Securities code: Hc Semitek Corporation(300323) securities abbreviation: Hc Semitek Corporation(300323) Announcement No.: 2022022 Hc Semitek Corporation(300323)
Announcement of resolutions of the 8th meeting of the 5th 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
1. Hc Semitek Corporation(300323) (hereinafter referred to as "the company") the notice of the 8th meeting of the 5th board of supervisors was delivered to all supervisors by telephone and email on April 5, 2022.
2. The board of supervisors held an on-site meeting in the company's conference room on April 11, 2022. The meeting was presided over by Ms. Zhu Wenjun, chairman of the board of supervisors.
3. Three supervisors should be present at the meeting of the board of supervisors, and three actually present.
4. The meeting of the board of supervisors was held in accordance with relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberation at the meeting of the board of supervisors
1. Deliberated and adopted the proposal on the annual report of 2021 and its summary
After review, the board of supervisors believes that the procedures of the full text and summary of the 2021 annual report prepared and reviewed by the board of directors comply with laws and regulations, the provisions of the CSRC and Shenzhen Stock Exchange, and the contents of the report truly, accurately and completely reflect the actual situation of the company's operation in 2021, without any false records, misleading statements or major omissions.
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to cninfo.com.cn Relevant announcements issued on. The summary of 2021 annual report will be published in Securities Daily, securities times, China Securities News and Shanghai Securities News at the same time.
2. Deliberated and adopted the proposal on the work report of the board of supervisors in 2021
（www.cn.info.com.cn.） Relevant announcements issued on.
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3. Deliberated and passed the proposal on the financial final accounts report of 2021
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. The board of supervisors agreed to the contents of the 2021 annual financial statement report.
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to cninfo.com.cn Relevant announcements issued on.
4. Deliberated and passed the proposal on the plan for profit distribution in 2021
After review, the board of supervisors believes that the profit distribution plan for 2021 prepared by the board of directors of the company complies with the relevant provisions of the articles of association and the actual situation of the company, is conducive to the sustainable, stable and healthy development of the company, has fulfilled the necessary approval procedures, and is in line with the Listing Rules of Shenzhen Stock Exchange gem The provisions of relevant laws, regulations, normative documents and the articles of association, such as the guidelines for self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM. The board of supervisors has no objection to the company's profit distribution plan for 2021 and agrees to submit it to the company's 2021 annual general meeting for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to cninfo.com.cn Relevant announcements issued on.
5. The proposal on the renewal of the company's 2022 audit institution was deliberated and adopted
Upon review, the board of supervisors believes that Rongcheng Certified Public Accountants (special general partnership) has completed the audit of the company in 2021 in strict accordance with the requirements of relevant laws and regulations, diligently and dutifully, in accordance with the independent, objective and fair practice standards, and the audit report issued for the company objectively and fairly reflects the financial status and operating results of the company. It is agreed that the company intends to renew the appointment of Rongcheng Certified Public Accountants (special general partnership) as the company's audit institution in 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to cninfo.com.cn Relevant announcements published on.
6. Deliberated and adopted the proposal on the evaluation report on internal control in 2021
After verification, 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, operation and management, and can be effectively implemented. The establishment of the internal control system has played a good role in risk prevention and control of all links of the company's operation and management, and the evaluation report of the company's internal control is true It objectively reflects the construction and operation of the company's internal control system.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to cninfo.com.cn Relevant announcements issued on.
7. The proposal on the special report on the deposit and use of raised funds in 2021 was considered and adopted
Rongcheng Certified Public Accountants (special general partnership) issued the verification report on the actual deposit and use of raised funds in Hc Semitek Corporation(300323) 2021. After verification, the board of supervisors believes that the actual investment projects of the company's raised funds are consistent with the promised investment projects; The use of raised funds and relevant information disclosure are in line with the norms, and no behavior damaging the interests of the company and shareholders is found.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the company's http://www.cn.info.com.cn Relevant announcements issued on.
8. The proposal on purchasing liability insurance for directors, supervisors and senior managers of the company was deliberated and adopted
After review, the board of supervisors believes that the company's purchase of liability insurance is conducive to the company's improvement of risk management system, promoting the full performance of duties of directors, supervisors and senior managers, reducing the company's operational risks and protecting the interests of investors.
All supervisors of the company have avoided voting on this proposal, which is directly submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 0 in favor, 0 against, 0 abstained and 3 avoided.
For details, please refer to cninfo.com.cn Relevant announcements published on.
9. The proposal on requesting the general meeting of shareholders to extend the validity period of the financial service agreement and related party transactions signed between the company and Zhuhai HUAFA Group Finance Co., Ltd. was deliberated and adopted
After deliberation, the board of supervisors held that: in view of the expiration of the validity period of the financial services agreement and related party transactions signed between the company and Zhuhai HUAFA Group Finance Co., Ltd., in order to ensure the continuity and effectiveness of the deposit, loan and credit matters between the company and the finance company and the smooth progress of the above transactions, The board of supervisors agreed that the board of directors of the company proposed to the general meeting of shareholders to extend the validity period of the above-mentioned relevant authorization from the expiration date to be consistent with the validity period of the financial services agreement. In addition to extending the validity period of relevant authorization matters, the original scheme on the above transactions remains unchanged.
This proposal involves connected transactions, and Ms. Sui Jing, the connected supervisor, has avoided voting.
This proposal needs to be submitted to the general meeting of shareholders for deliberation. At that time, the affiliated shareholder Zhuhai HUAFA Real Estate Investment Holding Co., Ltd. needs to avoid voting.
Voting results: 2 affirmative votes, 0 negative votes, 0 abstention votes, 1 abstention vote.
For details, please refer to cninfo.com.cn Relevant announcements published on.
10. The proposal on the continuous risk assessment report of the company's associated deposit and loan and other financial businesses with Zhuhai HUAFA Group Finance Co., Ltd. was deliberated and adopted
According to the requirements of self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 7 - transactions and related party transactions, the company has evaluated the business qualification, business and risk status of Zhuhai HUAFA Group Finance Co., Ltd. (hereinafter referred to as "finance company"), and the company believes that the finance company has legal and effective business qualification, has established a relatively complete and reasonable internal control system, and can effectively control risks, The financial company operates in strict accordance with the provisions of the measures for the administration of financial companies of enterprise groups issued by the CBRC, and all regulatory indicators meet the requirements of the measures. According to the company's understanding and evaluation of risk management, no major defects are found in the risk management of the financial company, and the risk of carrying out deposit financial service business between the company and the financial company is controllable.
This proposal involves connected transactions, and Ms. Sui Jing, the connected supervisor, has avoided voting.
Voting results: 2 affirmative votes, 0 negative votes, 0 abstention votes, 1 abstention vote.
For details, please refer to cninfo.com.cn Relevant announcements published on.
11. The proposal on Amending the rules of procedure of the board of supervisors was considered and adopted
According to the company law, Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 - standardized operation of GEM listed companies and other laws and regulations, normative documents and relevant provisions of the articles of association, and in combination with the actual situation of the company, it is proposed to revise the relevant provisions of the rules of procedure of the board of supervisors.
Voting results: 3 in favor, 0 against and 0 abstention.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to cninfo.com.cn Relevant announcements published on.
12. The proposal on reusing some idle raised funds for cash management was deliberated and adopted
After discussion among the supervisors attending the meeting, they believed that the company's re-use of some idle raised funds for cash management could improve the use efficiency and income of the company's funds, would not affect the normal development and daily operation of the company's investment projects with raised funds, and there was no damage to the interests of the company and minority shareholders. The decision-making and deliberation procedures of this matter were legal and compliant. Therefore, it is agreed that the company will use some idle raised funds for cash management again.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to cninfo.com.cn Relevant announcements published on.
3、 Documents for future reference
1. Resolution of the 8th meeting of the 5th board of supervisors.
It is hereby announced.
Hc Semitek Corporation(300323) board of supervisors April 11, 2002
