Securities code: Gemac Engineering Machinery Co.Ltd(301048) securities abbreviation: Gemac Engineering Machinery Co.Ltd(301048) Announcement No.: 2022013 Gemac Engineering Machinery Co.Ltd(301048)
Announcement of resolutions of the 7th Meeting of the first board of supervisors
The board of supervisors does not guarantee the truthfulness, completeness or misleading of the information disclosed by the board of supervisors.
Gemac Engineering Machinery Co.Ltd(301048) (hereinafter referred to as “the company”) sent the notice of meeting by telephone, in writing and e-mail on March 24, 2022. On April 6, 2022, the 7th Meeting of the first board of supervisors was held in Gemac Engineering Machinery Co.Ltd(301048) conference room, No. 6, Xinhua Road, Fancheng District, Xiangyang City, Hubei Province in the form of on-site meeting, and the resolution of the board of supervisors was made. The meeting of the board of supervisors was convened and presided over by Mr. Wang shuqun, chairman of the board of supervisors of the company. Cui Jun, Secretary of the board of directors, attended the meeting as nonvoting delegates, which was in line with the provisions of the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange gem, the guidelines for the standardized operation of companies listed on Shenzhen Stock Exchange gem, the articles of association and other laws and regulations. 1、 The meeting deliberated and adopted the proposal on the work report of the board of supervisors in 2021
In 2021, in accordance with the company law, the articles of association, the rules of procedure of the board of supervisors and relevant laws and regulations, the board of supervisors of the company earnestly performed its supervision duties and exercised its supervision and inspection functions on the company’s legal operation, financial management and related party transactions. The board of supervisors of the company played its due role in safeguarding the overall interests of the company, the legitimate rights and interests of shareholders and establishing and perfecting the corporate governance structure. The board of supervisors believes that the directors and other senior executives of the company can fulfill their duties, earnestly implement the resolutions of the board of directors and the general meeting of shareholders, and do not violate laws and regulations, the articles of association or damage the interests of the company.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Disclosed the work report of the board of supervisors in 2021.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
2、 The meeting deliberated and adopted the proposal on the company’s 2021 annual financial statement report
After review, the board of supervisors believes that the company’s 2021 financial statement objectively and truly reflects the company’s financial situation and operating results in 2021.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Relevant contents of “section x financial report” of the 2021 annual report disclosed.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
3、 The meeting deliberated and adopted the proposal on the company’s 2022 annual financial budget report
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Disclosed financial budget report for 2022.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
4、 The meeting deliberated and adopted the proposal on the profit distribution plan for 2021
After review, the board of supervisors believes that on the premise of ensuring the normal operation of the company, in order to better take into account the interests of shareholders and enable all shareholders to share the company’s operating results, the profit distribution plan for 2021 proposed by the company matches the growth of the company’s performance, complies with the provisions of the company law and the articles of association, and has legitimacy and compliance.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Announcement on 2021 profit distribution plan disclosed by the company.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
5、 The meeting deliberated and adopted the proposal on the occupation of the company’s funds and external guarantees by the controlling shareholders and other related parties. After examination, the board of supervisors held that the controlling shareholders and other related parties of the company did not occupy the company’s funds for non-profit, nor did they occupy the company’s funds for non-profit from the previous year until the end of 2021, There is no situation that affects the independence of the company in a disguised form. In the process of operation and management, the company effectively eliminates the occupation of non operating funds by controlling shareholders and other related parties, and maintains its independence. In 2021, the company had no external guarantee, no illegal guarantee, and no illegal guarantee accumulated from previous years to December 31, 2021.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Special instructions on occupation of non operating funds and other related capital transactions in 2021 disclosed by the company.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
6、 The meeting deliberated and approved the proposal on the special report on the deposit and actual use of the company’s raised funds in 2021
After review, the board of supervisors held that in 2021, the company managed the special account for raised funds in strict accordance with the company law, securities law, Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange GEM listed companies standardized operation guidelines and other laws and regulations, as well as the company’s raised funds management system and other provisions and requirements, and performed relevant information disclosure in a timely, true, accurate and complete manner, The deposit and use of the company’s raised funds are legal and compliant, and there is no situation that changes the investment direction of the raised funds in a disguised form and damages the interests of the company and all shareholders.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Special report on the deposit and actual use of raised funds in 2021 disclosed.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
7、 The meeting deliberated and adopted the proposal on the implementation of daily connected transactions in 2021 and the forecast of daily connected transactions in 2022
After review, the board of supervisors believes that the transactions between the company and its subsidiaries and related parties are based on normal business transactions, meet the needs of their daily business activities and belong to the normal business scope of the company. The transactions between the company and related parties follow the principles of good faith, fairness and impartiality, the transaction pricing is true and fair, and there is no behavior damaging the interests of the company and all shareholders.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day The announcement on the confirmation of the company’s daily connected transactions in 2021 and the prediction of daily connected transactions in 2022 disclosed.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
8、 The meeting deliberated and adopted the proposal on retroactive adjustment of enterprise merger under the same control
After review, the board of supervisors believes that the company has sufficient basis for the relevant financial statement data in the early stage of the retroactive adjustment of the business combination under the same control, which is in line with the accounting standards for business enterprises issued by the state and its relevant guidelines, interpretations and the company’s accounting policies. The retroactively adjusted financial statement objectively and truly reflects the company’s financial situation and does not damage the legitimate rights and interests of the company and all shareholders.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Announcement on retroactive adjustment of business combination under the same control.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
9、 The meeting deliberated and adopted the proposal on the self-evaluation report of the company’s internal control in 2021
After review, the board of supervisors believes that the company has maintained effective internal control in all major aspects in accordance with the requirements of the enterprise’s internal control standard system and relevant regulations, and established a relatively complete, reasonable and effective internal control system in all aspects, which has been effectively implemented.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Self evaluation report on internal control in 2021 disclosed.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
10、 The meeting deliberated and adopted the proposal on renewing the appointment of audit institutions in 2022
After deliberation, the board of supervisors of the company agreed to renew the appointment of Ernst & Young Huaming Certified Public Accountants (special general partnership) as the audit institution of the company in 2022.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Announcement on reappointment of audit institutions in 2022 disclosed.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
11、 The meeting deliberated and adopted the proposal on the remuneration of directors, supervisors and senior managers of the company in 2022
After review, the board of supervisors of the company agreed to the proposal on the remuneration of directors, supervisors and senior managers of the company in 2022.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
12、 The meeting deliberated and adopted the proposal on Gemac Engineering Machinery Co.Ltd(301048) principal’s business performance assessment measures
After review, the board of supervisors of the company agreed to the proposal on Gemac Engineering Machinery Co.Ltd(301048) principal’s business performance assessment measures.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
13、 The meeting deliberated and adopted the proposal on the annual report and summary of the company in 2021
After review, the board of supervisors believes that the preparation and review procedures of the full text and summary of the company’s 2021 annual report comply with laws, administrative regulations and the provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual situation of the company, and there are no false records, misleading statements or major omissions.
For details, please refer to the company’s website http://www.cn.info.com.cn on the same day Disclosed annual report of 2021 and summary of annual report of 2021.
Voting results: 3 in favor, 0 against and 0 abstention. The proposal was considered and adopted.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
14、 Documents for future reference
1. The resolution of the board of supervisors signed by the attending supervisors;
2. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Gemac Engineering Machinery Co.Ltd(301048) board of supervisors April 6, 2022
