Securities code: Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) securities abbreviation: Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) Announcement No.: 2022016 Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738)
Announcement of the resolutions of the 18th meeting of the ninth 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.
Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) (hereinafter referred to as “the company”) the 18th meeting of the ninth board of supervisors was held on April 2, 2022 by means of on-site and communication voting. The meeting was presided over by Mr. Wu Lin, chairman of the board of supervisors. The convening and convening procedures of the meeting comply with the provisions of the company law, the securities law and the articles of association. The supervisors present at the meeting reviewed the following proposals and formed the following resolutions:
1、 Deliberated and passed the proposal on the work report of the board of supervisors in 2021
The supervisors participating in the voting at the meeting deliberated and adopted the proposal on the work report of the board of supervisors in 2021 by 5 votes in favor, 0 against and 0 abstention, agreed with the contents of the work report of the board of supervisors in 2021, and submitted it to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 The proposal on the company’s profit distribution plan for 2021 was reviewed and approved
The supervisors participating in the meeting approved the proposal on the company’s profit distribution plan for 2021 with 5 votes in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that the company’s profit distribution plan for 2021 is in line with the actual situation of the company’s operation and development and the future development plan, and in line with the relevant provisions of the notice on further implementing the matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the articles of association and the plan for shareholders’ dividend returns in the next three years (20212023), There is no situation that damages the interests of the company and other shareholders.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
3、 The proposal on the annual report and summary of the company in 2021 was deliberated and adopted
The supervisors voting at the meeting deliberated and adopted the proposal on the company’s 2021 annual report and summary with 5 votes in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that the annual report and review procedures for 2021 prepared by the board of directors of the company comply with laws, administrative regulations and relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange; The contents of the company’s 2021 annual report can truly, accurately and completely reflect the actual situation of the company, and there are no false records, misleading statements or major omissions; During the preparation and review of the annual report, no participant was found to have violated the confidentiality provisions.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
4、 The proposal on the expected new comprehensive credit line and external guarantee line of the company and its subsidiaries was deliberated and adopted
The supervisors participating in the voting at the meeting deliberated and adopted the proposal on the expected new comprehensive credit line and external guarantee line of the company and its subsidiaries with 5 votes in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that the prediction and authorization of the company’s new comprehensive credit and external guarantee comply with the relevant provisions of the stock listing rules of Shanghai Stock Exchange, the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 – standardized operation, the regulatory guidelines for listed companies No. 8 – regulatory requirements for capital exchanges and external guarantees of listed companies and the articles of association, In line with the daily operation needs of the company and its subsidiaries, it is conducive to ensuring the stable development of the company, improving the operation efficiency of the company, with controllable risks and no damage to the interests of the company and other shareholders.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
5、 Deliberated and passed the proposal on the renewal of the company’s audit institution
The supervisors voting at the meeting deliberated and adopted the proposal on the renewal of the company’s audit institution with 5 votes in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that Tianjian Certified Public Accountants (special general partnership) has the corresponding professional qualification and competence, has rich experience and professional quality in the audit work of listed companies, has been diligent and conscientious during his tenure as the company’s audit institution, has better performed the responsibilities and obligations agreed by both parties, has fairly and reasonably expressed independent audit opinions, and the audit opinions issued for the company can be objective, fair and reasonable Truly reflect the company’s financial situation, operating results and the effectiveness of internal control. The procedure of appointing the audit institution this time complies with the relevant provisions of the company law and the articles of association. It is agreed that the company will continue to appoint Tianjian Certified Public Accountants (special general partnership) as the audit institution of the company in 2022 to be responsible for the audit of the company’s financial report and internal control in 2022.
This proposal still needs to be considered by the company’s 2021 annual general meeting of shareholders.
6、 The proposal on the self-evaluation report of the company’s internal control in 2021 was deliberated and adopted
The supervisors participating in the voting at the meeting deliberated and adopted the proposal on the company’s 2021 annual internal control self-evaluation report with 5 votes in favor, 0 against and 0 abstention.
After review, the board of supervisors held that: according to the relevant requirements of China Securities Regulatory Commission and Shanghai Stock Exchange, combined with the specific changes of internal and external environment, the company has continuously improved the corporate governance structure, continuously improved the internal control system, standardized and effective internal control over holding subsidiaries, related party transactions, prevention of capital occupation, external guarantee, major investment and information disclosure, and ensured the normal operation and management of the company. Therefore, we believe that the evaluation report on the effectiveness of the company’s internal control comprehensively, objectively and truly reflects the actual situation of the construction and operation of the company’s internal control system.
7、 Deliberated and adopted the proposal on Amending the rules of procedure of the board of supervisors
The supervisors participating in the meeting approved the proposal on Amending the rules of procedure of the board of supervisors with 5 votes in favor, 0 against and 0 abstention. They agreed to amend the rules of procedure of the board of supervisors and submitted them to the 2021 annual general meeting of shareholders of the company for deliberation.
8、 Deliberated and passed the proposal on the remuneration of supervisors of the company
The supervisors participating in the voting at the meeting deliberated and adopted the proposal on the remuneration of the company’s supervisors with 5 votes in favor, 0 against and 0 abstention, agreed to the remuneration plan of the company’s supervisors, and submitted it to the company’s 2021 annual general meeting for deliberation.
It is hereby announced.
Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) board of supervisors April 7, 2022
