Emtek (Shenzhen) Co.Ltd(300938)
On the 17th meeting of the third board of supervisors
Opinions of the board of supervisors on relevant matters
In accordance with the company law of the people's Republic of China (hereinafter referred to as the "company law"), Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020), Shenzhen Stock Exchange GEM listed companies standardized operation guidelines (revised in 2020), the Emtek (Shenzhen) Co.Ltd(300938) articles of association and other relevant laws and regulations, as well as the company's rules and regulations, On the basis of careful inspection and review of relevant documents and materials, all supervisors of the board of supervisors, in a practical and realistic attitude, express their opinions on the relevant matters considered at the 17th meeting of the third session of the board of supervisors of Emtek (Shenzhen) Co.Ltd(300938) (hereinafter referred to as the "company") as follows: I. matters on changing the registered capital of the company, amending the articles of association and handling industrial and commercial registration
After review, due to the implementation of the company's restricted stock incentive plan in 2021, the total number of shares of the company increased from 65.1 million shares to 66.7477 million shares. Lixin Certified Public Accountants (special general partnership) conducted capital verification and issued the capital verification report (xksbz [2021] No. ze10605). The company has completed the registration of granting restricted shares to incentive objects in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., and disclosed the announcement on the completion of the registration of the first grant of restricted stock incentive plan in 2021 at Shenzhen Stock Exchange on December 23. Therefore, the company needs to change its registered capital and amend the corresponding provisions of the articles of association. We believe that the change of registered capital and the amendment of the articles of association of the company comply with the company law of the people's Republic of China, the securities law of the people's Republic of China, the guidelines for the governance of listed companies, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the Listing Rules of shares on the gem of Shenzhen Stock Exchange and other relevant laws and regulations, There is no situation that damages the interests of the company and all shareholders.
Therefore, we agree that the company will change its registered capital, amend the articles of association and handle industrial and commercial registration. It is agreed to submit this proposal to the general meeting of shareholders of the company for deliberation.
2、 Matters concerning the continued use of some idle raised funds and self owned funds for cash management
After review, we believe that the company uses temporarily idle raised funds with a maximum amount of no more than RMB 300 million and idle self owned funds with a maximum amount of no more than RMB 300 million for cash management, and the contents and procedures comply with the rules for listing stocks on the gem of Shenzhen Stock Exchange The guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange (revised in 2020), the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by superior companies and other relevant provisions are conducive to improving the company's fund use efficiency, increasing capital income and obtaining more investment returns for the company and shareholders, It will not affect the normal development of the company's main business, the normal operation of the fund-raising projects, and there is no damage to the interests of all shareholders.
Therefore, we unanimously agree that the company uses idle raised funds with a maximum amount of no more than RMB 300 million and idle own funds with a maximum amount of no more than RMB 300 million for cash management, and agree to submit this proposal to the general meeting of shareholders of the company for deliberation.
3、 Matters concerning the use of some over raised funds to permanently supplement working capital
After review, we believe that the company's use of over raised funds of 55 million yuan for permanent replenishment of working capital is conducive to meeting the demand for working capital, improving the use efficiency of raised funds and further improving the company's operating capacity, without damaging the interests of the company and all shareholders. The company's permanent replenishment of working capital with some over raised funds this time complies with the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the rules for the listing of shares on the gem of Shenzhen Stock Exchange (revised in 2020) The requirements of relevant laws, regulations and rules, such as the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange (revised in 2020) and the company's management system for raised funds, will not conflict with the implementation plan of investment projects with raised funds and will not affect the normal implementation of investment projects with raised funds, There is no situation of changing the investment direction of the raised funds in a disguised form and damaging the interests of shareholders.
Therefore, we agree that the company will use the over raised capital of 55 million yuan to permanently supplement the working capital, and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
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(there is no text on this page, which is the opinions of the Emtek (Shenzhen) Co.Ltd(300938) board of supervisors on matters related to the 17th meeting of the third board of supervisors) signature of Supervisor: Yang Yu (signature): Guo Minghuang (signature): Wang Li (signature):
Emtek (Shenzhen) Co.Ltd(300938) mm / DD / yy
