Securities code: Huasi Holding Company Limited(002494) securities abbreviation: Huasi Holding Company Limited(002494) Announcement No.: 2022002 Huasi Holding Company Limited(002494)
Announcement on the resolution of the second meeting of the 5th board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Huasi Holding Company Limited(002494) (hereinafter referred to as "the company") the second meeting of the Fifth Board of directors was held at 10:00 a.m. on April 14, 2022 by means of on-site and communication voting. The notice of convening this meeting has been sent to all directors by hand, fax or e-mail 10 days ago. Three directors attended the meeting in person, including Ms. Xi Huining, Ms. Xie Bei, Ms. Kong Ningning, Mr. Peng Xuejun and Mr. Liu Lanyu, who attended the meeting by means of communication voting due to business trip. Supervisors and senior managers attended the meeting as nonvoting delegates. The meeting was presided over by the chairman, Mr. He Guoying. The convening and convening procedures of the meeting were in accordance with the company law of the people's Republic of China and other laws, administrative regulations, normative documents and the provisions of Huasi Holding Company Limited(002494) articles of association.
After careful consideration by the directors attending the meeting, the following resolutions were adopted by open ballot:
1、 Review and approve the work report of the general manager of Huasi Holding Company Limited(002494) 2021.
Mr. He Sucheng, the general manager of the company, reported to the board of directors the operation of the company in 2021 and the outlook for the future of the company. The board of directors was satisfied with the general manager's work performance and work report in 2021.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
2、 Deliberated and approved and decided to submit to the general meeting of shareholders for deliberation on the work report of the board of directors in Huasi Holding Company Limited(002494) 2021.
The independent report on the work and operation of the company in 2021 was submitted to the board of directors of the company, which objectively reflected the work of the company in 2021. Agree to adopt the report and submit it to the general meeting of shareholders of the company for deliberation.
The above proposal has yet to be considered and approved by the 2021 general meeting of shareholders.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
3、 Deliberated and approved and decided to submit to the general meeting of shareholders for deliberation on the final financial statement report of Huasi Holding Company Limited(002494) 2021.
The company's annual operating income was 41500340452 yuan, an increase of 22.74% over the same period of last year; The total profit was 1839029749 yuan, an increase of 104.56% over the same period of last year; The net profit attributable to the shareholders of the listed company was 17422748329 yuan, an increase of 105.03% over the same period last year.
The above proposal has yet to be considered and approved by the 2021 general meeting of shareholders.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
4、 Deliberated and approved and decided to submit to the general meeting of shareholders for deliberation on the Huasi Holding Company Limited(002494) 2021 annual profit distribution plan.
The profit distribution plan of the company in 2021 is as follows: in order to support the future development needs of the company, the company
No cash dividend will be paid in 2021, and the remaining undistributed profits will be carried forward to the next year. No bonus shares will be given this year, and no accumulation fund will be converted into share capital.
The board of Directors believes that the company's main business is in the growth stage and there is a large investment demand; At the same time, the company carried out share repurchase in 2019. Up to now, the company has repurchased 8250100 shares, accounting for 2.1398% of the total share capital of the company, and paid a total amount of 49988255 yuan (excluding transaction costs). According to the opinions on supporting the repurchase of shares by listed companies jointly issued by the CSRC, the Ministry of Finance and the SASAC on November 9, 2018: if a listed company repurchases shares in the form of offer and centralized bidding with cash as consideration, it shall be regarded as a cash dividend of a listed company and included in the relevant proportion of cash dividend. On the premise of fully considering the current operation and long-term development needs and taking into account the reasonable return to investors, and in combination with the company's current operation status, capital status and future development needs, the company's profit distribution plan for 2021 is: the company will not distribute profits or convert capital reserve into share capital in 2021.
The company's profit distribution plan for 2021 complies with the relevant provisions on profit distribution in the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies and the articles of association of the CSRC, takes full account of the company's operating conditions, future development needs and shareholders' investment return, and is in line with the interests of the company and all shareholders. The board of supervisors and independent directors of the company expressed their opinions on the proposal.
The above profit distribution plan has yet to be considered and approved by the 2021 annual general meeting of shareholders.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
5、 Deliberated and approved and decided to submit the annual report and summary of Huasi Holding Company Limited(002494) 2021 to the general meeting of shareholders for deliberation.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
The above proposal has yet to be considered and approved by the 2021 general meeting of shareholders.
6、 Review and approve the self-evaluation report on internal control in Huasi Holding Company Limited(002494) 2021. The independent directors of the company issued independent opinions on the self-evaluation report of the company's internal control in 2021. Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
7、 Deliberated and approved and decided to submit to the general meeting of shareholders for deliberation on the proposal on the renewal of the company's external audit institution in 2022.
The independent directors of the company issued prior approval opinions and independent directors' opinions on the renewal of the company's external audit institution in 2022, and agreed to renew the appointment of Dahua Certified Public Accountants (special general partnership) as the company's external audit institution in 2022. Agree to pass the proposal and submit it to the general meeting of shareholders for deliberation.
The announcement on the proposed appointment of an accounting firm is detailed in the company's legal information disclosure media, securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
The above proposal has yet to be considered and approved by the 2021 general meeting of shareholders.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
8、 Review, approve and submit the proposal on changing the business scope of the company to the general meeting of shareholders for deliberation
The announcement of Huasi Holding Company Limited(002494) on changing the business scope of the company is detailed in the company's legal information disclosure media, securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
The above proposal has yet to be considered and approved by the 2021 general meeting of shareholders.
9、 Review and approve and submit to the general meeting of shareholders for deliberation the proposal on the change of accounting estimation of depreciation life of some fixed assets;
The board of Directors believes that the change of accounting estimates is a reasonable change in accordance with the relevant provisions of Article 19 of the accounting standards for Business Enterprises No. 4 - fixed assets, complies with the provisions of relevant laws and regulations and the actual business operation of the company, can more comprehensively, truly, accurately and fairly reflect the financial status and operating results of the company, and provide investors with more reliable and accurate accounting information, There are no circumstances damaging the interests of the company and all shareholders, and the relevant review procedures are legal and compliant.
For details of Huasi Holding Company Limited(002494) the announcement on the change of accounting estimate of depreciation life of some fixed assets, please refer to the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
The above proposal has yet to be considered and approved by the 2021 general meeting of shareholders.
10、 The proposal on adjusting the remuneration of independent directors was reviewed, approved and submitted to the general meeting of shareholders for deliberation
For details of the announcement of Huasi Holding Company Limited(002494) on adjusting the remuneration of independent directors, please refer to the company's legal information disclosure media, securities times and cninfo (www.cn.info.com.cn.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
11、 Review and approve and submit to the general meeting of shareholders for deliberation the proposal on cancellation of repurchased shares and reduction of registered capital;
For details of Huasi Holding Company Limited(002494) announcement on cancellation of repurchased shares and reduction of registered capital, please refer to the company's legal information disclosure media, securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
12、 Review, approve and submit the proposal on Amending the articles of association to the general meeting of shareholders for deliberation; The revised articles of association of Huasi Holding Company Limited(002494) company is detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
13、 Review, approve and submit to the general meeting of shareholders for deliberation the proposal on Amending the rules of procedure for the general meeting of shareholders;
The revised rules of procedure of Huasi Holding Company Limited(002494) shareholders' meeting are detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
14、 Review and approve the proposal on Revising the management system of Huasi Holding Company Limited(002494) raised funds and submit it to the general meeting of shareholders for deliberation;
The revised management system of Huasi Holding Company Limited(002494) raised funds is detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
15、 Review and approve and submit to the general meeting of shareholders for deliberation the proposal on Revising the management system for insiders of Huasi Holding Company Limited(002494) insider information;
The revised Huasi Holding Company Limited(002494) insider information insider management system is detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement. Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
16、 Review, approve and submit the proposal on Revising the management system of Huasi Holding Company Limited(002494) information disclosure to the general meeting of shareholders for deliberation;
For the revised Huasi Holding Company Limited(002494) information disclosure management system, see the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement. Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
17、 Deliberating, approving and submitting to the general meeting of shareholders for deliberation the proposal on Amending the working rules of the Secretary of Huasi Holding Company Limited(002494) board of directors;
The revised working rules for the Secretary of Huasi Holding Company Limited(002494) board of directors are detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
18、 Deliberating, approving and submitting the proposal on Revising the working system of Huasi Holding Company Limited(002494) independent directors to the general meeting of shareholders for deliberation;
The revised working system of Huasi Holding Company Limited(002494) independent directors is detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
19、 Deliberating, approving and submitting to the general meeting of shareholders for deliberation the proposal on Revising the management system of Huasi Holding Company Limited(002494) external guarantee;
The revised Huasi Holding Company Limited(002494) external guarantee management system is detailed in the company's legal information disclosure media, securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
20、 Review and approve the proposal on Revising the management system of Huasi Holding Company Limited(002494) foreign investment and submit it to the general meeting of shareholders for deliberation;
The revised Huasi Holding Company Limited(002494) foreign investment management system is detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
21、 Review and approve the proposal on Amending the management system of Huasi Holding Company Limited(002494) connected transactions and submit it to the general meeting of shareholders for deliberation;
The revised management system for Huasi Holding Company Limited(002494) connected transactions is detailed in the company's legal information disclosure media, securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
Voting: 7 in favor, 0 against and 0 abstention. Voting result: adopted.
22、 Review, approve and submit the proposal on Revising the internal reporting system of Huasi Holding Company Limited(002494) major information to the general meeting of shareholders for deliberation;
The revised internal reporting system of Huasi Holding Company Limited(002494) major information is detailed in the company's legal information disclosure media securities times and cninfo (www.cn. Info. Com. CN.) Announcement.
