Securities code: Zhejiang Meorient Commerce & Exhibition Inc(300795) securities abbreviation: Zhejiang Meorient Commerce & Exhibition Inc(300795) Announcement No.: 2022014
Zhejiang Meorient Commerce & Exhibition Inc(300795)
Announcement on the resolution of the 15th 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 of the board of supervisors
Zhejiang Meorient Commerce & Exhibition Inc(300795) (hereinafter referred to as "the company") held the 15th meeting of the 4th board of supervisors by video conference on March 21, 2022. The notice of the meeting will be delivered by hand and sent by e-mail on March 11, 2022. The meeting was presided over by Ms. Zhang Minqing, the supervisor. There were 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting. The meeting was convened and held in accordance with the company law of the people's Republic of China, the Zhejiang Meorient Commerce & Exhibition Inc(300795) articles of association, the rules of procedure of the board of supervisors and other relevant provisions, and the meeting and voting procedures were legal and effective.
2、 Deliberation at the meeting of the board of supervisors
1. Proposal on the work report of the board of supervisors in 2021
In 2021, in accordance with the provisions of the company law, relevant laws and regulations and the articles of association, and in the spirit of being responsible to all shareholders, the board of supervisors conscientiously performed the duties entrusted by relevant laws and regulations, actively and effectively carried out work, supervised the legal operation of the company and the legality and compliance of the duties performed by the senior managers of the company, and safeguarded the legitimate rights and interests of the company and shareholders.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
During the reporting period, the company achieved an operating revenue of 181640900 yuan, a year-on-year increase of 92.51%; The operating income after deduction was 181640900 yuan, a year-on-year increase of 92.51%; The total profit was -680813 million yuan, a year-on-year increase of 16.74%; After deducting non recurring profits and losses, the net profit attributable to common shareholders of the company was -535309 million yuan, a year-on-year increase of 14.53%; The total assets of the company were 5228834 million yuan, a year-on-year decrease of 1.45%; The owner's equity attributable to the shareholders of the listed company was 383969100 yuan, a year-on-year decrease of 11.54%.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
3. Deliberated and passed: proposal on 2021 annual audit report
After review, the board of supervisors believes that the financial situation of the company in 2021 has been audited by Tianjian Certified Public Accountants (special general partnership) and has issued a standard unqualified audit report, which truly, objectively, accurately and fairly reflects the actual situation of the company in 2021, and there are no false and erroneous records or omissions.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
4. Deliberated and passed: proposal on 2021 annual report and its summary
During the reporting period, the company operated in strict accordance with the company law, securities law, Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020), Shenzhen Stock Exchange listed companies self regulatory guidelines No. 2 - standardized operation of GEM listed companies and other laws, regulations and normative documents. The board of supervisors believes that the company's 2021 annual report and its summary objectively and truly reflect the company's financial situation and operating results.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
5. Deliberated and passed: proposal on the company's profit distribution plan in 2021
After deliberation, the board of supervisors considered that the 2021 profit distribution plan proposed by the company was in line with the profit distribution policy in the articles of association of the company, the deliberation procedures were legal and compliant, and the information disclosure about the cash dividend policy and its implementation was true, accurate and complete, and agreed to the 2021 profit distribution plan.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
6. Deliberated and passed: after deliberation, the board of supervisors held that the company's use of idle raised funds to purchase principal guaranteed financial products with high safety and good liquidity is conducive to improving the use efficiency of the company's raised funds and increasing economic benefits. The use of idle raised funds for cash management this time will not affect the normal use of raised funds, the normal development of investment projects with raised funds, the use of raised funds in a disguised manner, or the interests of the company and minority shareholders, which is in line with the relevant provisions of the CSRC and Shenzhen stock exchange.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
7. Deliberated and passed: proposal on the special report on the annual storage and use of raised funds
The company has prepared a special report on the use of raised funds in 2021 in accordance with the relevant provisions of Shenzhen Stock Exchange gem stock listing rules (revised in December 2020), Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 - standardized operation of GEM listed companies, and listed company regulatory guidelines No. 2 - regulatory requirements for the management and use of raised funds by listed companies.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
8. Deliberated and passed: proposal on self-evaluation report of internal control in 2021
According to the provisions of the basic norms of enterprise internal control and its supporting guidelines and other internal control supervision requirements, combined with the company's internal control system and evaluation methods, the company evaluated the effectiveness of the company's internal control in 2021 on the basis of daily and special supervision of internal control, and prepared the 2021 internal control self-evaluation report.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
9. Deliberated and passed: proposal on the company and its wholly-owned subsidiaries applying for comprehensive credit from banks
After review, the board of supervisors believes that the company and its subsidiaries apply for comprehensive credit from the bank this time, which is conducive to promoting the sustainable and steady development of business. The credit granting behavior complies with the provisions of relevant laws, regulations and normative documents. The company is in good operating condition and the risk is controllable. The credit application will not have an adverse impact on the normal operation and business development of the company.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
10. Deliberated and passed: proposal on renewing the appointment of accounting firms
After review, the board of supervisors believes that the re employment of the accounting firm complies with relevant laws and regulations and will not affect the audit quality of the company's accounting statements.
Relevant review procedures comply with laws and regulations and the articles of association. There is no situation that damages the interests of the company and shareholders. Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
11. Deliberated and passed: proposal on carrying out forward foreign exchange settlement and sales business
After review, the board of supervisors believes that the company's forward foreign exchange settlement and sales business is carried out around the company's daily business, with the purpose of reducing the impact of exchange rate fluctuations on the company's profits, in order to meet the needs of preserving the value of production and operation import and export business, rather than forward foreign exchange transactions for the purpose of profit. This matter complies with the requirements of relevant laws and regulations, normative documents, articles of association and relevant systems, and the review procedure is legal and effective. Therefore, we agree to all matters concerning the company's forward foreign exchange settlement and sales business.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
12. Deliberated and approved: the proposal on using idle self owned funds for cash management was deliberated by the supervisors present at the meeting, and it was agreed that the company could use idle self owned funds with a limit of no more than 200 million yuan for cash management and purchase principal guaranteed financial products with high safety and good liquidity, which would be effective within 12 months from the date of deliberation and approval by the general meeting of shareholders of the company. Within the above limit and period, the funds could be used on a rolling basis.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
13. Deliberated and approved: proposal on the actual amount of daily connected transactions in 2021 and expected daily connected transactions in 2022
After review, the board of supervisors believes that the daily related party transactions that have occurred in 2021 and are expected to occur in 2022 meet the needs of the company's normal operation and development, do not lead to the company's dependence on related parties, have no impact on the company's independence, and have no adverse impact on the company's current and future financial status and operating results. These daily related party transactions are priced at market prices, and the pricing basis is fair and reasonable, Follow the principle of fair trading in the market without harming the interests of shareholders. Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
14. Deliberated and passed: proposal on the provision for asset impairment in 2021
After review, the board of supervisors believes that the resolution procedure of the company for withdrawing asset impairment loss and credit impairment loss this time complies with relevant laws, regulations and the articles of association, has sufficient basis, complies with the accounting standards for business enterprises, the company's accounting policies and the actual situation of the company, can fairly reflect the company's asset status, and agrees to withdraw asset impairment loss and credit impairment loss this time.
Voting results: three supervisors agreed, accounting for 100% of the number of supervisors attending the meeting; 0 abstained; 0 objected.
The specific contents of the above 1-14 proposals are detailed in the company's publication on the same day on the gem information disclosure website designated by the CSRC (www.cn. Info. Com. CN.) Relevant announcements disclosed on.
3、 Documents for future reference
1. Resolution of the 15th meeting of the 4th board of supervisors.
It is hereby announced!
Zhejiang Meorient Commerce & Exhibition Inc(300795) board of supervisors March 23, 2022
