Securities abbreviation: Guangzhou Lingnan Group Holdings Company Limited(000524) securities code: Guangzhou Lingnan Group Holdings Company Limited(000524) Announcement No.: 2022015 Guangzhou Lingnan Group Holding Co., Ltd
Announcement of resolutions of the 12th meeting of the 10th Session of the board of supervisors
Important note: 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.
Guangzhou Lingnan Group Holdings Company Limited(000524) (hereinafter referred to as “the company”) the 12th meeting of the 10th Session of the board of supervisors was held at 10:30 a.m. on March 21, 2022 in conference room 270A, building 2, Dongfang Hotel. The notice of the meeting was sent by telephone, e-mail or written delivery on March 11, 2022. There were 5 supervisors who should attend the meeting and 5 supervisors who actually attended the meeting in person. The meeting was presided over by Mr. Zhang Yong, chairman of the board of supervisors. The meeting was held in accordance with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. After deliberation by the supervisors attending the meeting, the board of supervisors unanimously adopted the following resolutions:
1、 Deliberated and passed the proposal of the company’s 2021 annual report of the board of supervisors (see the Guangzhou Lingnan Group Holdings Company Limited(000524) 2021 annual report of the board of supervisors disclosed on cninfo on the same day); This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 5 in favor, 0 against and 0 abstention.
2、 The proposal on the full text and summary of the company’s 2021 annual report was deliberated and passed (for the summary, see the summary of Guangzhou Lingnan Group Holdings Company Limited(000524) 2021 annual report disclosed in China Securities Journal, securities times and cninfo on the same day, and for the full text, see the Guangzhou Lingnan Group Holdings Company Limited(000524) 2021 annual report disclosed on cninfo on the same day);
After review, the board of supervisors believes that the procedures for the preparation and review of the Guangzhou Lingnan Group Holdings Company Limited(000524) 2021 annual report of the board of directors comply with laws, administrative regulations and the provisions of the CSRC, and the contents of the report can truly, accurately and completely reflect the actual situation 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: 5 in favor, 0 against and 0 abstention.
3、 Deliberated and passed the proposal on the company’s 2021 annual financial statement report (see section x financial report of Guangzhou Lingnan Group Holdings Company Limited(000524) 2021 annual report disclosed on cninfo on the same day);
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 5 in favor, 0 against and 0 abstention.
4、 Deliberated and approved the company’s annual profit distribution plan for 2021 (see the announcement on annual profit distribution plan for 2021 disclosed in China Securities Journal, securities times and cninfo on the same day);
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 5 in favor, 0 against and 0 abstention.
5、 Deliberated and passed the proposal on the self-evaluation report of internal control in 2021 (see the self-evaluation report of internal control in 2021 disclosed on cninfo on the same day);
The board of supervisors believes that the company’s self-evaluation report on internal control in 2021 is comprehensive, true and accurate, reflecting the actual situation of the company’s internal control.
Voting results: 5 in favor, 0 against and 0 abstention.
6、 Deliberated and passed the proposal on the 2021 annual social responsibility report (see the 2021 annual social responsibility report disclosed on cninfo on the same day);
Voting results: 5 in favor, 0 against and 0 abstention.
7、 Deliberated and passed the proposal on the special report on the deposit and use of raised funds in 2021 (see the special report on the deposit and use of raised funds in 2021 disclosed in China Securities Journal, securities times and cninfo on the same day);
Voting results: 5 in favor, 0 against and 0 abstention.
8、 Deliberated and passed the proposal on the external guarantee amount in 2022 (see the announcement on the external guarantee amount in 2022 disclosed in China Securities Journal, securities times and cninfo on the same day);
The board of supervisors believes that this external guarantee is for the needs of the daily business operation of guangzhilv air transport company, a subsidiary of the company, and is conducive to the development of the company’s travel agency business; The risks of this external guarantee are controllable, the review procedures comply with relevant laws, regulations and relevant provisions of regulatory authorities, and there is no situation damaging the interests of the company and shareholders.
Voting results: 5 in favor, 0 against and 0 abstention.
9、 The proposal on the provision for impairment of assets and write off of assets in 2021 was reviewed and approved (see the announcement on the provision for impairment of assets and write off of assets in 2021 disclosed in China Securities Journal, securities times and cninfo on the same day).
The board of supervisors held that the provision for asset impairment and write off of assets this time were in line with the accounting standards for business enterprises and the relevant accounting policies implemented by the company, in line with the actual situation of the company, and could fairly and objectively reflect the asset status and profitability of the company after the provision for asset impairment and write off. The board of directors reviewed the legal compliance of the decision-making procedures for the provision for asset impairment and write off of assets this time. Therefore, it is agreed to withdraw the provision for asset impairment and write off assets this time.
Voting results: 5 in favor, 0 against and 0 abstention.
10、 Deliberated and passed the proposal on accounting policy change (see the announcement on accounting policy change disclosed in China Securities Journal, securities times and cninfo on the same day);
The board of supervisors believes that the change of the company’s accounting policies complies with the relevant provisions of the Ministry of Finance and the actual situation of the company, and there is no damage to the interests of the company and all shareholders.
Voting results: 5 in favor, 0 against and 0 abstention.
11、 Deliberated and passed the proposal on the implementation of performance commitments of Wuhan feitu Holiday International Travel Agency Co., Ltd. (see the announcement on the implementation of performance commitments of Wuhan feitu Holiday International Travel Agency Co., Ltd. disclosed in China Securities Journal, securities times and cninfo on the same day); Voting results: 5 in favor, 0 against and 0 abstention.
12、 The proposal on the implementation of performance commitments of Sichuan New Territories International Travel Agency Co., Ltd. (see the announcement on the implementation of performance commitments of Sichuan New Territories International Travel Agency Co., Ltd. disclosed in China Securities Journal, securities times and cninfo on the same day);
Voting results: 5 in favor, 0 against and 0 abstention.
13、 The proposal on the implementation of performance commitments of Xi’an longzhilv Qinfeng International Travel Agency Co., Ltd. (see the announcement on the implementation of performance commitments of Xi’an longzhilv Qinfeng International Travel Agency Co., Ltd. disclosed in China Securities Journal, securities times and cninfo.com on the same day for details);
Voting results: 5 in favor, 0 against and 0 abstention.
14、 Deliberated and passed the proposal on the implementation of performance commitments of Shanxi Modern International Travel Agency Co., Ltd. (see the announcement on the implementation of performance commitments of Shanxi Modern International Travel Agency Co., Ltd. disclosed in China Securities Journal, securities times and cninfo on the same day);
Voting results: 5 in favor, 0 against and 0 abstention.
15、 The proposal on the implementation of performance commitments of Shanghai Shenshen International Travel Agency Co., Ltd. was deliberated and adopted (see the announcement on the implementation of performance commitments of Shanghai Shenshen International Travel Agency Co., Ltd. disclosed in China Securities Journal, securities times and cninfo on the same day).
Voting results: 5 in favor, 0 against and 0 abstention.
The above 1, 2, 3 and 4 proposals must be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval.
It is hereby announced.
Guangzhou Lingnan Group Holdings Company Limited(000524) board of supervisors
March 21, 2002
