Securities code: Shanghai Golden Union Commercial Management Co.Ltd(603682) securities abbreviation: Shanghai Golden Union Commercial Management Co.Ltd(603682) Announcement No.: 2022013 Shanghai Golden Union Commercial Management Co.Ltd(603682)
Announcement of resolutions of the 10th meeting of the 4th board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of directors
(I) the convening of this board meeting complies with the relevant provisions of the company law and the articles of association. (II) the notice and proposal materials of this board meeting will be sent to all directors in writing and e-mail on April 5, 2022.
(III) the meeting of the board of directors was held by means of communication on April 15, 2022.
(IV) 9 directors should attend the meeting of the board of directors, and 9 actually attended the meeting.
(V) the meeting of the board of directors is presided over by Ms. Yu Minjun, chairman of the board of directors.
2、 Deliberations of the board meeting
(I) deliberating and adopting the work report of the board of directors in 2021
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The annual information disclosure report of the board of directors of the company is published on the website of Shanghai Stock Exchange (www.68sse2 designated media).
(II) review and approve the work report of the general manager in 2021
Voting results: 9 in favor, 0 against and 0 abstention.
(III) deliberated and adopted the report on the work of independent directors in 2021
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The report on the work of independent directors in Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021 was published on
(IV) review and approve the 2021 performance report of the audit committee of the board of directors
Voting results: 9 in favor, 0 against and 0 abstention.
The 2021 performance report of the audit committee of Shanghai Golden Union Commercial Management Co.Ltd(603682) board of directors was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN.). (V) review and approve the annual report and summary of 2021
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The full text and abstract of the 2021 annual report are published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
(VI) review and approve the financial final accounts report for 2021 and the budget report for 2022
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The financial final report of 2021 and the budget report of 2022 are published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
(VII) review and approve the 2021 annual profit distribution plan
In 2021, the company will not implement cash dividend and capital reserve to increase share capital temporarily.
Voting results: 9 in favor, 0 against and 0 abstention.
Independent directors expressed independent opinions on the matter.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The announcement of no profit distribution in 2021 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN)
(VIII) deliberating and adopting the 2021 Social Responsibility Report
Voting results: 9 in favor, 0 against and 0 abstention.
The 2021 annual social responsibility report of the company is published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
(IX) review and approve the 2021 internal control evaluation report
Voting results: 9 in favor, 0 against and 0 abstention.
The internal control evaluation report of Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
(x) review and approve the 2021 annual internal control audit report
Voting results: 9 in favor, 0 against and 0 abstention.
The internal control audit report of Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
（11） Deliberated and passed the proposal on renewing the appointment of accounting firms in 2022
Voting results: 9 in favor, 0 against and 0 abstention.
The independent directors expressed their prior approval opinions and independent opinions on the matter.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The announcement of Shanghai Golden Union Commercial Management Co.Ltd(603682) on renewing the appointment of accounting firm in 2022 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN). （12） The proposal on the prediction of the company’s daily connected transactions in 2022 was deliberated and adopted
Two affiliated directors abstained from voting and seven non affiliated directors participated in the voting.
Voting results: 7 in favor, 0 against and 0 abstention.
The independent directors expressed their prior approval opinions and independent opinions on the matter.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The announcement of Shanghai Golden Union Commercial Management Co.Ltd(603682) on daily connected transactions in 2022 and the verification opinions of China Securities Co.Ltd(601066) on the implementation of Shanghai Golden Union Commercial Management Co.Ltd(603682) connected transactions in 2021 and the expected daily connected transactions in 2022 were published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
（13） The proposal on the company’s application for comprehensive credit line from financial institutions and non-financial institutions in 2022 was deliberated and adopted
In order to further broaden the financing channels, optimize the financing structure and ensure the funds required for the company’s business development, the company plans to apply to financial institutions and non-financial institutions for comprehensive credit with a total line of no more than 800 million yuan in 2022, including loans, bank acceptance bills, letter of guarantee and other credit varieties, and finally subject to the credit line actually approved by various financial institutions and non-financial institutions, The specific financing amount will be determined by the company according to the actual needs of working capital. During the credit period, the credit line can be recycled. In order to facilitate the handling, the general meeting of shareholders is requested to authorize the board of directors to decide the specific financing amount and guarantee within the scope of the above credit line, and the management is responsible for handling it.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The Shanghai Golden Union Commercial Management Co.Ltd(603682) announcement on the company’s application for comprehensive credit line from financial institutions and non-financial institutions in 2022 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN.).
（14） The proposal on the company’s provision of financial and lease contract performance guarantee for its holding subsidiaries in 2022 was deliberated and adopted
Voting results: 9 in favor, 0 against and 0 abstention.
Independent directors expressed independent opinions on the matter.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The announcement of Shanghai Golden Union Commercial Management Co.Ltd(603682) on the proposal of the company to provide guarantee for the performance of financing and leasing contracts for its holding subsidiaries in 2022 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN.).
（15） The special report on the deposit and actual use of the company’s raised funds in 2021 was reviewed and approved
Voting results: 9 in favor, 0 against and 0 abstention.
Independent directors expressed independent opinions on the matter.
The special report of Shanghai Golden Union Commercial Management Co.Ltd(603682) on the deposit and actual use of the company’s raised funds in 2021, the assurance report of Lixin Certified Public Accountants (special general partnership) on the special report of Shanghai Golden Union Commercial Management Co.Ltd(603682) on the deposit and use of raised funds in 2021 The special verification report of China Securities Co.Ltd(601066) on the deposit and use of raised funds in Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021 was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN).
（16） Deliberated and adopted the proposal on adding members of the Fourth Board of directors of the company
It is agreed to add the non independent director candidate of the Fourth Board of directors: Lu Jingwei
Voting results: 9 in favor, 0 against and 0 abstention.
Independent directors expressed independent opinions on the matter.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The announcement on the disclosure of the members of the Fourth Board of directors of Shanghai Stock Exchange (www.com cn ). （17） Deliberated and adopted the proposal on cumulative litigation matters
Voting results: 9 in favor, 0 against and 0 abstention.
The Shanghai Golden Union Commercial Management Co.Ltd(603682) announcement on cumulative litigation involved was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN.).
（18） The proposal on convening the 2021 annual general meeting of shareholders of the company was deliberated and adopted
Voting results: 9 in favor, 0 against and 0 abstention.
The notice of Shanghai Golden Union Commercial Management Co.Ltd(603682) on convening the 2021 annual general meeting of shareholders was published on the information disclosure media designated by the company and the website of Shanghai Stock Exchange (www.sse. Com. CN.). 3、 Online announcement attachment
1. Independent opinions of independent directors on relevant matters considered at the 10th meeting of the Fourth Board of directors of the company; 2. Prior approval opinions of independent directors on relevant matters considered at the 10th meeting of the Fourth Board of directors of the company;
3. Special instructions of independent directors on the external guarantee of the company;
4. China Securities Co.Ltd(601066) verification opinions on the implementation of related party transactions in Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021 and the prediction of daily related party transactions in 2022;
5. Assurance report of Lixin Certified Public Accountants (special general partnership) on the special report on the deposit and use of raised funds in Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021;
6. China Securities Co.Ltd(601066) special verification report on the deposit and use of raised funds in Shanghai Golden Union Commercial Management Co.Ltd(603682) 2021.
7. Other documents required by Shanghai Stock Exchange.
It is hereby announced.
Shanghai Golden Union Commercial Management Co.Ltd(603682) board of directors April 16, 2022
