Securities code: Wanma Technology Co.Ltd(300698) securities abbreviation: Wanma Technology Co.Ltd(300698) Announcement No.: 2022005 Wanma Technology Co.Ltd(300698)
Announcement on the resolution of the fourth 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 any false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
Wanma Technology Co.Ltd(300698) (hereinafter referred to as "the company") issued a written notice to all supervisors on April 11, 2022 to convene the fourth meeting of the third session of the board of supervisors, and held it by on-site voting in the conference room of the company on the 11th floor of Tianji building, No. 181 Tianmushan Road, Xihu District, Hangzhou, Zhejiang Province on April 21, 2022. The meeting was presided over by Ms. Xu Lanzhi. There were 3 supervisors who should attend and 3 supervisors who attended in person. The meeting of the board of supervisors was held in accordance with the relevant provisions of the company law and the articles of association. After careful discussion and voting of the supervisors attending the meeting, the following resolutions were formed.
2、 Deliberation at the meeting of the board of supervisors
1. The proposal on the work report of the board of supervisors in 2021 was deliberated and adopted
See details published on cninfo.com.cn on the same day Relevant reports on. Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
2. The proposal on the 2021 annual report of the company and its summary was deliberated and adopted
After examination, the board of supervisors believes that the procedures of the full text and abstract of the company's 2021 annual report comply with laws, administrative regulations and the provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual situation of the listed company, and there are no false records, misleading statements or major omissions. See details published on cninfo.com.cn on the same day Relevant announcements on.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3. The proposal on the 2021 annual financial statement of the company was deliberated and adopted
After review, the board of supervisors believes that the company's 2021 financial statement objectively, truly and accurately reflects the company's financial situation and operating results in 2021.
For details, please refer to www.cn.info.com.cn Relevant reports on. Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
4. The proposal on the provision for asset impairment in 2021 was reviewed and approved
The board of supervisors considered that the company, in accordance with the relevant provisions of the accounting standards for business enterprises and the company's accounting policies, and based on the principle of prudence, made provision for impairment of relevant assets that may suffer from asset impairment loss in 2021. The relevant provision was fair, scientific and reasonable, and there was no damage to the interests of the company and its shareholders. It agreed that the company made provision for asset impairment this time. See details published on cninfo.com.cn on the same day Relevant announcements on. Independent directors have expressed clear consent to this proposal.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
5. The plan for the company not to distribute profits in 2021 was reviewed and approved
The board of supervisors believes that the profit distribution plan for 2021 is in line with the current actual situation of the company, does not violate relevant regulations and does not damage the interests of shareholders of the company, and agrees that the company will not carry out profit distribution plan for 2021. See details published on cninfo.com.cn on the same day Relevant announcements on. The independent directors of the company have expressed clear consent to this proposal.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
6. The proposal on the renewal of ShineWing certified public accountants was deliberated and adopted
The board of supervisors believes that ShineWing Certified Public Accountants (special general partnership) is a large audit institution with securities qualification in China. It has many years of experience and ability to provide audit services for listed companies, meets the requirements of the company's audit work, and works rigorously and seriously in the audit of 2021 financial report, showing good professionalism, It has better performed the responsibilities and obligations stipulated in the business agreement signed by both parties. In order to ensure the continuity and robustness of the audit work, the board of supervisors agreed to continue to employ ShineWing Certified Public Accountants (special general partnership) as the audit institution of the company in 2022. The independent directors of the company have expressed clear consent to this proposal.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
7. The proposal on applying for comprehensive credit line from financial institutions in 2022 was deliberated and adopted
The board of supervisors believes that the company and its subsidiaries apply to the bank for a comprehensive credit line for production and operation needs, the risk is controllable, and it is conducive to improving the company's work efficiency, and there is no situation that damages the interests of the company's shareholders, especially small and medium-sized shareholders. Therefore, the board of supervisors agreed that the company and its subsidiaries apply to relevant financial institutions for loans and comprehensive credit lines with a total amount of no more than RMB 300 million (including the financing line in the form of mortgage guarantee of no more than RMB 100 million), and the credit period is from the date of the annual shareholders' meeting in 2021 to the date of the annual shareholders' meeting in 2022. The credit line can be recycled, and agreed to submit it to the shareholders' meeting for deliberation. The independent directors of the company have expressed clear consent to this proposal.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
8. The proposal on the 2021 annual internal control self evaluation report of the company was deliberated and adopted
The board of supervisors believes that the company has established a relatively perfect internal control system and can be effectively implemented. The self evaluation report on internal control of the company in 2021 truly and objectively reflects the construction and operation of the company's internal control system. See details published on cninfo.com.cn on the same day Relevant announcements on. The independent directors of the company have expressed clear consent to this proposal.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
9. The proposal on the special report on the deposit and use of the company's raised funds in 2021 was reviewed and approved
The board of supervisors held that during the reporting period, the company strictly complied with the relevant provisions such as the Shenzhen Stock Exchange GEM Listing Rules, the articles of association and the measures for the administration of raised funds, carried out standardized management on the deposit and actual use of raised funds, and did not use the raised funds in violation of regulations.
See details published on cninfo.com.cn on the same day Relevant announcements on. The independent directors gave explicit consent to the proposal. ShineWing Certified Public Accountants (special general partnership) issued the assurance report on the annual storage and use of raised funds in Wanma Technology Co.Ltd(300698) 2021, and the sponsor issued the verification opinions on the actual storage and use of raised funds in Haitong Securities Company Limited(600837) 2021.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
10. The proposal on the prediction of daily connected transactions in 2022 was deliberated and adopted
The board of supervisors believes that the daily related party transactions of the company are necessary for the daily production and operation of the company, and are priced according to the market price, which is in line with the principles of fairness, impartiality and fairness, in line with the provisions of relevant laws and regulations and the articles of Association, and in line with the interests of the company and all shareholders. The related parties have followed the principle of fair and standardized treatment, and there is no behavior damaging the interests of the company and minority shareholders. The board of supervisors agreed to the company's 2022 annual daily connected transaction plan. See details published on cninfo.com.cn on the same day Relevant announcements on. The independent directors expressed clear consent.
Voting results: 2 in favor, 0 against, 0 abstention and 1 abstention. Xu Lanzhi avoided voting because she was involved in connected transactions.
11. The proposal on Amending the rules of procedure of the board of supervisors was deliberated and adopted
In order to further improve the corporate governance structure and promote the standardized operation of the company. The board of supervisors agreed to revise the self regulatory rules of Listed Companies in accordance with the laws and regulations of Shenzhen Stock Exchange and the actual situation of the board of supervisors. See details published on cninfo.com.cn on the same day Relevant announcements on.
Voting results: 3 in favor, 0 against, 0 abstention and 0 avoidance.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3、 Documents for future reference
1. Resolution of the fourth meeting of the third board of supervisors of the company.
It is hereby announced.
Wanma Technology Co.Ltd(300698) board of supervisors
April 22, 2022
