Securities code: Suzhou Veichi Electric Co.Ltd(688698) securities abbreviation: Suzhou Veichi Electric Co.Ltd(688698) Announcement No.: 2022012 Suzhou Veichi Electric Co.Ltd(688698)
Announcement of resolutions of the 15th meeting of the first 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
Suzhou Veichi Electric Co.Ltd(688698) (hereinafter referred to as "the company") the notice of the 15th meeting of the first board of supervisors was sent to all supervisors in writing on April 5, 2022. The meeting was held in the company's conference room on April 15, 2022. The meeting was convened and presided over by Mr. Peng Hongwei, chairman of the board of supervisors of the company. There were 3 supervisors and 3 supervisors. The convening and convening procedures of this meeting comply with the company law of the people's Republic of China (hereinafter referred to as the "company law") and Suzhou Veichi Electric Co.Ltd(688698) articles of Association (hereinafter referred to as the "articles of association") and other relevant provisions, and the resolutions formed at the meeting are legal and effective.
2、 Deliberation at the meeting of the board of supervisors
The attending supervisors deliberated on the following proposals and voted on the following matters:
1. Proposal on the work report of the board of supervisors in 2021
The board of supervisors believes that: in accordance with the provisions of the company law, relevant laws and regulations and the articles of association, and in the spirit of being responsible to all shareholders, the board of supervisors of the company earnestly performed the duties entrusted by relevant laws and regulations, actively and effectively carried out work, supervised the legal operation of the company and the legality and compliance of the duties performed by the directors and senior managers of the company, and safeguarded the legitimate rights and interests of the company and shareholders.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2. Proposal on 2021 annual report and summary of the company
The board of supervisors believes that the preparation and review procedures of the company's 2021 annual report and its summary comply with the provisions of relevant laws and regulations, the articles of association and other internal rules and regulations; 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 and summary have violated the confidentiality provisions. The 2021 annual report and its abstract fairly reflect the company's financial situation, operating results and cash flow in 2021, and truly, accurately and completely reflect the actual situation of the company. 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 report, and bear legal liabilities for the authenticity, accuracy and integrity of its contents in accordance with the law.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Annual report for 2021 and summary of annual report for 2021.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3. Proposal on the company's profit distribution plan for 2021
The profit distribution plan is as follows: the company plans to distribute a cash dividend of 1.76 yuan (including tax) for every 10 shares to all shareholders. As of December 31, 2021, the total share capital of the company is 180 million shares. Based on this calculation, the total cash dividend to be distributed is 31.68 million yuan (including tax). The amount of cash dividend distributed by the company in this year accounts for 25.00% of the net profit attributable to shareholders of listed companies in the consolidated statements of the company in 2021. In this year, no capital reserve will be converted into share capital, no bonus shares will be given, and the remaining undistributed profits will be carried forward to the next year. If the total share capital of the company changes from the date of disclosure of this announcement to the date of equity distribution and equity registration, the company plans to maintain the total amount of distribution unchanged and adjust the amount of distribution per share accordingly. In case of subsequent changes in the total share capital, the specific adjustment will be announced separately.
The board of supervisors believes that the company's profit distribution plan for 2021 fully considers various factors such as the company's profitability, cash flow status and capital demand, and does not damage the interests of minority shareholders. It is in line with the company's operating status and conducive to the company's sustainable, stable and healthy development.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of profit distribution plan for 2021 (Announcement No.: 2022017).
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4. Proposal on the company's 2021 annual financial statement report
The board of supervisors believes that the company's 2021 financial statements and notes have been audited by Daxin Certified Public Accountants (special general partnership) and issued a standard unqualified opinion. The board of supervisors believes that the company's 2021 financial statement objectively, truly and accurately reflects the company's financial situation, operating results and cash flow in 2021. Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
5. Proposal on the company's 2022 annual financial budget report
The board of supervisors believes that the company has prepared the company's 2022 financial budget report in accordance with the relevant provisions of the CSRC and the articles of association, and the board of supervisors agrees with the matters in the company's 2022 financial budget report.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
6. Proposal on internal control evaluation report of the company in 2021
The board of supervisors believes that according to the requirements of relevant laws and regulations, departmental rules and normative documents, and in combination with the actual situation of its own operation and management, the company has established a set of sound internal control system, covering all business processes and operation links of the company, which has been effectively implemented and achieved the goal of the company's internal control without major defects. The internal control management mechanism conforms to the company's business characteristics and actual management requirements, can improve the efficiency of the company's operation and management, ensure the authenticity, accuracy and integrity of financial reports and relevant information, ensure the safety of assets, and provide a guarantee for the company's legal and compliant operation. The internal control evaluation report in 2021 comprehensively, truly and accurately reflects the operation of the company's internal control system.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) 2021 annual internal control evaluation report of the company.
Voting results: 3 in favor, 0 against and 0 abstention.
7. According to the proposal on the special report on the deposit and actual use of the company's raised funds in 2021, the board of supervisors believes that the deposit and actual use of the company's raised funds in 2021 comply with the provisions of laws, regulations and system documents such as the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange, the measures for the administration of raised funds of listed companies on Shanghai Stock Exchange (revised in 2013), and the company's management system for raised funds, The raised funds have been stored and used in a special account, and the relevant information disclosure obligations have been performed in a timely manner. The specific use of the raised funds is consistent with that disclosed by the company. There is no case of changing the purpose of the raised funds in a disguised manner and damaging the interests of shareholders, and there is no case of illegal use of the raised funds.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Special report on the deposit and actual use of the company's raised funds in 2021 (Announcement No.: 2021016).
Voting results: 3 in favor, 0 against and 0 abstention.
8. Proposal on the implementation of the remuneration of the company's supervisors in 2021 and the remuneration standard in 2022
The board of supervisors believes that the remuneration of the company's supervisors in 2021 is in line with the company's actual operation and the remuneration of the same industry. The remuneration scheme for 2022 combines the economic environment in 2022, the market remuneration of the company's region and industry, and comprehensively considers the company's business structure and performance, position value, responsibility, ability and other factors, which can mobilize the enthusiasm and creativity of relevant personnel and promote the stable and long-term development of the company, It does not harm the interests of the company and minority shareholders.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
9. Proposal on 2021 annual audit report issued by Daxin Certified Public Accountants (special general partnership)
The board of supervisors believes that the annual audit report of 2021 fairly reflects the financial position of the company as of December 31, 2021, and the operating results and cash flow of the company in 2021.
Voting results: 3 in favor, 0 against and 0 abstention.
10. Proposal on early election of the board of supervisors and nomination of non employee representative supervisor candidates for the second board of supervisors
The board of supervisors believes that: in view of the expiration of the term of office of the first board of supervisors of the company, in accordance with the company law of the people's Republic of China, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, the self regulatory guidance No. 1 of the science and innovation board listed companies of Shanghai Stock Exchange - standardized operation and other laws and regulations, as well as the relevant provisions of the articles of association, the board of supervisors of the company hereby nominates Mr. Peng Hongwei and Mr. Tao Xudong as candidates for non employee representative supervisors, The term of office is three years from the date of deliberation and approval by the general meeting of shareholders. After the election is passed, the second board of supervisors will be formed together with the employee supervisors elected by the employee congress of the company.
In order to ensure the normal operation of the board of supervisors of the company, before the new board of supervisors is elected by the general meeting of shareholders, the supervisors of the first board of supervisors of the company will still perform the duties of supervisors in accordance with the relevant provisions and requirements of laws, administrative regulations and the articles of association.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of Suzhou Veichi Electric Co.Ltd(688698) on the general election of the board of directors and the board of supervisors (Announcement No.: 2022019).
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The supervisors attending the meeting voted on the nomination of candidates one by one as follows:
10.01 nominate Mr. Peng Hongwei as the candidate of non employee representative supervisor of the second board of supervisors of the company
Voting results of supervisors: 3 votes in favor; No negative vote; There were no abstentions.
10.02 nominate Mr. Tao Xudong as the candidate of non employee representative supervisor of the second board of supervisors of the company
Voting results of supervisors: 3 votes in favor; No negative vote; There were no abstentions.
11. Proposal on using some over raised funds to permanently supplement working capital
The board of supervisors believes that the company plans to use part of the over raised funds of RMB 16 million to permanently supplement the working capital for the company's business development, daily operation and other production and operation related to the main business, which is conducive to improving the use efficiency of the raised funds and in line with the company's development strategy and the interests of all shareholders. The permanent replenishment of working capital with over raised funds complies with the provisions of laws, regulations and normative documents such as 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 and the guidelines for the self-discipline supervision of Shanghai Stock Exchange's science and innovation board listed companies No. 1 - standardized operation. The deliberation procedures involved in the use of over raised funds to permanently supplement working capital comply with the provisions of laws, administrative regulations, departmental rules and other normative documents, and have been deliberated by the board of directors. The contents and voting of the deliberation proposal comply with the provisions of relevant systems, and there is no change in the purpose of raised funds and damage to the interests of shareholders. The board of supervisors agrees that the company will use part of the over raised funds to permanently supplement the working capital. The proposal can be implemented only after it is deliberated and approved by the general meeting of shareholders of the company.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement on permanent replenishment of working capital with some over raised funds (Announcement No.: 2022011).
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
It is hereby announced.
Suzhou Veichi Electric Co.Ltd(688698) board of supervisors April 15, 2022
