Securities code: Huadian Heavy Industries Co.Ltd(601226) securities abbreviation: Huadian Heavy Industries Co.Ltd(601226) Announcement No.: pro 2022010 Huadian Heavy Industries Co.Ltd(601226)
Announcement on the resolutions of the 6th 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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Huadian Heavy Industries Co.Ltd(601226) hereinafter referred to as “the company”) the notice of the sixth meeting of the Fourth Board of supervisors was sent by e-mail on April 11, 2022. The meeting was held at room 1110, block B, Huadian Industrial Park, East Automobile Museum Road, Fengtai District, Beijing at 11 a.m. on April 21, 2022. There are 5 supervisors of the company and 5 supervisors actually voting (Mr. Tian binqiang, the employee supervisor of the company, votes by means of communication for work reasons, and the other 4 supervisors vote on site). The Secretary of the board of directors and other relevant personnel of the company attended the meeting as nonvoting delegates. The meeting was presided over by Ms. Lin Yan, chairman of the board of supervisors of the company. The meeting adopted the voting method of on-site combined with communication to consider various proposals. The convening procedures and voting methods of the meeting comply with the relevant provisions of the company law and the articles of association, and the contents of the resolution are legal and effective. The meeting voted by open ballot, deliberated and adopted the following proposals:
1、 Work report of the board of supervisors in 2021
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 2021 annual financial statement of the company
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 2021 annual profit distribution plan of the company
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Opinion of the board of supervisors: the company’s 2021 profit distribution plan complies with the provisions of relevant laws and regulations and the company’s current profit distribution policies. The review procedures are legal and compliant. There is no interference and cash out by major shareholders, and there is no damage to the interests of the company’s shareholders, especially small and medium-sized shareholders, which is conducive to the healthy and sustainable development of the company. It is agreed to submit it to the company’s 2021 annual general meeting of shareholders for review.
4、 Proposal on 2021 annual report and summary of the company
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Opinions of the board of supervisors: in accordance with the requirements of the securities law, the standards for the content and format of information disclosure by companies offering securities to the public No. 2 – the content and format of annual report of China Securities Regulatory Commission, the stock listing rules of Shanghai Stock Exchange and the notice on doing a good job in the disclosure of 2021 annual report of companies listed on the main board, after fully understanding and reviewing the 2021 annual report and its summary of the company, Think:
1. The preparation and review procedures of the company’s 2021 annual report and its summary comply with the relevant provisions of laws, regulations, the articles of association and the company’s internal management system;
2. The content and format of the company’s 2021 annual report and its summary comply with the relevant provisions of the CSRC and Shanghai Stock Exchange, and the information disclosed therein truly reflects the company’s financial situation and operating results in 2021;
3. Before putting forward this opinion, it is not found that the personnel involved in the preparation and deliberation of the company’s 2021 annual report have violated the confidentiality provisions.
5、 Proposal on internal control evaluation report of the company in 2021
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
Opinion of the board of supervisors: the company has established a relatively perfect internal control system in accordance with relevant laws, regulations and relevant provisions, and the system operated effectively during the reporting period. The internal control evaluation report of the company in 2021 objectively and fairly reflects the actual situation of the company’s internal control during the reporting period.
6、 Proposal on comprehensive risk management of the company in 2021
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
7、 Proposal on the company’s 2021 annual social responsibility report
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
8、 Proposal on the remuneration of senior managers of the company in 2021
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
9、 Proposal on the pre liquidation of the company’s total payroll in 2021
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
10、 Voting on the special report on the deposit and actual use of the company’s raised funds in 2021: 5 votes in favor; No negative vote; The motion was passed with 0 abstention.
Opinion of the board of supervisors: the special report on the deposit and actual use of raised funds in 2021 prepared by the board of directors of the company is consistent with the actual situation of the company’s raised funds, and the company did not use the raised funds in violation of regulations during the reporting period.
11、 Proposal on the implementation of the company’s daily connected transactions in 2021 and the prediction of daily connected transactions in 2022
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
12、 Proposal on the company’s total salary pre control plan in 2022
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
13、 2022 annual financial budget report of the company
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
14、 Proposal on employing the company’s audit institution and internal control audit institution in 2022
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
15、 Proposal on the company’s report for the first quarter of 2022
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
Opinions of the board of supervisors: in accordance with the requirements of the securities law, the measures for the administration of information disclosure of listed companies of the CSRC, the stock listing rules of the Shanghai Stock Exchange, the guidelines for self discipline supervision of listed companies No. 1 – announcement format No. 101 quarterly report of listed companies, the guidelines for self discipline supervision of listed companies No. 2 – business handling No. 6 periodic report and other relevant provisions, After fully understanding and reviewing the company’s report for the first quarter of 2022, the board of supervisors believes that:
1. The preparation and review procedures of the company’s report for the first quarter of 2022 comply with the relevant provisions of laws, regulations, the articles of association and the company’s internal management system;
2. The content and format of the company’s report for the first quarter of 2022 comply with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange, and the information disclosed therein truly reflects the company’s financial situation and operating results in the first quarter of 2022;
3. Before putting forward this opinion, it is not found that the personnel involved in the preparation and review of the company’s report for the first quarter of 2022 have violated the confidentiality provisions.
16、 Voting on the proposal on cash management of some temporarily idle raised funds: 5 votes in favor; No negative vote; The motion was passed with 0 abstention.
Opinion of the board of supervisors: the decision-making procedures for the company to use some idle raised funds for cash management comply with the relevant provisions of the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies of China Securities Regulatory Commission and the self regulatory guidelines for listed companies No. 1 – standardized operation of Shanghai Stock Exchange, The company’s use of idle raised funds for cash management is conducive to improving the use efficiency of idle raised funds. The idle raised funds used by the company do not conflict with the implementation plan of the investment project of raised funds, affect the normal progress of the project of raised funds, or change the investment direction of raised funds in a disguised manner and damage the interests of shareholders of the company. Therefore, it is agreed that the company will use the idle raised funds with a limit of no more than 500 million yuan for cash management and timely purchase cash management products such as bank structured deposits.
17、 Voting on the proposal on using some idle raised funds to temporarily supplement working capital: 5 votes in favor; No negative vote; The motion was passed with 0 abstention.
Opinion of the board of supervisors: the decision-making procedures of the company to use some idle raised funds to temporarily supplement working capital comply with the relevant provisions of the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies of the China Securities Regulatory Commission and the self regulatory guidelines for listed companies No. 1 – standardized operation of Shanghai Stock Exchange, The company’s use of idle raised funds to temporarily supplement working capital is conducive to improving the use efficiency of idle raised funds. The idle raised funds used by the company do not conflict with the implementation plan of the investment project of raised funds, affect the normal operation of the project of raised funds, or change the investment direction of raised funds in a disguised manner and damage the interests of shareholders of the company. Therefore, it is agreed that the company will use the idle raised funds of 150 million yuan to supplement the working capital temporarily.
18、 Proposal on signing financial service agreement with China Huadian Group Finance Co., Ltd
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
Opinion of the board of supervisors: the signing of the financial service agreement between the company and China Huadian Group Finance Co., Ltd. (hereinafter referred to as “Huadian finance company”) is conducive to the company to make full use of the financial service platform provided by Huadian finance company, broaden financing channels, reduce financing costs, ensure the demand for operating funds, enhance the ability of capital allocation and maximize capital benefits. This connected transaction follows the commercial principles of compensation, fairness and voluntariness. The transaction content and deliberation procedures are legal and compliant, and the transaction pricing is fair, which will not damage the interests of the company and other shareholders, especially the interests of minority shareholders, and will not affect the independence of the company.
19、 Proposal on risk assessment report of China Huadian Group Finance Co., Ltd
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
Opinion of the board of supervisors: the company has objectively and fairly evaluated the business qualification, business and risk status of Huadian finance company. Huadian finance company has corresponding business qualification, relevant financial indicators comply with the provisions of the people’s Bank of China, Bank Of China Limited(601988) Insurance Regulatory Commission and other regulatory institutions, and has established a relatively perfect risk management system in accordance with the requirements of the financial regulatory department, which can effectively control deposits Loans and other financial business risks.
20、 Proposal on providing entrusted loan of 120 million yuan to Huadian Caofeidian heavy industry equipment Co., Ltd., a wholly-owned subsidiary
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
21、 Proposal on providing 50 million yuan entrusted loan to the wholly-owned subsidiary Huadian Heavy Industries Co.Ltd(601226) Machinery Co., Ltd
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
22、 Proposal on providing 50 million yuan entrusted loan to Wuhan Huadian Engineering Equipment Co., Ltd., a wholly-owned subsidiary
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
23、 Proposal on providing entrusted loan of RMB 100 million to Henan Huadian Jinyuan Pipeline Co., Ltd., a holding subsidiary
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
24、 Proposal on providing guarantee for 222.7 million yuan bank credit of Huadian Caofeidian heavy industry equipment Co., Ltd., a wholly-owned subsidiary
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
25、 Proposal on providing guarantee for the bank credit of RMB 80 million of the wholly-owned subsidiary Huadian Heavy Industries Co.Ltd(601226) Machinery Co., Ltd
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
26、 Proposal on providing guarantee for 50 million yuan bank credit of Wuhan Huadian Engineering Equipment Co., Ltd., a wholly-owned subsidiary
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is agreed to submit this proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
27、 Proposal on applying for a comprehensive credit of 60 million yuan from the bank in the form of land mortgage for the holding subsidiary Henan Huadian Jinyuan Pipeline Co., Ltd
Voting: 5 affirmative votes; No negative vote; The motion was passed with 0 abstention.
It is hereby announced.
Huadian Heavy Industries Co.Ltd(601226) the board of supervisors reported on April 22, 2002 for filing
(I) resolutions of the 6th meeting of the 4th board of supervisors of the company.
