Securities code: Hainan Jinpan Smart Technology Co.Ltd(688676) securities abbreviation: Hainan Jinpan Smart Technology Co.Ltd(688676) Announcement No.: 2022030 Hainan Jinpan Smart Technology Co.Ltd(688676)
Announcement of resolutions of the 16th meeting of the second board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
1、 Meetings of the board of supervisors
Hainan Jinpan Smart Technology Co.Ltd(688676) (hereinafter referred to as “the company”) the 16th meeting of the second session of the board of supervisors sent the notice of the meeting in the form of e-mail on April 5, 2022, and was held in the conference room of the company at 14:30 p.m. on April 15, 2022. Three supervisors should attend the meeting, and three actually attended the meeting. The meeting was presided over by Yang Qing, chairman of the board of supervisors. The meeting was held in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Hainan Jinpan Smart Technology Co.Ltd(688676) articles of association and the rules of procedure of Hainan Jinpan Smart Technology Co.Ltd(688676) board of supervisors, and the procedures were legal.
2、 Deliberation at the meeting of the board of supervisors
After careful deliberation by the attending supervisors, the following matters were reviewed and approved:
(I) deliberated and passed the proposal on the work report of the board of supervisors in 2021
In 2021, the board of supervisors of the company conscientiously performed its duties in accordance with the provisions of the company law, the securities law, the articles of association and other relevant rules and regulations, actively held, attended and attended relevant meetings of the company as nonvoting delegates, reviewed and put forward audit opinions on major matters such as the standardized operation, profit distribution, financial situation and raised fund management of the company, which provided a strong guarantee for the standardized operation and healthy development of the company.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(II) deliberated and passed the proposal on the company’s 2021 annual financial statement report
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(III) deliberated and passed the proposal on the 2022 annual financial budget report of the company
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(IV) deliberated and passed the proposal on the company’s 2021 annual report and its summary
In accordance with the relevant provisions of the company law, relevant documents of Shanghai Stock Exchange and the articles of association, the company has prepared the 2021 annual report of the company and its summary.
After review, the board of supervisors believes that the preparation and review procedures of the company’s 2021 annual report comply with the provisions of relevant laws and regulations, the articles of association and other internal rules and regulations; The content and format of the company’s 2021 annual report comply with relevant regulations and fairly reflect the company’s financial status and operating results in 2021; During the preparation of the annual report, it is not found that the personnel of the company participating in the preparation and deliberation of the annual report have violated the confidentiality provisions; All members of the board of supervisors guarantee 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 bear legal liabilities for the authenticity, accuracy and integrity of its contents in accordance with the law.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(V) deliberated and passed the proposal on the company’s profit distribution plan for 2021
The board of supervisors believes that the company’s annual profit distribution plan for 2021 fully considers the company’s profitability, cash flow, capital demand and other factors, which is in line with the company’s operating conditions and conducive to the sustainable and stable development of the company. There is no situation that damages the interests of the company and shareholders, especially minority shareholders.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting results: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(VI) deliberated and passed the proposal on the company’s continued employment of accounting firms
After deliberation, the board of supervisors agreed to renew the appointment of Zhonghui Certified Public Accountants (special general partnership) as the audit institution of the company in 2022 for one year. The audit fees of the firm in 2022 shall be submitted to the general meeting of shareholders to authorize the management of the company to determine by reference to the charging standards and actual business conditions in 2021.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(VII) deliberated and passed the proposal on the special report on the deposit and use of the company’s raised funds in 2021
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
(VIII) deliberated and passed the proposal on the report on the use of the company’s previously raised funds (as of December 31, 2021)
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(IX) the proposal on the report on the use of the company’s previously raised funds (as of March 31, 2022) was deliberated and adopted
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
(x) the proposal on the company’s use of some idle raised funds to temporarily supplement working capital was deliberated and adopted. The board of supervisors held that the company used some idle raised funds to temporarily supplement working capital, Comply with the provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of Shanghai Stock Exchange’s science and innovation board, the guidelines for the self-discipline supervision of listed companies on Shanghai Stock Exchange’s science and Innovation Board No. 1 – standardized operation, and the company’s management system for raised funds, which will not affect the normal implementation of investment projects with raised funds, There is no disguised change in the investment direction of the raised funds and damage to the interests of the company’s shareholders, especially the interests of small and medium-sized shareholders, which is in line with the needs of the company’s development interests and is conducive to improving the use efficiency of the raised funds. It is agreed that the company uses no more than RMB 100 million (including this amount) of idle raised funds to temporarily supplement the working capital, and the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors of the company.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
（11） The proposal on the company’s 2021 annual internal control evaluation report was deliberated and adopted
The board of supervisors believes that: in 2021, the company established a relatively perfect corporate governance structure, the existing internal control system is relatively sound, in line with relevant national laws and regulations, played a good management and control role in all key links of the company’s operation and management, related party transactions, external guarantee, major investment and other aspects, and can provide guarantee for the normal operation of the company’s businesses and the control of business risks. Therefore, The company’s internal control is effective.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
（12） The proposal on the company using its own idle funds to purchase Principal Guaranteed bank financial products was deliberated and adopted
After deliberation, the board of supervisors agreed that without affecting the normal operation of the company and ensuring the safety of funds, the company plans to use its own funds with a maximum amount of no more than 500 million yuan (500 million yuan) to purchase Principal Guaranteed bank financial products, and the duration of a single investment shall not exceed 180 days.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
（13） The proposal on the company’s application for comprehensive credit line of financial institutions in 2022 was reviewed and passed. After deliberation, the board of supervisors agreed that the company and its holding subsidiaries would apply for comprehensive credit line from financial institutions in combination with the credit situation of financial institutions to the company. The company and its holding subsidiaries plan to apply for a comprehensive credit line with a total amount of no more than 5 billion yuan from financial institutions in 2022, including no more than 4.8 billion yuan for credit financing business under exposure and no more than 200 million yuan for credit financing business under non exposure, including but not limited to working capital loan business, fixed asset loan business, issuing bank acceptance bill and letter of guarantee business Bill pool and bill pledge related businesses, other comprehensive credit businesses under exposure and other businesses under non exposure, so as to ensure the use efficiency of the company’s funds to the greatest extent.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
（14） Deliberated and passed the proposal on adjusting the remuneration of supervisors of the company
After deliberation, the board of supervisors agreed to adjust the salary grade standard of supervisor Lin Yu from 232050 yuan to 289500 yuan. The remuneration scheme of other supervisors remains unchanged.
Voting: 3 votes in favor; 0 abstention; 0 votes against.
Voting result: adopted.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval.
It is hereby announced.
Hainan Jinpan Smart Technology Co.Ltd(688676) board of supervisors April 16, 2022
