Greatoo Intelligent Equipment Inc(002031) : announcement of the resolution of the board of directors

Securities code: Greatoo Intelligent Equipment Inc(002031) securities abbreviation: Greatoo Intelligent Equipment Inc(002031) Announcement No.: 2022003 Greatoo Intelligent Equipment Inc(002031)

Announcement of resolutions of the 20th meeting of the seventh board of directors

The board of directors and all directors of the company guarantee that the contents of this announcement are true, accurate and complete without false records, misleading statements or major omissions.

1、 Meetings of the board of directors

1. The notice of the 20th meeting of the seventh board of directors of the company was sent to all directors, supervisors and senior executives in writing and e-mail on April 2, 2022.

2. The meeting was held at 3:00 p.m. on April 13, 2022 in the audio-visual conference room on the first floor of the company’s office building. It was held by on-site meeting combined with communication voting.

3. 9 directors should be present at this meeting, and 9 actually present. Directors Mr. Wu Chaozhong, Mr. Zheng Xuxu, Ms. Li Lixuan, Mr. Lin Ruibo and Mr. Wu Hao attended the meeting in person; Mr. Yang Yujun, the director, Mr. Yao Shuren, Mr. Zhang Tiemin and Mr. Zheng Jinghua, the independent directors, participated in the voting by fax, meeting the provisions of the company law of the people’s Republic of China and the requirements of the Greatoo Intelligent Equipment Inc(002031) articles of association.

4. The meeting was presided over by Mr. Wu Chaozhong, chairman of the board of directors. Mr. Hong Fu, Mr. Zheng Jingping and Mr. Liao Buyun, supervisors of the company, and all senior managers of the company attended the meeting as nonvoting delegates.

5. The convening of this board meeting complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.

2、 Deliberations of the board meeting

1. The meeting adopted the 2021 general manager’s work report by 9 votes in favor, 0 against and 0 abstention;

2. The meeting adopted the work report of the board of directors in 2021 by 9 votes in favor, 0 against and 0 abstention;

See “section III Management Discussion and analysis” of the company’s 2021 annual report for details.

Mr. Yao Shuren, Mr. Zhang Tiemin and Mr. Zheng Jinghua, independent directors of the seventh board of directors of the company, submitted the 2021 annual report of independent directors to the board of directors of the company and will report on their work at the 2021 annual general meeting of shareholders. For details, see http://www.cninfo.com.cn（ http://www.cn.info.com.cn. ）。

This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation, and the meeting time will be notified separately.

3. The meeting adopted the proposal on the financial statement of 2021 by 9 votes in favor, 0 against and 0 abstention;

Details are disclosed on cninfo.com.cn on the same day Financial final accounts report of 2021.

This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation, and the meeting time will be notified separately.

4. The meeting adopted the profit distribution plan for 2021 by 9 votes in favor, 0 against and 0 abstention;

According to the xyzh / 2022gzaa30039 audit report issued by ShineWing Certified Public Accountants (special general partnership), the net profit of the company (parent company) in 2021 is -9116538701 yuan. After adding the undistributed profit of 40371863010 yuan at the beginning of the year, the profit available for distribution to shareholders is 31255324309 yuan.

In 2021, the net profit attributable to the shareholders of the listed company is negative. Combined with the actual situation of the company’s operation and development, the retained undistributed profit is used to meet the daily operation of the company, which is conducive to ensuring the normal production, operation and stable development of the company and enhancing the ability to resist risks. Considering the long-term development and short-term operation development of the company, the company plans not to distribute cash dividends, bonus shares or increase share capital with capital reserve in 2021.

The profit distribution plan of the company complies with the relevant provisions of the company law, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and the articles of association of the CSRC, as well as the dividend policy and development of the company. The independent directors expressed their independent opinions on the matter. See details disclosed on cninfo.com.cn on the same day Independent opinions of independent directors on matters related to the 20th meeting of the seventh board of directors.

This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation, and the meeting time will be notified separately.

5. The meeting adopted the 2021 annual report and its summary by 9 votes in favor, 0 against and 0 abstention;

The company’s summary of 2021 annual report is published in China Securities Journal, securities times, Shanghai Securities News and cninfo（ http://www.cn.info.com.cn. ）, the full text of the 2021 annual report was disclosed on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。

This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation, and the meeting time will be notified separately.

6. The meeting passed the proposal on the proposed renewal of ShineWing Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 by 9 votes in favor, 0 against and 0 abstention; ShineWing Certified Public Accountants (special general partnership) (hereinafter referred to as “ShineWing”) is the first batch of professional intermediaries in China to obtain the qualification of independently issuing H-share audit reports and special review by the CSRC. It has the highest qualification in the industries such as securities and futures related business audit and class a qualification of project cost. Its business scope covers many fields such as audit, management consulting, accounting and tax services and project cost, Able to meet the requirements of the company’s financial audit.

In the process of financial audit, ShineWing worked diligently and earnestly performed the responsibilities agreed in the audit engagement letter signed by both parties. The audit committee of the company plans to propose to the board of directors to reappoint ShineWing as the audit institution of the company in 2022. The independent directors of the company issued independent opinions approved and agreed in advance.

For details, please refer to China Securities Journal, securities times, Shanghai Securities News and cninfo.com published on the same day（ http://www.cn.info.com.cn. ）Announcement on the proposed renewal of ShineWing Certified Public Accountants (special general partnership) as the audit institution in 2022.

This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation, and the meeting time will be notified separately.

7. The meeting deliberated and adopted the proposal on the remuneration of directors and senior managers in 2022. See Annex 1 for details;

The voting is as follows (all directors and senior managers avoid voting on their own remuneration).

(1) Remuneration of Mr. Wu Chaozhong, chairman of the company in 2022