Stock Code: Estun Automation Co.Ltd(002747) stock abbreviation: Estun Automation Co.Ltd(002747) Announcement No.: 2022013 Estun Automation Co.Ltd(002747)
Announcement of resolutions of the 13th 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.
Estun Automation Co.Ltd(002747) (hereinafter referred to as "the company") the notice of the 13th meeting of the 4th board of supervisors was sent by telephone and e-mail on March 26, 2022. The meeting was held in the conference room at No. 1888 Jiyin Avenue, Jiangning District, Nanjing (Jiangning Development Zone) on March 31, 20221 by partial on-site and partial communication voting. The meeting was presided over by Ms. Gu Xiaoxia, chairman of the board of supervisors. There were 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting. The meeting was held in accordance with the provisions of the company law, relevant laws and regulations and the articles of association. After deliberation, the following proposals were passed one by one:
1、 Deliberated and passed the proposal on Amending the rules of procedure of the board of supervisors
In accordance with the current company law of the people's Republic of China, the securities law of the people's Republic of China, the standards for the governance of listed companies, the revised rules for the listing of shares of Shenzhen Stock Exchange (revised in 2022), the guidelines for self discipline supervision of listed companies of Shenzhen stock exchange No. 1 - standardized operation of listed companies on the main board and other laws and administrative regulations issued by Shenzhen Stock Exchange in January 2022 The following provisions of the rules of procedure of the board of supervisors of the company have been revised according to the provisions of departmental rules, normative documents and the articles of association:
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Preface original clause revised clause
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Article 1 Purpose
Article 1 the purpose is to further standardize the discussion methods, table discussion methods and voting procedures of the board of supervisors of Estun Automation Co.Ltd(002747) Co., Ltd. (hereinafter referred to as the "company") and promote the decision-making procedures of supervisors and supervisors, Urge the supervisors and the board of supervisors to effectively perform their supervisory duties, improve the responsibilities of corporate legal persons and improve the corporate governance structure. According to the corporate governance structure of the people's Republic of China, the company law of the people's Republic of China, the governance standards of listed companies, the Shenzhen law, the governance standards of listed companies and the stock listing rules of Shenzhen Stock Exchange The provisions of laws and regulations such as the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the No. 1 normative document of the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange, Nanjing Estun Automation Co.Ltd(002747) Automation Co., Ltd. - the standardized operation of listed companies on the main board (hereinafter referred to as the "articles of association"), regulations These rules are formulated in accordance with the provisions of normative documents and Nanjing Estun Automation Co.Ltd(002747) automatic formulation of these rules. These rules are formulated in accordance with the articles of association of Sinochem Co., Ltd. (hereinafter referred to as the "articles of association").
The revised rules of procedure of the board of supervisors are detailed in cninfo (www.cn. Info. Com. CN), the information disclosure media designated by the company.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal must be submitted to the general meeting of shareholders for deliberation.
2、 Deliberated and passed the proposal on by election of supervisors of the Fourth Board of supervisors of the company
The company recently received a written resignation application submitted by Ms. Wang Jiamin, the shareholder representative supervisor of the Fourth Board of supervisors. According to Ms. Wang Jiamin's resignation application, Ms. Wang Jiamin applied to the board of supervisors for resignation from the supervisor of the fourth session of the board of supervisors of the company due to work reasons. Ms. Wang Jiamin still works in the company after leaving her post. The resignation of Ms. Wang Jiamin will cause the number of members of the company's board of supervisors to be lower than the minimum quorum. In order to ensure the normal operation of the company's board of supervisors, the above resignation application will take effect after the company's general meeting elects new supervisors to fill their vacancies; Before that, Ms. Wang Jiamin will continue to perform the duties of supervisor of the company.
In accordance with the provisions of the company law and the articles of association, in order to ensure the normal operation of the board of supervisors of the company, the board of supervisors of the company agrees to nominate Mr. sang Zhimin as the candidate of shareholder representative supervisor of the Fourth Board of supervisors, whose term of office starts from the date of deliberation and approval by the general meeting of shareholders to the date of expiration of the term of office of the Fourth Board of supervisors. See the attachment for the resume of Mr. sang Zhimin.
For details of the announcement on the resignation of supervisors and by election of supervisors, please refer to the information disclosure media designated by the company, such as securities times, China Securities News, securities daily and cninfo (www.cn. Info. Com. CN).
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal must be submitted to the general meeting of shareholders for deliberation. Documents for future reference: 1. The resolution of the 13th meeting of the Fourth Board of supervisors of the company 2. Other documents required by Shenzhen Stock Exchange are hereby announced.
Estun Automation Co.Ltd(002747) board of supervisors
April 1, 2022
Attachment: resume
Mr. sang Zhimin, born in January 1974, Chinese nationality, without overseas permanent residency, majoring in business administration, with a master's degree. Once worked in Nanjing Jianghai Electronics Co., Ltd. While working in the company and its subsidiaries, he successively served as the deputy general manager of Nanjing Estun Automation Co.Ltd(002747) Industrial Automation Co., Ltd., the deputy general manager of Nanjing Estun Automation Co.Ltd(002747) Automatic Control Technology Co., Ltd., the deputy general manager of Nanjing ELFA Electro-hydraulic Technology Co., Ltd. and the manager of the company's quality department. He has been engaged in the management of quality control, production and operation in the company, and is now the director of the company's public relations department. As of the date of this meeting, Mr. sang Zhimin did not directly hold the company's shares, but indirectly held 0.22% equity of Nanjing Estun Automation Co.Ltd(002747) Investment Co., Ltd. through Nanjing dingzhiyun Electromechanical Technology Co., Ltd., and the shares held by Nanjing Estun Automation Co.Ltd(002747) Investment Co., Ltd. accounted for 0.86% of the total share capital of the company. It has no relationship with shareholders holding more than 5% of the company's shares, actual controllers of the company and other directors, supervisors and senior managers of the company. Mr. sang Zhimin is not in violation of Article 146 of the company law; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, and have not been involved in being placed on file for investigation by judicial organs for suspected crimes or being placed on file for inspection by the CSRC for suspected violations of laws and regulations, and there is no clear conclusion; It has not been publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market; There is no case that the CSRC has taken measures to prohibit entry into the securities market and the period has not expired; There is no situation that the stock exchange publicly determines that it is not suitable to serve as directors, supervisors and senior managers of listed companies, and the term has not expired; Mr. sang Zhimin meets the employment requirements of relevant laws, regulations and regulations such as the company law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board; After inquiry on the website of the Supreme People's court, it does not belong to the "dishonest executee".
