Securities code: Shenyang Yuanda Intellectual Industry Group Co.Ltd(002689) securities abbreviation: Shenyang Yuanda Intellectual Industry Group Co.Ltd(002689) Announcement No.: 2022015 Shenyang Yuanda Intellectual Industry Group Co.Ltd(002689)
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.
1、 Meetings of the board of supervisors
Shenyang Yuanda Intellectual Industry Group Co.Ltd(002689) (hereinafter referred to as "the company") sent the notice of convening the 13th meeting of the 4th board of supervisors to the supervisors of the company by telephone and email on April 1, 2022. On April 12, 2022, the meeting of the board of supervisors was held by means of on-site communication. The board of supervisors should have 3 supervisors and actually 3 supervisors. The meeting was presided over by Mr. Yang Jiangang, chairman of the board of supervisors. The convening and voting procedures of this meeting comply with the company law, the articles of association and other relevant provisions.
2、 Deliberation at the meeting of the board of supervisors
After full discussion and deliberation by the attending supervisors, the following resolutions are reached:
1. The proposal on the work report of the board of supervisors in 2021 was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention;
See the website of Shenzhen stock exchange for the work report of the board of supervisors in 2021（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. )。
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2. The proposal on the full text and summary of the 2021 annual report was considered and adopted by 3 votes in favor, 0 against and 0 abstention;
After verification, the board of supervisors believes that the procedures for the board of directors to prepare and review the company's 2021 annual report comply with laws, administrative regulations and the provisions of the CSRC, and the contents of the report truly, accurately and completely reflect the actual situation of the company, without any false records, misleading statements or major omissions.
See the website of Shenzhen stock exchange for the full text of 2021 annual report（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. )。
Please refer to the website of Shenzhen stock exchange for details of the summary of 2021 annual report（ http://www.szse.cn. ）And the media that meet the requirements of the CSRC, such as securities times, China Securities News and cninfo（ http://www.cn.info.com.cn. ）。
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3. The proposal on the 2021 annual financial statement was deliberated and adopted with 3 affirmative votes, 0 negative votes and 0 abstention;
The board of supervisors believes that the financial statement of 2021 truly, objectively and accurately reflects the financial situation and operating results of the company during the reporting period.
See the website of Shenzhen stock exchange for details of 2021 annual financial statement report（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. )。
This proposal shall be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4. The proposal on the 2021 annual audit report was deliberated and adopted with 3 affirmative votes, 0 negative votes and 0 abstention;
For details of the 2021 annual audit report, please refer to the website of Shenzhen Stock Exchange（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. )。
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
5. The proposal on the plan for profit distribution and conversion of capital reserve into share capital in 2021 was considered and adopted by 3 votes in favor, 0 against and 0 abstention;
After careful deliberation, we believe that the profit distribution plan for this year made by the board of directors is in line with the current operation status of the company, objective, fair, legal and compliant, can effectively take into account the long-term interests of shareholders, and is conducive to the sound and healthy development of the company. The board of supervisors agreed to this profit distribution plan.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
6. The proposal on the self-evaluation report on internal control in 2021 was considered and adopted by 3 votes in favor, 0 against and 0 abstention;
After review, the board of supervisors believes that: according to the relevant provisions of the CSRC and Shenzhen Stock Exchange, combined with the actual situation of the company, the board of directors of the company has established a relatively perfect internal control system, and the internal audit department and personnel of the company are in place, which can ensure the implementation and supervision of the company's internal control and effectively ensure the standardized management and operation of the company. During the reporting period, all management decisions of the company were implemented in strict accordance with relevant systems, and there was no violation of the guidelines on internal control of listed companies and the company's internal control system of Shenzhen Stock Exchange. The self-evaluation of the company's internal control comprehensively, truly and accurately reflected the actual situation of the company's internal control.
See the website of Shenzhen stock exchange for details of the 2021 internal control self evaluation report（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. ）。
7. The proposal on special explanation on the occupation of funds by controlling shareholders and other related parties was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention;
After review, the board of supervisors believes that the capital transactions between the company and other related parties in 2021 are normal operating capital transactions, and there is no abnormal occupation of the company's funds by controlling shareholders and other related parties; There is no guarantee for the controlling shareholder and other related parties, any unincorporated unit or individual; There are no circumstances that harm the interests of the company and other shareholders.
See the website of Shenzhen stock exchange for the special instructions on the occupation of funds by Shenyang Yuanda Intellectual Industry Group Co.Ltd(002689) controlling shareholders and other related parties（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. ）。
8. The proposal on the company's application for credit line from the bank was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention;
In order to ensure the funds required for the company's daily operation and business development, actively broaden the fund channels, optimize the financial structure and supplement the working capital, the company plans to apply for a comprehensive credit line of 195 million yuan from China Construction Bank Corporation(601939) Shenyang Shenhe sub branch, a comprehensive credit line of 200 million yuan from Agricultural Bank Of China Limited(601288) Shenyang Sujiatun sub branch, and a comprehensive credit line of 20 million yuan from Shenyang Shenhe sub branch of Guangdong Development Bank Co., Ltd It is proposed to apply for a comprehensive credit line of 50 million yuan from China Merchants Bank Co.Ltd(600036) Shenyang Branch Jinye sub branch, and the total credit line applied by the company from the above banks is 465 million yuan.
Business types involved in applying for credit line from banks: loans, bank acceptance bills, letter of guarantee, forward foreign exchange settlement and sales, letter of credit, trade financing and other business types. The term is one year.
The above credit line shall be subject to the credit line actually approved by each bank.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
9. With 2 affirmative votes, 0 negative votes and 0 abstention, the proposal on providing guarantee and related party transactions for the company's application for comprehensive credit line from the bank was deliberated and adopted;
Mr. Yang Jiangang, a related supervisor, avoided voting.
After verification, the board of supervisors believes that the decision-making procedures of the company's related party transactions are legal and effective; The pricing principle was fair, no damage was found to the interests of the company and shareholders, and the related directors Mr. Kang Baohua and Mr. Wang Hao avoided the voting of the proposal.
See the website of Shenzhen stock exchange for the announcement on the controlling shareholder providing guarantee and related party transactions for the company's application for comprehensive credit line from the bank（ http://www.szse.cn. ）And the media that meet the requirements of the CSRC, such as securities times, China Securities News and cninfo（ http://www.cn.info.com.cn. ）。 This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
10. With 3 affirmative votes, 0 negative votes and 0 abstention, the proposal on renewing the appointment of the company's audit institution in 2022 was deliberated and adopted;
The board of supervisors believes that in view of the stable team of China audit China Certified Public Accountants (special general partnership) providing audit services for the company and having a relatively detailed and comprehensive understanding of the company's situation, it can carry out the audit work in strict accordance with the accounting standards for business enterprises and the auditing standards for Chinese Certified Public Accountants in the audit process of the 2021 annual audit report, and better complete the audit work of the 2021 annual audit report of the company, Agree to renew the appointment of zhongshenhua Certified Public Accountants (special general partnership) as the company's audit institution in 2022.
See the website of Shenzhen stock exchange for details of the announcement on the proposed reappointment of audit institutions in 2022（ http://www.szse.cn. ）And the media that meet the requirements of the CSRC, such as securities times, China Securities News and cninfo（ http://www.cn.info.com.cn. ）。
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
11. The proposal on the company's dividend return planning for shareholders in the next three years (20222024) was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention;
The board of supervisors believes that in order to improve and improve the company's dividend decision-making and supervision mechanism, further clarify the reasonable investment return of the company to investors, increase the transparency and operability of profit distribution decision-making, and comprehensively consider factors such as enterprise profitability, business development planning, shareholder return, social capital cost and external financing environment, according to the notice on further implementing matters related to cash dividends of listed companies According to the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies, the articles of association and other relevant documents, the board of directors of the company has formulated the plan for shareholders' dividend return in the next three years (20222024).
See the website of Shenzhen stock exchange for details of the dividend return plan for shareholders in the next three years (20222024)（ http://www.szse.cn. ）And the media that meet the requirements of the CSRC, such as securities times, China Securities News and cninfo（ http://www.cn.info.com.cn. ）。
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
12. The proposal on the use of self owned idle funds for investment and financial management was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention;
The board of supervisors believes that: on the premise of ensuring the capital demand for daily production and operation and effectively controlling risks, the company uses its own idle funds of no more than (including) 50 million yuan for investment and financial management, which is conducive to improving the use efficiency of the company's own funds and increasing the income of the company's own funds, and will not adversely affect the company's production and operation, nor damage the interests of the company's shareholders, especially the minority shareholders, Agree to use its own idle funds for securities investment.
See the website of Shenzhen stock exchange for details of the announcement on using its own idle funds for investment and wealth management（ http://www.szse.cn. ）And the media that meet the requirements of the CSRC, such as securities times, China Securities News and cninfo（ http://www.cn.info.com.cn. ）。
13. The meeting deliberated the proposal on the remuneration and allowance of the company's supervisors in 2022;
According to the articles of association, rules of procedure of the board of supervisors and other relevant systems of the company, combined with the actual situation of the company's business scale and with reference to the salary level of the industry, the salary (allowance) performance plan of supervisors in 2022 is proposed as follows: the salary of supervisors of the company consists of basic salary, performance and bonus, which is based on the labor contract signed between themselves and the company and according to different positions, It is determined according to the overall salary and assessment system of the company, and its salary will not be re verified and job allowance will not be received. In 2022, the basic salary of supervisors will be paid on an average monthly basis, and the part of performance bonus assessed on a monthly basis can be paid in full or in part on a monthly basis; The part assessed according to the annual performance shall be distributed after the year-end assessment. The above salaries are pre tax amounts, and the personal income tax involved is uniformly withheld and paid by the company; The company can adjust according to the industry situation and actual operation;
All supervisors abstained from voting on this proposal, which will be directly submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
14. The meeting deliberated the proposal on the proposed purchase of directors, supervisors and senior managers' liability insurance.
See the website of Shenzhen stock exchange for details of the announcement on the proposed purchase of directors, supervisors and senior managers' liability insurance（ http://www.szse.cn. ）And the media that meet the requirements of the CSRC, such as securities times, China Securities News and cninfo（ http://www.cn.info.com.cn. ）。
The proposal will be submitted to the 2021 annual general meeting of the company for deliberation and withdrawal by all supervisors.
It is hereby announced.
Shenyang Yuanda Intellectual Industry Group Co.Ltd(002689) board of supervisors April 12, 2022
