Securities code: Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) securities abbreviation: Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) Announcement No.: 2022010 Beijing Beimo High-Tech Frictional Material Co.Ltd(002985)
Announcement of the resolution of the 14th meeting of the second board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) (hereinafter referred to as "the company" or "the company") sent a notice on convening the 14th meeting of the second board of supervisors on April 4, 2022. The meeting was held in the conference room of the company in the afternoon of April 14, 2022. There are 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting. The Secretary of the board of directors attended the meeting as nonvoting delegates. The meeting was presided over by Ms. Yan Rongxin, chairman of the board of supervisors. The convening and convening procedures of this meeting comply with the relevant provisions of the company law of the people's Republic of China and the Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) articles of association. This meeting and its resolutions are legal and effective.
The convening and convening procedures of this meeting comply with the company law of the people's Republic of China and other relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberation at the meeting of the board of supervisors
1. Deliberated and passed the proposal on the work report of the board of supervisors in 2021
In 2021, the board of supervisors carefully reviewed various proposals of the board of supervisors in strict accordance with laws and regulations, normative documents and the articles of association. All supervisors are diligent and conscientious, constantly standardizing corporate governance, and have done a lot of fruitful work for the scientific decision-making and standardized operation of the company's board of supervisors.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Announcement of the work report of the board of supervisors in 2021.
Voting results: 3 in favor, 0 against and 0 abstention.
2. The proposal on the company's 2022 annual financial budget report was deliberated and adopted
According to the company's financial statements in 2021 and the company's business plan in 2022, through the full research and analysis of the company's management team, the company's operating revenue is expected to achieve positive growth and net profit is expected to achieve positive growth in 2022.
The board of supervisors agreed to this proposal and agreed to submit it to the 2021 annual general meeting of shareholders of the company for deliberation. Voting results: 3 in favor, 0 against and 0 abstention.
3. Deliberated and passed the proposal on the company's 2021 annual financial statement report
In 2021, the company realized an operating revenue of 1132372700 yuan, a year-on-year increase of 64.91%; The net profit was 5495025 million yuan, a year-on-year increase of 59.74%; The net profit attributable to the shareholders of the parent company was 422308800 yuan, a year-on-year increase of 33.43%.
The board of supervisors agreed to this proposal and submitted it to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
4. The proposal on the company's profit distribution plan for 2021 was reviewed and approved
Based on the existing total share capital of 25527200000 shares, distribute cash dividends of 2.00 yuan (including tax) to all shareholders for every 10 shares, with a total cash dividend of 5105440000 yuan (including tax), no bonus shares, and the remaining undistributed profits are carried forward to subsequent years; By converting capital reserve into share capital, 3 shares will be added to all shareholders for every 10 shares, and 7658160000 shares are expected to be added. After this conversion, the total share capital of the company will be increased to 33185360000 shares (the final accurate number shall be subject to the actual number registered and confirmed by China Securities Depository and Clearing Co., Ltd. Shenzhen Branch).
After the distribution plan is published and before implementation, if the total share capital of the company changes due to the conversion of convertible bonds into shares, share repurchase, equity incentive exercise, refinancing and listing of new shares, it shall be adjusted accordingly in accordance with the principle of "the total amount of dividends remains unchanged".
For details, please refer to the company's disclosure on China Securities News, securities times, Shanghai Securities News, securities daily and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement of the company's profit distribution plan for 2021.
The board of supervisors agreed to this proposal and agreed to submit it to the 2021 annual general meeting of shareholders of the company for deliberation. The independent directors of the company have expressed independent opinions on this proposal.
Voting results: 3 in favor, 0 against and 0 abstention.
5. The proposal on the company's special report on the deposit and use of raised funds in 2021 was reviewed and approved
The company implements the special account storage system and special use of the raised funds, and timely, truly, accurately and completely discloses the storage and actual use of the raised funds in accordance with relevant regulations. There is no change in the purpose of the raised funds and damage to the interests of shareholders, and there is no illegal use of the raised funds.
The specific reports are disclosed in China Securities News, securities times, Shanghai Securities News, securities daily and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement of the special report on the annual storage and actual use of raised funds.
The board of supervisors agreed to the proposal, and the independent directors also expressed independent opinions on the proposal. The accounting firm issued the assurance report and the recommendation institution issued special verification opinions.
Voting results: 3 in favor, 0 against and 0 abstention.
6. The proposal on the self-evaluation report of the company's internal control in 2021 was deliberated and adopted
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Announcement of 2021 internal control self evaluation report.
The board of supervisors agreed to the proposal, the independent directors of the company also expressed independent opinions on the proposal, and the recommendation institution issued special verification opinions.
Voting results: 3 in favor, 0 against and 0 abstention.
7. The proposal on confirming the remuneration scheme of non independent directors, supervisors and senior managers of the company in 2021 was deliberated and adopted
The board of supervisors believes that the relevant assessment, salary payment and other procedures for supervisors formulated by the company comply with the provisions of relevant laws, regulations and the articles of association and the actual situation of the company.
Independent directors expressed independent opinions on the above proposal.
Voting results: 3 in favor, 0 against and 0 abstention.
8. Deliberated and passed the proposal on the proposed renewal of the company's annual audit institution in 2022
For details, please refer to the company's disclosure on China Securities News, securities times, Shanghai Securities News, securities daily and http://www.cn.info.com.cn Announcement on the proposed renewal of the company's annual audit institution in 2022.
The board of supervisors agreed to this proposal and submitted it to the 2021 annual general meeting of shareholders of the company for deliberation. The independent directors of the company approved the proposal in advance and expressed independent opinions on the proposal.
Voting results: 3 in favor, 0 against and 0 abstention.
9. The proposal on the full text and summary of the company's 2021 annual report was deliberated and adopted
The members of the board of supervisors unanimously agreed on the relevant contents of the full text and summary of the 2021 annual report, and agreed to submit the matter to the general meeting of shareholders for deliberation.
The board of supervisors agreed to this proposal and submitted it to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN) on the same day Relevant announcements of disclosure.
Voting results: 3 in favor, 0 against and 0 abstention.
10. The proposal on the full text and text of the company's report for the first quarter of 2022 was deliberated and adopted
The board of supervisors believes that the full text of the report for the first quarter of 2022 and its text prepared and reviewed by the company comply with the laws, administrative regulations and the provisions of the CSRC. The content of the report truly, accurately and completely reflects the actual situation of the company, and there are no false records, misleading statements or major omissions.
For details, please refer to China Securities News, Shanghai Securities News, Securities Daily, securities times and cninfo (www.cn. Info. Com. CN) on the same day Relevant announcements of disclosure.
Voting results: 3 in favor, 0 against and 0 abstention.
11. Deliberated and passed the proposal on the extension of some investment projects with raised funds
After review, the board of supervisors believes that the postponement of the company's raised investment project is a prudent decision made according to the actual situation of the raised investment project, does not involve the change of the implementation subject, investment purpose and scale of the raised investment project, does not belong to the substantive change of the raised investment project, and there is no change or disguised change of the investment direction of the raised funds and damage to the interests of the company's shareholders, which is in line with the requirements of the CSRC Relevant provisions of Shenzhen Stock Exchange on the management of raised funds. The members of the board of supervisors unanimously agreed to the proposal on the extension of some investment projects with raised funds.
For details, please refer to China Securities News, securities times, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN) on the same day Relevant announcements of disclosure.
Voting results: 3 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) the resolution of the 14th meeting of the second board of supervisors; It is hereby announced.
Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) board of supervisors April 14, 2022
