Stock abbreviation: Zhejiang Hisun Pharmaceutical Co.Ltd(600267) Stock Code: Zhejiang Hisun Pharmaceutical Co.Ltd(600267) Announcement No.: Lin 202234 bond abbreviation: Haizheng fixed transfer bond Code: 110813
Zhejiang Hisun Pharmaceutical Co.Ltd(600267)
Announcement on the resolutions of the 25th meeting of the 8th board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Zhejiang Hisun Pharmaceutical Co.Ltd(600267) (hereinafter referred to as "the company") the 25th meeting of the 8th board of supervisors was held in the conference room of Taizhou Jiaojiang company on March 25, 2022 in the form of on-site and video. There are 3 supervisors who should attend the meeting and 3 supervisors who personally attend the meeting. The meeting complies with the provisions of the company law and the articles of association and is legal and effective. The meeting was presided over by Mr. Yu shunbing, chairman of the board of supervisors. After deliberation and discussion by the participating supervisors, the following resolutions were made at the meeting:
1、 Deliberated and adopted the work report of the board of supervisors in 2021;
3 in favor, 0 against and 0 abstention.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 Deliberated and adopted the financial final accounts report of 2021 and the financial budget report of 2022;
3 in favor, 0 against and 0 abstention.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 Deliberated and approved the profit distribution plan for 2021;
3 in favor, 0 against and 0 abstention.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, see Zhejiang Hisun Pharmaceutical Co.Ltd(600267) announcement on profit distribution plan for 2021, which has been published in China Securities Journal, Shanghai Securities News, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 29, 2022 Come on.
4、 Deliberated and adopted the 2021 annual report and summary;
According to relevant regulations, the board of supervisors reviewed the annual report of 2021, and the review opinions are as follows:
1. The preparation and review procedures of the company's 2021 annual report comply with laws and regulations, the articles of association and various provisions of the company's internal management system;
2. The content and format of the company's 2021 annual report comply with the relevant provisions of the CSRC and the stock exchange, and the information contained truly reflects the company's business management and financial status in all aspects;
3. Before putting forward this opinion, the board of supervisors of the company did not find that the personnel involved in the preparation and deliberation of the annual report had violated the confidentiality provisions.
3 in favor, 0 against and 0 abstention.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
See the website of Shanghai Stock Exchange (www.sse. Com. CN.) for the full text and abstract of the annual report, The summary of the annual report was also published in China Securities News, Shanghai Securities News and securities times on March 29, 2022. 5、 Deliberated and passed the proposal on the prediction of daily connected transactions in 2022;
The board of supervisors believes that the related party transactions between the company and related parties are normal business transactions in daily production and operation activities, the main contents of the relevant agreements follow the fair and reasonable market principle, there is no damage to the interests of the company and all shareholders, and the decision-making procedures of various related party transactions comply with relevant regulations.
3 in favor, 0 against and 0 abstention.
For details, see Zhejiang Hisun Pharmaceutical Co.Ltd(600267) announcement on the forecast of daily connected transactions in 2022, which has been published in China Securities Journal, Shanghai Securities News, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 29, 2022 Come on.
6、 Review and approval of the company's annual special fund deposit and actual use report; The board of supervisors believes that the deposit and actual use of the company's raised funds in 2021 comply with the relevant laws and regulations of China Securities Regulatory Commission and Shanghai Stock Exchange and the provisions of the company's measures for the administration of raised funds.
3 in favor, 0 against and 0 abstention.
For details, see Zhejiang Hisun Pharmaceutical Co.Ltd(600267) the special report on the annual deposit and actual use of the company's raised funds, which has been published in China Securities News, Shanghai Securities News, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 29, 2022 Come on.
7、 Deliberated and passed the proposal on closing projects invested with raised funds and permanently replenishing the surplus raised funds with working capital;
The board of supervisors believes that the company will close the investment projects of the funds raised by non-public offering of shares in 2013 and permanently supplement the surplus funds raised to the working capital, which is conducive to improving the use efficiency of the raised funds, improving the cash flow situation of the company, effectively reducing the financial expenses, will not have a significant impact on the normal production and operation of the company, and is in line with the interests of the company and all shareholders. The deliberation procedures of this matter comply with the provisions of relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies of China Securities Regulatory Commission, the guidelines for the self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 - standardized operation of Shanghai Stock Exchange, and the measures for the management of raised funds of the company, There is no change or disguised change in the investment direction of the raised funds and damage to the interests of shareholders.
It is agreed that the company will close the raised investment projects and permanently supplement the working capital with the balance of 1133379 million yuan and its fruits (the amount ultimately used for permanent supplementary flow shall be subject to the actual transfer out amount).
3 in favor, 0 against and 0 abstention.
For details, see Zhejiang Hisun Pharmaceutical Co.Ltd(600267) announcement on closing projects invested by raising funds and permanently replenishing working capital with the surplus raised funds, which has been published in China Securities News, Shanghai Securities News, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 29, 2022 Come on.
8、 Deliberated and adopted the 2021 internal control evaluation report;
After review by all supervisors, the board of supervisors believes that the company has established a relatively perfect internal control system, which meets the requirements of relevant national laws and regulations and the actual needs of the company's production and operation management, and can be effectively implemented. The establishment of the system has played a good role in risk prevention and control in all links of the company's operation and management, and the self-evaluation report of the board of directors on the company's internal control is true It objectively reflects the construction and operation of the company's internal control system.
3 in favor, 0 against and 0 abstention.
9、 Deliberated and adopted the 2021 social responsibility report;
3 in favor, 0 against and 0 abstention.
The company's internal control evaluation report of Zhejiang Hisun Pharmaceutical Co.Ltd(600267) 2021 and the social responsibility report of Zhejiang Zhejiang Hisun Pharmaceutical Co.Ltd(600267) Co., Ltd. in 2021 were published on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 29, 2022 Come on.
10、 Deliberated and passed the proposal on repurchase and cancellation of some restricted shares of the company's restricted stock incentive plan in 2021;
In 2021, the restricted stock incentive plan of the company granted the incentive objects Su Yinyang, Zhao Sheng, Dou Le, Liao Wei, Jiang Nan, Tang Yaping, Yan Wei, Jiang danyan, Niu Kejia, Wang Minmin, LAN Qian, Meng Qianni, Wu Jie, Cai yunyun, sun Jiazhi and Yang chenjie for the first time, so they no longer have the qualification of equity incentive.
In accordance with the company law, the measures for the administration of equity incentive of listed companies and other laws, regulations and normative documents, as well as the relevant provisions of the articles of association, the 6 Dongjiang Environmental Company Limited(002672) 021 restricted stock incentive plan and the authorization of the second extraordinary general meeting of shareholders of the company in 2021, The company decided to use its own funds to repurchase and cancel 476000 restricted shares held by the above 16 resignation incentive objects that have been granted but have not been lifted, and the repurchase price is 8.74 yuan / share.
The repurchase and cancellation of some restricted shares has fulfilled the corresponding decision-making procedures, which will not have a material impact on the company's financial status and operating results, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders.
For details, please refer to Zhejiang Hisun Pharmaceutical Co.Ltd(600267) the announcement on repurchasing and cancelling the restricted shares granted to some incentive objects but not yet lifted, which has been published in China Securities Journal, Shanghai Securities Journal, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 29, 2022 Come on. 11、 Deliberated and adopted the proposal on the change of the eighth board of supervisors;
The term of office of the eighth board of supervisors of the company will expire in May 2022. In order to ensure the normal performance of duties by the board of supervisors, in accordance with the relevant provisions on the appointment of supervisors in the company law and the articles of association, the board of supervisors hereby nominates the following persons as candidates for the new board of supervisors:
Zheng Huaping and Jin Junli are nominated as candidates for supervisors of the ninth board of supervisors, and Yu shunbing is elected as the employee representative supervisor by the employee congress.
The ninth board of supervisors of the company consists of three members, including one employee representative supervisor. The resume of supervisor candidates is attached.
3 in favor, 0 against and 0 abstention.
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. It is hereby announced.
Zhejiang Hisun Pharmaceutical Co.Ltd(600267) board of supervisors March 29, 2002 Annex: resume of supervisor candidates of the ninth board of supervisors
Yu shunbing: male, born in April 1963, master, engineer. He has successively served as a director, assistant to the general manager and vice president of the company. He is currently the chairman of the board of supervisors, the general manager of Zhejiang Hisun Pharmaceutical Co.Ltd(600267) (Hangzhou) Co., Ltd. and the chairman of Hangzhou Xinyuan Thermal Power Co., Ltd.
Zheng Huaping: female, born in July 1987, bachelor degree, senior accountant. He has successively served as the employee of Shenzhen Chixiao Construction Technology Co., Ltd., the employee of Taizhou Branch of Guangdong Development Bank, and the chief financial officer appointed by Jiaojiang District State owned assets company. At present, he is the chief financial officer appointed by Taizhou Jiaojiang District State owned capital operation group Co., Ltd., and concurrently serves as the director of Taizhou social security citizen card operation Service Co., Ltd. and the executive director, legal representative and manager of Taizhou citizen card operation management center Co., Ltd.
Jin Junli: female, born in October 1980, bachelor degree, accountant. He has successively served as the director of the audit department and the deputy general manager of the Audit Department of Zhejiang International Trade Group Co., Ltd. At present, he is the general manager of the operation and Management Department of Zhejiang International Trade Group Co., Ltd. and concurrently serves as the supervisor of the company, the supervisor of Zhejiang Haizheng Group Co., Ltd. and the supervisor of Zhejiang Zhongda technology import and Export Group Co., Ltd.
