Securities code: Fujian Sunner Development Co.Ltd(002299) securities abbreviation: Fujian Sunner Development Co.Ltd(002299) Announcement No.: 2022017 Fujian Sunner Development Co.Ltd(002299)
Announcement of resolutions of the sixth meeting of the sixth 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.
Fujian Sunner Development Co.Ltd(002299) (hereinafter referred to as “the company”) the sixth meeting of the sixth board of supervisors was held on the afternoon of April 20, 2022 in the conference room on the fourth floor of Shilipu company office building, Guangze County, Fujian Province. The notice of this meeting was delivered to all supervisors by hand, fax and e-mail on April 8, 2022. This meeting was presided over by Mr. Zhang YuXun, chairman of the board of supervisors of the company. There are three supervisors who should attend the meeting and three supervisors who actually attend the meeting. The convening and convening of this meeting comply with the relevant provisions of the company law of the people’s Republic of China and the articles of association. After careful deliberation by the supervisors attending the meeting, the following proposals were considered and adopted by open ballot:
1、 The work report of the board of supervisors of the company in 2021 was reviewed and adopted. The voting was: 3 votes in favor, 0 votes against and 0 abstentions.
During the reporting period, all members of the board of supervisors of the company strictly complied with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the articles of association, the rules of procedure of the board of supervisors and other relevant laws and regulations as well as the relevant systems of the company, and earnestly performed their duties with a responsible attitude towards the company and shareholders. Participated in the discussion of the company’s major business decisions by attending the company’s board of directors and shareholders’ meetings as nonvoting delegates, understood and mastered the company’s production, operation and management by consulting periodic reports and relevant materials, and effectively supervised and inspected the company’s legal operation, the performance of duties by the company’s directors and senior executives, business decision-making procedures and other matters.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 The company’s 2022 annual financial budget report was reviewed and adopted. The voting was: 3 in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that the financial budget report of the company for 2022 prepared by the board of directors is the result of the control and arrangement of various expenses and costs according to the financial indicators and market changes of the company in previous years and in combination with the company’s business plan for 2022. The financial budget report truly reflects the production and operation of the company and meets the strategic requirements of the company.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 The internal control evaluation report of the company in 2021 was reviewed and adopted, and the voting results were: 3 in favor, 0 against and 0 abstention.
According to the relevant regulations and requirements of internal control and in combination with its own actual situation, the company establishes a sound internal control system to ensure the normal operation of the company’s business activities. During the reporting period, the company’s internal control system was sound and operated effectively without major defects. The internal control evaluation report of the company in 2021 comprehensively, truly and accurately reflects the actual situation of the company’s internal control in 2021.
For details, please refer to cninfo.com, the designated information disclosure media, on April 21, 2022（ http://www.cn.info.com.cn. ）Internal control evaluation report of Fujian Sunner Development Co.Ltd(002299) 2021 disclosed.
4、 The company’s 2021 annual report and its summary were reviewed and adopted. The voting status: 3 in favor, 0 against and 0 abstention.
The board of supervisors believes that the procedures of the full text of the company’s 2021 annual report and the summary of the company’s 2021 annual report prepared by the board of directors comply with the provisions of relevant laws, regulations and normative documents, and the contents of the report truly, accurately and completely reflect the company’s operation and financial status in 2021, without any false records, misleading statements or major omissions.
For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily or cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）Full text of Fujian Sunner Development Co.Ltd(002299) 2021 annual report and summary of Fujian Sunner Development Co.Ltd(002299) 2021 annual report disclosed.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
5、 The proposal on the renewal of the company’s audit institution in 2022 was considered and adopted. The voting results: 3 votes in favor, 0 votes against and 0 abstention.
Principle, better fulfill the responsibilities and obligations. In order to ensure the continuity of the company’s audit work, it is agreed to renew the appointment of Rongcheng Certified Public Accountants (special general partnership) as the company’s audit institution in 2022.
For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）The announcement of Fujian Sunner Development Co.Ltd(002299) on reappointment of the company’s audit institution in 2022 (Announcement No.: 2022019) disclosed.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
6、 The proposal on the estimated related party transactions of the company and its subsidiaries in 2022 was deliberated and adopted. The voting results: 3 votes in favor, 0 against and 0 abstention.
After deliberation, the board of supervisors believes that the related party transactions of the company in 2022 are expected to be continuous matters related to operation and production, which meet the actual production and operation needs of the company. The transaction price is strictly implemented with reference to the market and follows the principles of fairness, impartiality and openness. There is no behavior that damages the interests of the company and all shareholders, and will not affect the independence of the company. At the same time, when voting on related party transactions, related directors avoided voting. For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）Announcement of Fujian Sunner Development Co.Ltd(002299) on related party transactions of the company and its subsidiaries in 2022 (Announcement No.: 2022020) disclosed.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
7、 The remuneration plan for directors, supervisors and senior managers of the company in 2021 was reviewed and adopted. The voting results: 3 in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that the remuneration scheme for directors, supervisors and senior managers proposed by the company is formulated according to the remuneration level of the company’s industry and region and in combination with the actual operation of the company. The remuneration scheme complies with the provisions of the articles of association, the remuneration management system for directors, supervisors and senior managers and other relevant systems of the company, which is conducive to mobilizing the enthusiasm and creativity of the company’s senior managers, It is conducive to the long-term and healthy development of the company.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
8、 The proposal on using idle self owned funds for securities investment and derivatives trading was deliberated and adopted,
Voting: 3 in favor, 0 against and 0 abstention.
The company’s securities investment and derivatives trading business will not affect the normal development of the company’s main business, which is conducive to improving the company’s capital use efficiency, enriching the investment methods of its own funds, and seeking higher investment returns for the company and shareholders. The company has formulated relevant management systems, and the targeted risk control measures are feasible. The company’s securities investment and derivatives trading business is in line with the interests of the company and does not damage the legitimate rights and interests of public shareholders.
For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）Announcement of Fujian Sunner Development Co.Ltd(002299) on securities investment and derivatives trading with idle self owned funds (Announcement No.: 2022021) disclosed.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
9、 The proposal on using idle self owned funds for entrusted financial management was deliberated and adopted. The voting results: 3 votes in favor, 0 votes against and 0 abstention.
After review, the board of supervisors of the company believes that: on the premise of ensuring that the normal operation and risk control are not affected, the company uses idle self owned funds for entrusted financial management, which is conducive to improving the use efficiency of idle self owned funds and obtaining certain investment income. The relevant approval procedures comply with the legal laws and regulations and the relevant provisions of the articles of association. Therefore, we agree to the proposal on using idle self owned funds for entrusted financial management.
For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）The announcement of Fujian Sunner Development Co.Ltd(002299) on using idle self owned funds for entrusted financial management (Announcement No.: 2022023) disclosed.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
10、 Voting status of the proposal on the company’s profit distribution plan for 2021: 3 votes in favor, 0 against and 0 abstention.
The company’s profit distribution plan for 2021 is formulated in accordance with the company law of the people’s Republic of China, the accounting standards for business enterprises, the notice on matters related to the further implementation of cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies (revised in 2022), the articles of association and other provisions, in line with the company’s profit distribution policy and taking fully into account the interests and reasonable demands of the majority of investors, Match with the company’s business performance and future development, and comply with the company’s development plan. Agree to the company’s profit distribution plan for 2021.
For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）The announcement of Fujian Sunner Development Co.Ltd(002299) on the company’s profit distribution plan in 2021 (Announcement No.: 2022026) disclosed.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
11、 The proposal on repurchasing and canceling some restricted shares in the 2019 restricted stock incentive plan was considered and adopted. The voting results: 3 votes in favor, 0 votes against and 0 abstention.
In view of the fact that 9 incentive objects in the company’s restricted stock incentive plan for the first time in 2019 and 2 incentive objects in the reserved part have left their jobs due to personal reasons, according to the measures for the administration of equity incentive of listed companies and the incentive plan and other relevant provisions, these personnel no longer have the qualification of incentive objects; Among the incentive objects granted for the first time, the individual level performance appraisal result of 6 persons in the second lifting period is C, and 7784 restricted shares granted but not lifted shall not be lifted; The board of supervisors of the company agreed to repurchase 220227 restricted shares granted to the above 17 incentive objects but not lifted. The repurchase price of some restricted shares that have not been lifted for the first time is 11.07 yuan / share plus the deposit interest of the bank in the same period; The repurchase price of the restricted shares reserved for grant that have not yet been lifted is 12.30 yuan / share plus the sum of bank deposit interest in the same period. The cancellation of this repurchase will not affect the implementation of the company’s restricted stock incentive plan in 2019.
For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 21, 2022（ http://www.cn.info.com.cn. ）The announcement of Fujian Sunner Development Co.Ltd(002299) on repurchase and cancellation of some restricted shares under the 2019 restricted stock incentive plan (Announcement No.: 2022024) disclosed. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
It is hereby announced.
Fujian Sunner Development Co.Ltd(002299)
Board of supervisors
