Securities code: Shanghai Hi-Road Food Technology Co.Ltd(300915) securities abbreviation: Shanghai Hi-Road Food Technology Co.Ltd(300915) Announcement No.: 2022022 Shanghai Hi-Road Food Technology Co.Ltd(300915)
Announcement of resolutions of the third meeting of the third 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
Shanghai Hi-Road Food Technology Co.Ltd(300915) (hereinafter referred to as “the company”) the notice of the third meeting of the third board of supervisors (hereinafter referred to as “the meeting”) was sent to all supervisors in writing, telephone and e-mail on April 11, 2022. The meeting was held in the company’s conference room in the form of on-site meeting and communication on April 21, 2022. As Xiuhong presided over the meeting, there were 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting, which complied with the relevant provisions of the company law of the people’s Republic of China and the Shanghai Hi-Road Food Technology Co.Ltd(300915) articles of association.
2、 Deliberation at the meeting of the board of supervisors
After careful deliberation, full discussion and careful voting by the supervisors present, the following proposals were considered and adopted at the meeting: 1. The proposal on the work report of the board of supervisors in 2021 was considered and adopted
After deliberation, the board of supervisors believes that the work report of the board of supervisors in 2021 objectively reflects the supervision work carried out by the board of supervisors and the relevant work results of cooperating with the board of directors and shareholders.
Details are disclosed on cninfo.com.cn on the same day Work report of the board of supervisors 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 the company for deliberation.
2. The proposal on the 2021 annual financial statement report was reviewed and passed
After deliberation, the board of supervisors believes that the financial statement of 2021 objectively and truly reflects the financial situation and operating results of the company in 2021.
Details are disclosed on cninfo.com.cn on the same day Financial final accounts report of 2021.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
3. The proposal on the confirmation of daily connected transactions in 2021 and the prediction of daily connected transactions in 2022 was reviewed and approved
After deliberation, the board of supervisors held that the daily related party transactions in 2021 and the daily related party transactions planned to occur in 2022 belong to the normal business needs and normal business of the company and are in line with the actual situation of the company. The price of daily related party transactions in 2021 is fair, reasonable and fair, and there is no situation that damages the interests of the company and other non related shareholders. The daily connected transactions to occur in 2022 are in line with the actual situation of the company, and its deliberation and voting procedures are in line with relevant laws and regulations, the articles of association and the management system of connected transactions.
Details are disclosed on cninfo.com.cn on the same day Announcement on the forecast of daily connected transactions in 2022 and other relevant documents.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
4. The proposal on the special explanation on the occupation of funds by controlling shareholders and other related parties in 2021 was reviewed and approved
After deliberation, the board of supervisors held that the special statement on the occupation of funds by controlling shareholders and other related parties in 2021 prepared by the company’s audit institution was in line with the provisions of the notice on Several Issues concerning the regulation of capital exchanges between listed companies and related parties and external guarantees of listed companies issued by the China Securities Regulatory Commission and the state owned assets supervision and Administration Commission of the State Council, It truthfully reflects the capital occupation of the company’s controlling shareholders and other related parties in 2021.
Details are disclosed on cninfo.com.cn on the same day Special instructions on the occupation of funds by controlling shareholders and other related parties 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 the company for deliberation.
5. The proposal on the remuneration of supervisors in 2022 was deliberated and adopted
After deliberation, the board of supervisors held that in 2022, the company’s supervisors received remuneration according to their specific positions in the company and its subsidiaries and the remuneration assessment system of the company and its subsidiaries. The remuneration scheme without supervisor allowance was in line with the current actual situation of the company, in line with the provisions of relevant laws and regulations and the articles of association, and did not damage the interests of the company and minority shareholders.
Details are disclosed on cninfo.com.cn on the same day Announcement on the remuneration scheme of directors, supervisors and senior managers in 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
6. The proposal on the full text of the 2021 annual report and its summary was deliberated and adopted
After deliberation, the board of supervisors believes that the full text and abstract of the company’s 2021 annual report truly, accurately and completely reflect the company’s operation in 2021, and there are no false records, misleading statements or major omissions.
Details are disclosed on cninfo.com.cn on the same day 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 the company for deliberation.
7. The proposal on profit distribution plan for 2021 was deliberated and adopted
After deliberation, the board of supervisors held that the 2021 profit distribution plan was legal and compliant, matched with the growth of the company, ensured the normal, regular and long-term development of the company, and took into account the short-term and long-term interests of the company’s shareholders.
Details are disclosed on cninfo.com.cn on the same day Announcement on profit distribution plan 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 the company for deliberation.
8. The proposal on the self-evaluation report on internal control in 2021 was considered and adopted
After deliberation, the board of supervisors held that the self-evaluation report on internal control in 2021 objectively and truly reflected the implementation of the company’s internal control, and believed that the company had no major defects in internal control over financial reporting, and no major defects in internal control over non-financial reporting were found.
Details are disclosed on cninfo.com.cn on the same day Self evaluation report on internal control in 2021 and relevant announcements.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
9. The proposal on the special report on the annual deposit and use of raised funds was deliberated and passed. After deliberation, the board of supervisors held that the company used the raised funds in strict accordance with the requirements of laws, regulations and normative documents such as the company law, the securities law, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the management system of raised funds, and timely, true, accurate The relevant information disclosure work has been fully performed, and there is no illegal use of the raised funds.
Details are disclosed on cninfo.com.cn on the same day Special report on annual deposit and use of raised funds and relevant announcements.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
10. The proposal on renewing the appointment of audit institutions in 2022 was deliberated and adopted
After review, the board of supervisors believes that Zhonghua Certified Public Accountants (special general partnership) has the qualification of securities and futures related business audit, has rich experience and professional quality in the audit of listed companies, and can better meet the requirements of the company to establish and improve internal control and financial audit. It agrees to renew the appointment of Zhonghua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022.
Details are disclosed on cninfo.com.cn on the same day Announcement on reappointment of audit institutions in 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
11. The proposal on adjusting the amount of cash management with idle self owned funds was reviewed and passed. After deliberation, the board of supervisors considered that the amount of cash management with idle self owned funds was increased from no more than 370 million yuan to 470 million yuan, which was conducive to improving the use efficiency and income level of funds, and agreed to this proposal.
Details are disclosed on cninfo.com.cn on the same day Announcement on adjusting the amount of cash management using idle self owned funds.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
12. The proposal on applying for comprehensive credit line from financial institutions was deliberated and adopted
After deliberation, the board of supervisors believes that this comprehensive credit is to meet the actual production, operation and business development capital needs of the company, help stabilize the sustainable development of the company, will not affect the normal production and operation of the company, and will not damage the interests of the company and all shareholders. The board of supervisors agreed to the matter.
Details are disclosed on cninfo.com.cn on the same day Announcement on applying for comprehensive credit line from financial institutions.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
13. The proposal on absorbing and merging wholly-owned subsidiaries was deliberated and adopted
After deliberation, the board of supervisors considered that the absorption and merger of wholly-owned subsidiaries is conducive to optimizing the company’s management structure, improving operation efficiency and reducing management costs. The board of supervisors agreed to this matter.
Details are disclosed on cninfo.com.cn on the same day Announcement on absorption and merger of wholly owned subsidiaries.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
14. The proposal on by election of non employee representative supervisors was deliberated and adopted
After deliberation, the board of supervisors agreed to nominate Ms. Tang Chenji as the candidate of non employee representative supervisor of the third board of supervisors of the company and submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
Details are disclosed on cninfo.com.cn on the same day Announcement on resignation of non employee representative supervisors and by election of non employee representative supervisors.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation.
15. The proposal on the report of the first quarter of 2022 was deliberated and adopted
After deliberation, the board of supervisors believes that the full text of the company’s report for the first quarter of 2022 truly, accurately and completely reflects the company’s operation in the first quarter of 2022, and there are no false records, misleading statements or major omissions.
Details are disclosed on cninfo.com.cn on the same day The first quarter report of 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
16. After deliberation, the proposal on correcting the first quarter, semi annual and third quarter reports of 2021 was passed. After deliberation, the board of supervisors held that the company’s correction of the first quarter, semi annual and third quarter reports of 2021 conformed to the company’s actual operation and financial status, and complied with the relevant provisions of the rules for the preparation of information disclosure by companies offering securities to the public No. 19 – correction and related disclosure of financial information, The corrected financial data can objectively and fairly reflect the operation of the company, and this correction does not damage the legitimate rights and interests of the company and all shareholders. It is agreed to correct the first quarter, semi annual and third quarter reports of 2021.
3、 Documents for future reference
1. Resolutions of the third meeting of the third board of supervisors;
2. Orient Securities Company Limited(600958) underwriting recommendation Co., Ltd. verification opinions on confirmation of daily connected transactions in 2021 and prediction of daily connected transactions in 2022
3. Orient Securities Company Limited(600958) underwriting and recommendation Co., Ltd. verification opinions on the self-evaluation report of internal control in 2021
4. Verification opinions of Orient Securities Company Limited(600958) underwriting and recommendation Co., Ltd. on the special report on the annual storage and use of raised funds
5. Orient Securities Company Limited(600958) underwriting recommendation Co., Ltd. verification opinions on Shanghai Hi-Road Food Technology Co.Ltd(300915) adjusting the amount of idle self owned funds for cash management
6. Special statement on capital occupation of controlling shareholders and other related parties in 2021 issued by Zhonghua Certified Public Accountants (special general partnership)
7. Assurance report on annual deposit and use of raised funds issued by Zhonghua Certified Public Accountants (special general partnership)
It is hereby announced.
Shanghai Hi-Road Food Technology Co.Ltd(300915) board of supervisors
April 22, 2002
