Securities code: Chengdu Rml Technology Co.Ltd(301050) securities abbreviation: Chengdu Rml Technology Co.Ltd(301050) Announcement No.: 2022026 Chengdu Rml Technology Co.Ltd(301050)
Announcement on the resolution of the 23rd Meeting of the first board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
According to the notice of convening the 23rd Meeting of the first board of directors sent by Chengdu Rml Technology Co.Ltd(301050) (hereinafter referred to as “the company”) to all directors by e-mail and other written means on April 12, 2022, the company held the 23rd Meeting of the first board of directors in Chengdu Rml Technology Co.Ltd(301050) 305 conference room on April 22, 2022. 9 directors should attend the meeting and 9 actually attended the meeting, The convening, convening and voting procedures of this meeting comply with the provisions of the company law of the people’s Republic of China and the Chengdu Rml Technology Co.Ltd(301050) articles of Association (hereinafter referred to as the “articles of association”), and the meeting procedures are legal and effective.
2、 Deliberations of the board meeting
The meeting was presided over by Ms. Deng Jieru, the chairman of the board of directors, and the following resolutions were formed by the written vote of the directors attending the meeting:
1. The proposal on the 2021 general manager’s work report of the company was deliberated and adopted at the meeting with 9 affirmative votes, 0 negative votes and 0 abstention.
For details, see http://www.cn.info.com.cn.cn on the same day 2021 general manager’s work report disclosed by the company.
2. The meeting deliberated and adopted the proposal on the work report of the board of directors in 2021 by 9 votes in favor, 0 against and 0 abstention. Gan Shengdao and Yang Hui, the independent directors of the company, submitted the report on the work of independent directors in 2021 to the board of directors and will report on their work at the annual general meeting of shareholders in 2021.
For details, see http://www.cn.info.com.cn.cn on the same day The work report of the board of directors in 2021 and the work report of independent directors in 2021 disclosed.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
3. The meeting deliberated and adopted the proposal on the company’s 2021 annual audit report with 9 affirmative votes, 0 negative votes and 0 abstention.
For details, see http://www.cn.info.com.cn.cn on the same day Disclosed 2021 annual audit report.
4. The meeting deliberated and adopted the proposal on the company’s 2021 annual financial statement report with 9 affirmative votes, 0 negative votes and 0 abstention.
Audited by Tianjian Certified Public Accountants (special general partnership), the company achieved an operating revenue of 735 million yuan in 2021, an increase of 114.90% over the same period of last year; The net profit was 202 million yuan, an increase of 66.33% over the same period last year; The net profit attributable to the owners of the parent company was 202 million yuan, an increase of 66.33% over the same period last year.
For details, see http://www.cn.info.com.cn.cn on the same day Disclosed financial final accounts report of 2021.
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
5. The meeting deliberated and adopted the proposal on the company’s annual report and summary in 2021 with 9 affirmative votes, 0 negative votes and 0 abstention.
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Disclosed annual report of 2021 and summary of annual report of 2021 (Announcement No.: 2022029).
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
6. The meeting deliberated and adopted the proposal on the company’s plan for profit distribution and conversion of capital reserve into share capital in 2021 with 9 affirmative votes, 0 negative votes and 0 abstention. The independent directors of the company expressed their independent opinions on the proposal.
According to the company law and other relevant laws and regulations and the articles of association, the company’s plan for profit distribution and capital reserve conversion to share capital in 2021 is as follows: Based on the total share capital of 96800000 shares as of December 31, 2021, the company will distribute cash dividends of RMB 1.94 (including tax) to all shareholders for every 10 shares, and the total amount of cash dividends is RMB 1877920000, accounting for about 10% of the distributable profits realized in 2021; At the same time, 8 shares are transferred to all shareholders for every 10 shares, with a total of 7744000000 shares transferred. After this transfer, the total share capital of the company is 174240000 shares.
For details, see http://www.cn.info.com.cn.cn on the same day Announcement on the plan for profit distribution and conversion of capital reserve into share capital in 2021 (Announcement No.: 2022030).
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
7. The meeting adopted the proposal on the 2021 internal control self-evaluation report of the company by 9 affirmative votes, 0 negative votes and 0 abstention votes. The independent directors of the company gave their independent opinions on the proposal, the board of supervisors of the company gave their review opinions on the 2021 internal control self-evaluation report, and Citic Securities Company Limited(600030) issued their verification opinions.
For details, see http://www.cn.info.com.cn.cn on the same day Self evaluation report on internal control in 2021 disclosed.
8. The proposal on the special report on the deposit and use of the company’s raised funds in 2021 was deliberated and adopted by 9 votes in favor, 0 against and 0 abstention. The independent directors of the company expressed their independent opinions on the proposal, the audit institution Tianjian Certified Public Accountants (special general partnership) issued an assurance report and Citic Securities Company Limited(600030) issued verification opinions.
For details, see http://www.cn.info.com.cn.cn on the same day Special report on the deposit and use of raised funds in 2021 disclosed.
9. The meeting deliberated and adopted the proposal on the explanation of the company’s occupation of non operating funds and other related capital transactions in 2021 by 9 votes in favor, 0 against and 0 abstention. The independent directors of the company expressed their independent opinions on the proposal, and the audit institution Tianjian accounting firm (special general partnership) issued an assurance report.
In 2021, the company accumulated other related capital transactions totaling RMB 1526687483. As of December 31, 2021, the balance of the above related capital transactions was RMB 8559440511, mainly related capital transactions between the company and its subsidiary Chengdu lightning microcrystalline Technology Co., Ltd.
For details, see http://www.cn.info.com.cn.cn on the same day Disclosed the description of occupation of non operating funds and other related capital transactions in 2021.
10. The meeting deliberated and adopted the proposal on electing Mr. Gong min as a member of the special committee of the first board of directors of the company with 9 affirmative votes, 0 negative votes and 0 abstention.
For details, see http://www.cn.info.com.cn.cn on the same day Announcement on the election of Mr. Gong min as a member of the special committee of the first board of directors of the company (Announcement No.: 2022031).
11. The proposal on the appointment of independent directors in 2020 was clearly approved and approved by the company’s pre-2020 meeting with 2 votes of approval and abstention.
The company plans to continue to employ Tianjian Certified Public Accountants (special general partnership) Sichuan branch as the company’s audit institution in 2022 for one year.
For details, see http://www.cn.info.com.cn.cn on the same day Announcement on renewing the appointment of accounting firms (Announcement No.: 2022032).
The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
12. The meeting deliberated and adopted the proposal on the change of accounting policies of the company with 9 affirmative votes, 0 negative votes and 0 abstention. The independent directors expressed their independent opinions on the proposal.
According to relevant regulations, the company has implemented the accounting standards for Business Enterprises No. 21 – leasing (revised in 2018) since January 1, 2021, the interpretation of accounting standards for Business Enterprises No. 14 since January 26, 2021, and the presentation of centralized fund management in the interpretation of accounting standards for Business Enterprises No. 15 since December 31, 2021, The implementation of the above policies has no significant impact on the company’s financial statements.
For details, see http://www.cn.info.com.cn.cn on the same day Announcement on changes in accounting policies (No.: 2022033).
13. The meeting deliberated and adopted the proposal on the company’s report for the first quarter of 2022 with 9 affirmative votes, 0 negative votes and 0 abstention.
For details, please refer to the company’s website (www.cn. Info. Com. CN.) on the same day Disclosed first quarter report of 2022 (No.: 2022034).
14. The meeting deliberated and adopted the proposal on convening the 2021 annual general meeting of shareholders of the company with 9 affirmative votes, 0 negative votes and 0 abstention votes.
In accordance with the relevant provisions of Shenzhen Stock Exchange GEM Listing Rules (revised in 2020), Shenzhen Stock Exchange GEM listed companies standardized operation guidelines (revised in 2020) and the articles of association of Chengdu lightning Weili Technology Co., Ltd., it is proposed to convene the 2021 annual general meeting of shareholders of the company on May 18, 2022 to consider relevant proposals.
For details, see http://www.cn.info.com.cn.cn on the same day The notice on convening the 2021 annual general meeting of shareholders (No.: 2022035) disclosed.
3、 Documents for future reference
1. Resolution of the 23rd Meeting of Chengdu Rml Technology Co.Ltd(301050) the first board of directors;
2. Independent opinions of Chengdu Rml Technology Co.Ltd(301050) independent directors on matters related to the 23rd Meeting of the first board of directors;
3. Prior approval opinions of Chengdu Rml Technology Co.Ltd(301050) independent directors on matters related to the 23rd Meeting of the first board of directors;
4. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Chengdu Rml Technology Co.Ltd(301050) board of directors April 25, 2022
