Securities code: Sunwoda Electronic Co.Ltd(300207) securities abbreviation: Sunwoda Electronic Co.Ltd(300207) Announcement No.: Xin 2022077 Sunwoda Electronic Co.Ltd(300207)
Announcement of resolutions of the 30th 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.
Sunwoda Electronic Co.Ltd(300207) (hereinafter referred to as ” Sunwoda Electronic Co.Ltd(300207) ” or “the company”) held the 30th meeting of the 5th board of supervisors in the company’s conference room on April 11, 2022. The board of supervisors should have 3 supervisors and actually 3 supervisors. The meeting was presided over by Ms. yuan Huiqiong, chairman of the board of supervisors. The meeting was convened and held in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the Sunwoda Electronic Co.Ltd(300207) articles of Association (hereinafter referred to as the “articles of association”). The meeting unanimously adopted the following resolutions: first, the proposal on reviewing the work report of the board of supervisors in 2021 was considered and adopted.
The specific contents of the company’s 2021 work report of the board of supervisors are published on the gem information disclosure website cninfo.com designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements. Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
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 review of the company’s annual report for 2021 and its summary was reviewed and adopted.
In accordance with the relevant provisions of the company law and the articles of association, the board of supervisors of the company carefully performed its duties entrusted by laws and regulations with the attitude of being responsible to all shareholders, and carefully reviewed the annual report 2021 and the summary of the annual report 2021 of the company.
After deliberation by all supervisors, it is considered that the preparation and deliberation procedures of the 2021 annual report and the summary of the 2021 annual report comply with laws and regulations, the articles of association and the company’s internal management system, the content and format of the 2021 annual report comply with the provisions of the China Securities Regulatory Commission and Shenzhen Stock Exchange, and the information disclosed truly, accurately and completely reflects the actual operation of the company, There are no false records, misleading statements or major omissions. During the review of the 2021 annual report, it was not found that the personnel involved in the preparation and review of the 2021 annual report had violated the confidentiality provisions.
The full text and abstract of the company’s 2021 annual report are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 The financial report of the company for the year 2021 was reviewed and approved.
The detailed contents of the company’s 2021 annual financial statement are published on the gem information disclosure website cninfo.com designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements. Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4、 The proposal on reviewing the company’s profit distribution plan for 2021 was reviewed and passed.
According to the audit of ShineWing Certified Public Accountants (special general partnership) (hereinafter referred to as “ShineWing”), the net profit attributable to the shareholders of the parent company in 2021 was 91565408418 yuan and the net profit of the parent company was 132415222485 yuan. According to the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other provisions, According to the principle of the lower of the distributable profit of the parent company and the distributable profit of the consolidated financial statements, plus the opening undistributed profit of 277281302151 yuan after retroactive adjustment by the accounting standards for business enterprises and relevant new regulations, after deducting the Profit Dividend of 11027295911 yuan in 2020, the company withdraws the surplus reserve of 13241522249 yuan at the proportion of 10% of the net profit of the parent company, The actual profit available for distribution at the end of the year was 344577892409 yuan.
According to the provisions of the company law and the articles of association, combined with the actual operation of the company, it is proposed to distribute cash of RMB 0.70 (tax included) for every 10 shares to all shareholders based on the total share capital of 1718957276 shares of the company on December 31, 2021, with a total of RMB 12032700932 (tax included), and the remaining undistributed profits are carried forward to the next year.
If the adjustment principle of the plan occurs in the case of equity incentive exercise, convertible bond to equity swap, share repurchase, etc. from the announcement of the plan to the implementation, the company will disclose the distribution proportion calculated according to the latest total share capital of the company in the plan implementation announcement in accordance with the principle of “the total amount of cash dividends, the total amount of bonus shares and the total amount of capital reserve converted into share capital are fixed”.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
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 provision for asset impairment in 2021 was reviewed and approved.
After deliberation, the board of supervisors of the company believes that the provision for asset impairment of the company this time conforms to the accounting standards for business enterprises and the actual situation of the company, has sufficient basis, the decision-making procedures comply with the relevant provisions of relevant laws and regulations, and objectively, truly and fairly reflects the financial status and operating results of the company. The board of supervisors agrees with the provision for asset impairment of the company this time.
The specific contents of the company’s announcement on the provision for asset impairment in 2021 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
6、 The proposal on reviewing the company’s self-evaluation report on internal control in 2021 was reviewed and adopted. After deliberation by all supervisors, the following audit opinions are issued: the company can establish a relatively perfect internal control system in accordance with relevant laws and regulations and the requirements of relevant departments, which can be effectively implemented, meet the actual needs of the current company’s production and operation, and ensure the full implementation and full realization of the company’s development strategy and business objectives.
Agree with the company’s self evaluation report on internal control in 2021.
The specific contents of the company’s self-evaluation report on internal control in 2021 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
7、 The proposal on reviewing the company’s special report on the deposit and use of raised funds in 2021 was reviewed and adopted.
The specific contents of the company’s special report on the deposit and use of raised funds in 2021 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
8、 The proposal on providing guarantee for subsidiaries was deliberated and adopted.
The specific contents of the company’s announcement on providing guarantees for subsidiaries are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
9、 The proposal on reviewing the company’s special report on Securities and derivatives investment in 2021 was reviewed and adopted.
The specific contents of the company’s special report on Securities and derivatives investment in 2021 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
10、 The proposal on renewing the appointment of accounting firms in 2022 was deliberated and adopted.
After review, the board of supervisors believes that ShineWing has securities qualification, rich experience and professional quality in the audit of listed companies, and can meet the requirements of the company’s financial audit in 2022. The review procedure of this renewal of the accounting firm complies with the provisions of relevant laws, regulations and the articles of association, and there is no situation that damages the interests of the company and all shareholders. Therefore, the board of supervisors agreed to employ ShineWing as the audit institution of the company in 2022.
The specific contents of the company’s announcement on renewing the appointment of accounting firms in 2022 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
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 prediction of new daily connected transactions in 2022 was considered and adopted.
The specific contents of the company’s announcement on the prediction of new daily connected transactions in 2022 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
12、 The proposal on reviewing the company’s corporate social responsibility report in 2021 was considered and adopted. For details of the company’s corporate social responsibility report in 2021, please refer to cninfo.com, the gem information disclosure website designated by China Securities Regulatory Commission（ http://www.cn.info.com.cn. ）Relevant announcements. Voting result: 3 affirmative votes; No negative vote; There were no abstentions.
It is hereby announced.
Sunwoda Electronic Co.Ltd(300207) board of supervisors
April 13, 2022
