Guangdong Ellington Electronics Technology Co.Ltd(603328) announcement (2022)
Securities code: Guangdong Ellington Electronics Technology Co.Ltd(603328) securities abbreviation: Guangdong Ellington Electronics Technology Co.Ltd(603328) Announcement No.: pro 2022011 Guangdong Ellington Electronics Technology Co.Ltd(603328)
Announcement of resolutions of the 13th meeting of the 5th board of supervisors
The company and all members of the board of supervisors guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement.
1、 Meetings of the board of supervisors
1. The board of supervisors was convened by Mr. Liang Jianhua, the chief supervisor of the company, and the notice of the meeting was sent by e-mail on March 31, 2022.
2. The meeting of the board of supervisors was held at 9:30 a.m. on April 11, 2022 in the company’s conference room by combining on-site and network communication.
3. The board of supervisors should have 3 supervisors present and 3 supervisors actually present, representing 100% of the supervisors with voting rights. 4. The chairman of the board of supervisors, Mr. Liang Jianhua, presided over the meeting of the board of supervisors, and the Secretary of the board of directors, Mr. He Gang (on behalf of) attended the meeting as nonvoting delegates.
5. The convening of the board of supervisors is in accordance with the provisions of the company law of the people’s Republic of China and the Guangdong Ellington Electronics Technology Co.Ltd(603328) articles of association.
2、 Deliberation at the meeting of the board of supervisors
1. Review the work report of the board of supervisors in 2021
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
2. Review the financial statement report of 2021
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3. Consideration of the 2021 annual report and its summary
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention. The board of supervisors also issued special audit opinions as follows:
Announcement
(1) The preparation and review procedures of the company’s 2021 annual report and summary comply with the provisions of laws, regulations, the articles of association and the company’s internal management system;
(2) The content and format of the annual report comply with the provisions of China Securities Regulatory Commission and Shanghai Stock Exchange, and the information contained can truly reflect the company’s business status, results and financial status in 2021 from all aspects;
(3) Before putting forward this opinion, it is not found that the personnel involved in the preparation and deliberation of the annual report have violated the confidentiality provisions.
(4) The board of supervisors guarantees that the information disclosed in the 2021 annual report of the company is true, accurate and complete without any false records, misleading statements or major omissions, and assumes individual and joint liabilities for the authenticity, accuracy and integrity of its contents.
For details, see the company’s disclosure on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on April 13, 2022 Full text of 2021 annual report and summary of 2021 annual report. This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
4. Review the 2021 profit distribution plan
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention.
According to the audit of Dahua Certified Public Accountants (special general partnership), as of December 31, 2021, the company’s net profit of this year was 15060776404 yuan. After withdrawing 1199789133 yuan of statutory surplus reserve according to 10% of the parent company’s net profit of 11997891332 yuan, plus 86675938491 yuan of undistributed profit at the beginning of the year, deducting 9984426110 yuan of distributed profit in 2021, as of December 31, 2021, The company’s accumulated profit available for distribution to shareholders is 90552499652 yuan.
The profit distribution plan for 2021 proposed by the company is: take the total share capital on the equity registration date as the base, and distribute the cash dividend of 0.68 yuan (including tax) to all shareholders for every 10 shares. In 2021, the surplus reserve and capital reserve will not be converted into share capital. This profit distribution plan complies with the provisions of bonus distribution policies such as the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – standardized operation, the articles of association and the shareholder return plan for the next three years (20202022), and there is no situation that damages the interests of the company’s shareholders, especially small and medium-sized shareholders.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
5. Review the 2021 internal control evaluation report
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention. prison
Guangdong Ellington Electronics Technology Co.Ltd(603328) announcement (2022)
The board also issued special review opinions as follows:
After reviewing the 2021 internal control evaluation report submitted by the audit committee of the board of directors, the board of supervisors believes that the company has established a relatively perfect internal control system and can be effectively implemented. The self-evaluation report of the company’s internal control truly reflects the construction and operation of the company’s internal control system.
6. Review the special report on the deposit and use of the company’s raised funds in 2021
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Special report on the deposit and actual use of raised funds in 2021 (Announcement No.: pro 2022013). 7. Deliberating the proposal on correction of accounting errors in the early stage of the company
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention.
The board of supervisors of the company believes that the correction of accounting errors in the early stage complies with the provisions of the accounting standards for Business Enterprises No. 28 – changes in accounting policies and accounting estimates and error correction, the rules for the preparation of information disclosure of companies offering securities to the public No. 19 – correction and related disclosure of financial information and other relevant documents of the China Securities Regulatory Commission, and the corrected financial data and financial statements are conducive to more objective Fairly reflect the company’s financial status and operating results, and there is no situation that damages the interests of the company and all shareholders.
Agree to the correction of accounting errors in the previous period. Please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) for detailed information on the correction of accounting errors in the previous period Announcement on correction of previous accounting errors (Announcement No.: pro 2022014).
8. Review the proposal on purchasing liability insurance for the company and all directors, supervisors and senior managers
After review, we believe that purchasing liability insurance for the company and all directors, supervisors and senior managers is conducive to strengthening the company’s risk control, improving the corporate governance structure, protecting the legitimate rights and interests of the company and all directors, supervisors and senior managers, and promoting relevant responsible personnel to fully exercise their supervision rights and perform relevant duties. The review procedures for the purchase of directors, supervisors and senior executives’ liability insurance are legal and compliant, and there is no situation that damages the interests of the company and all shareholders.
For details, please refer to China Securities Journal, Shanghai Securities News, securities times, securities daily and the website of Shanghai Stock Exchange (www.sse. Com. CN.) published by the company on April 13, 2022 Announcement on purchasing liability insurance for the company and the directors, supervisors and senior executives (Announcement No.: pro 2022018).
According to relevant laws and regulations, all supervisors avoid voting, and this proposal is directly submitted to the general meeting of shareholders for review
Guangdong Ellington Electronics Technology Co.Ltd(603328) announcement (2022)
Discussion.
9. Deliberating the proposal on Amending the rules of procedure of the board of supervisors
The supervisors present at the meeting passed the proposal with 3 votes in favor, 0 against and 0 abstention.
In order to improve the corporate governance structure, according to the actual situation of production and operation, the company plans to revise the relevant provisions of the rules of procedure of the board of supervisors. See details disclosed on the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) The announcement on Amending the articles of association and other four systems (Announcement No.: p.2022019) needs to be submitted to the general meeting of shareholders for deliberation.
It is hereby announced.
Guangdong Ellington Electronics Technology Co.Ltd(603328) board of supervisors April 13, 2022
