact on the company’s financial status and operating results, and will not affect the diligence of the company’s management team. We unanimously agree to repurchase and cancel the restricted shares that have been granted but have not been lifted.
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Announcement on the achievement of unlocking conditions of the company’s restricted stock incentive plan in 2021 and the repurchase and cancellation of some restricted shares (Announcement No.: 2022028).
Voting: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
15. The proposal on the company’s shareholder return plan for the next three years (20222024) was reviewed and approved
Details are disclosed in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) on the same day Shareholder return plan for the next three years (20222024).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
16. The proposal on Amending the articles of association and its annexes the rules of procedure of the board of supervisors was deliberated and adopted one by one
Details are disclosed on cninfo.com.cn on the same day The articles of Association (March 2022), the amendment to the articles of association and the rules of procedure of the board of supervisors (March 2022).
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal needs to be submitted to the general meeting of shareholders for deliberation.
3、 Documents for future reference
1. Resolution of the 12th meeting of the 4th board of supervisors of the company.
It is hereby announced.
Board of supervisors of satellite Chemical Co., Ltd. March 22, 2002
