Securities code: 688253 securities abbreviation: Shareate Tools Ltd(688257) Announcement No.: 2022016 Shareate Tools Ltd(688257)
Announcement of the resolution of the 5th meeting of the 4th 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、 Convening and attendance of the meeting
Shareate Tools Ltd(688257) (hereinafter referred to as “the company”) the fifth meeting of the Fourth Board of supervisors was held at 11:15 a.m. on April 19, 2022 in the conference room of the company, No. 6, Weixi Road, Suzhou Industrial Park, Jiangsu Province. The meeting was held in a combination of on-site and communication methods. The notice of the meeting was issued to all supervisors on April 9, 2022. The meeting was presided over by Mr. Liu Yong, chairman of the board of supervisors. Three supervisors should attend the meeting and three actually attended the meeting. The meeting was held in accordance with the relevant provisions of the company law and the articles of association, and the resolutions made were legal and valid.
2、 Deliberation of proposals
（1） The proposal on the company’s 2021 annual report and its summary was deliberated and adopted
The preparation and review procedures of the company’s 2021 annual report comply with relevant laws and regulations, the articles of association and the provisions of the company’s internal management system. The company’s 2021 annual report fairly reflects the company’s financial situation and operating results in 2021. The information disclosed is true, accurate and complete, and there are no false records, misleading statements or major omissions.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Disclosed annual report of Shareate Tools Ltd(688257) 2021 and its summary.
（2） Deliberated and passed the proposal on the company’s 2021 annual financial statement report
The company’s 2021 financial statement is prepared in accordance with the accounting standards for business enterprises in all major aspects, including the company’s assets, income, profits and other data, which objectively, truly and accurately reflects the company’s financial situation and operating results in 2021.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（3） The proposal on the company’s 2022 annual financial budget report was deliberated and adopted
This proposal is a prudent prediction made by the company on the basis of summarizing the overall operation in 2021 and analyzing the operation situation in 2022, and according to the company’s development plan on the financial budget in 2022.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（4） Deliberated and passed the proposal on the work report of the board of supervisors in 2021
During the reporting period, the board of supervisors of the company earnestly performed its supervision duties in strict accordance with the requirements of the company law, the articles of association and the rules of procedure of the board of supervisors, actively and effectively carried out work, supervised the operation of the company according to law and the performance of the duties of the directors and senior managers of the company, safeguarded the legitimate rights and interests of the company and shareholders, promoted the standardized operation of the company, and gave full play to the due role of the board of supervisors.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
（5） Deliberated the proposal on confirming the connected transactions in 2021 and the daily connected transactions expected in 2022, and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation
This transaction follows the market principle of “openness, fairness and impartiality”, and the transaction price is determined through negotiation based on the market price, which is in line with the provisions of relevant laws and regulations, the articles of association and the related party transaction system. There is no behavior damaging the interests of the company and all shareholders, no benefit transfer to related parties, no adverse impact on the independence of the company and no dependence on related parties. The related party transactions between the company and related parties are required by the company’s daily production and operation, which is conducive to the business development of both parties.
Voting results: 0 in favor, 0 against, 0 abstention and 3 avoidance. The three supervisors of the company are affiliated supervisors, who avoided voting on the proposal and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of Shareate Tools Ltd(688257) on confirmation of connected transactions in 2021 and daily connected transactions expected in 2022 disclosed.
（6） The proposal on the self-evaluation report of the company’s internal control in 2021 was deliberated and adopted
The preparation and review procedures of the company’s self-evaluation report on internal control in 2021 comply with laws, regulations, the articles of association and various provisions of the company’s internal management system; By understanding the company’s current internal control system and its implementation, it is considered that the evaluation report objectively and truly reflects the construction of the company’s internal system and the implementation of the internal control system. All internal controls of the company are strict, sufficient and effective, which are in line with the actual situation of the company, can ensure the normal operation of the company’s operation and management, and all risks in the company’s operation can be effectively controlled. According to the identification standards of internal control defects in financial reports and internal control defects in non-financial reports, the company has no major defects or important defects in internal control, and the company has maintained effective internal control in all major aspects in accordance with the requirements of the enterprise internal control standard system and relevant regulations.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
（7） Deliberated and passed the proposal on re employment of financial audit institutions and internal control audit institutions in 2022
Notarial Tianye Certified Public Accountants (special general partnership) has the experience and ability to provide audit services for listed companies. In the previous audit work, it has completed various audit work with due diligence, and the relevant audit opinions are objective and fair. Considering the continuity and stability of the audit work, we agree to renew the appointment of notary Tianye Certified Public Accountants (special general partnership) as the company’s financial audit institution and internal control audit institution in 2022, and submit the proposal to the general meeting of shareholders for deliberation.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of Shareate Tools Ltd(688257) on re employment of financial audit institutions and internal control audit institutions in 2022 disclosed.
（8） The proposal on the company’s profit distribution plan for 2021 was reviewed and approved
The company’s profit distribution plan for 2021 complies with the relevant provisions of the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the guidelines for the self discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the articles of association and other relevant provisions, and comprehensively considers the company’s industry characteristics, development stage, profitability and other factors to formulate a cash dividend plan, which is conducive to ensuring the company’s health, stability Sustainable development embodies the principle of reasonable return to shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of Shareate Tools Ltd(688257) on profit distribution plan for 2021 disclosed.
（9） The proposal on the special report on the deposit and actual use of the company’s raised funds in 2021 was reviewed and approved
It is verified that the deposit and actual use of the raised funds of the company in 2021 comply with the provisions of laws, regulations and system documents such as the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, the measures for the management of raised funds of listed companies of Shanghai Stock Exchange (revised in 2013), the Shareate Tools Ltd(688257) raised funds management system, etc. the company has made special account storage and special use of the raised funds, and timely fulfilled the obligations of relevant information disclosure, The specific use of the raised funds is consistent with the information disclosed by the company. There is no case of changing the purpose of the raised funds in a disguised form and damaging the shareholders’ rights and interests, and there is no case of illegal use of the raised funds.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
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 raised funds in Shareate Tools Ltd(688257) 2021 disclosed.
（10） Deliberated and passed the proposal on the change of accounting policies of the company
The change of the company’s accounting policy is a reasonable change according to the requirements of relevant documents of the Ministry of finance, which is in line with the accounting standards for business enterprises and relevant regulations and the actual situation of the company. The revised accounting policy can more objectively and fairly reflect the company’s financial status and operating results, and there is no damage to the interests of the company and the legitimate rights and interests of shareholders. The decision-making procedures of this accounting policy change comply with the provisions of relevant laws, regulations and the articles of association. Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of Shareate Tools Ltd(688257) on changes in accounting policies disclosed.
（11） The proposal on the application for comprehensive credit line by the company and its subsidiaries in 2022 was deliberated and passed
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) The announcement of Shareate Tools Ltd(688257) on the application for comprehensive credit line by the company and its subsidiaries in 2022 disclosed.
（12） Deliberated and passed the proposal on the company’s bill pool business
The company’s bill pooling business is conducive to reducing the cost of bill management, reducing the occupation of funds, improving the use efficiency of current assets and optimizing the financial structure. There is no harm to the interests of the company and shareholders. It is agreed that the company should carry out bill pooling business.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) The announcement of Shareate Tools Ltd(688257) on carrying out bill pool business disclosed.
（13） The proposal on mutual guarantee between the company and its wholly-owned subsidiaries in 2022 was deliberated and adopted
After deliberation, the mutual guarantee between the company and its wholly-owned subsidiaries in 2022 is to meet the needs of daily production and operation. It is a normal business behavior, mainly to meet the needs of its business development, which is conducive to promoting the sustainable and stable development of the company and its wholly-owned subsidiaries and improving its operating efficiency and profitability. This guarantee is in line with the overall interests of the company, does not pose a significant adverse impact on the normal operation of the company, does not violate relevant laws and regulations and the articles of association, and does not damage the interests of the company and shareholders.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Announcement of Shareate Tools Ltd(688257) on mutual guarantee between the company and its wholly-owned subsidiaries in 2022 disclosed.
（14） Deliberated the proposal on purchasing 100% equity and related party transactions of Suzhou Hongrui Management Consulting Co., Ltd., and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation
This transaction will not affect the company’s legal decision-making and management, and will not further improve the company’s internal business performance and compliance, and will not affect the company’s legal decision-making and management, and will not further improve the company’s business performance and compliance.
Voting results: 0 in favor, 0 against, 0 abstention and 3 avoidance. The three supervisors of the company are affiliated supervisors, who avoided voting on the proposal and agreed to submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) The announcement of Shareate Tools Ltd(688257) on purchasing 100% equity of Suzhou Hongrui Management Consulting Co., Ltd. and related party transactions disclosed.
It is hereby announced.
Shareate Tools Ltd(688257) board of supervisors April 20, 2022
