Securities code: Konfoong Materials International Co.Ltd(300666) securities abbreviation: Konfoong Materials International Co.Ltd(300666) Announcement No.: 2022056 bond Code: 123123 bond abbreviation: Jiangfeng convertible bond
Konfoong Materials International Co.Ltd(300666)
Announcement on the resolutions of the 19th 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
1. The notice of the board of supervisors was sent to all supervisors by mail on April 15, 2022. The Notice includes relevant materials of the meeting and lists the time, place, content and method of the meeting. 2. The meeting of the board of supervisors was held in the company’s conference room on April 25, 2022 by means of on-site and communication.
3. Three supervisors should attend the meeting and three actually attended. Mr. Zhang Yingjun, Mr. Han Gang and Ms. Wang Yu attended the meeting by means of communication.
4. The board of supervisors was presided over by Mr. Zhang Yingjun, chairman of the board of supervisors. The Secretary of the board of directors, chief financial officer and securities affairs representative of the company attended the board of supervisors as nonvoting delegates.
5. The convening, convening and voting procedures of this meeting comply with the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and other laws and regulations and the relevant provisions of the articles of association.
2、 Deliberation at the meeting of the board of supervisors
The meeting considered and adopted the following proposals:
1. Deliberated and adopted the proposal on the work report of the board of supervisors in 2021
After deliberation, all supervisors agreed that the work report of the board of supervisors in 2021 truly, accurately and completely reported the work of the board of supervisors in 2021.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Work report of the board of supervisors in 2021.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
2. Deliberated and passed the proposal on 2021 annual report and summary
After deliberation, all supervisors agreed that the preparation procedures of the company’s 2021 annual report and summary comply with laws, administrative regulations and relevant provisions of the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”), and the contents of the report truly, accurately and completely reflect the actual situation of the company in all aspects, without any false records, misleading statements or major mistakes.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Annual report 2021 and summary of annual report 2021.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
3. Deliberated and passed the proposal on the financial final accounts report of 2021
After deliberation, all supervisors agreed that the company’s 2021 financial statement objectively and truly reflected the company’s financial situation and operating results in 2021.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Financial final accounts report of 2021.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
4. The proposal on 2021 profit distribution plan was deliberated and adopted
After deliberation, all supervisors agreed that the company’s 2021 profit distribution plan matched the growth of the company’s performance. According to the actual situation of the company and taking into account the immediate and long-term interests of shareholders, the plan was in line with the provisions of the company law and the articles of association, with legitimacy, compliance and rationality. They agreed with the company’s 2021 profit distribution plan.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on profit distribution plan in 2021.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
5. Deliberated and passed the proposal on the self-evaluation report on internal control in 2021
After deliberation, all supervisors agreed that the company has established a relatively perfect internal control system and can be effectively implemented. The self-evaluation report of the company’s internal control in 2021 truly and objectively reflects the construction and operation of the company’s internal control system.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Self evaluation report on internal control in 2021.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
6. The proposal on the special report on the storage and use of raised funds in 2021 was passed. After deliberation, all supervisors agreed that the company stored and used the raised funds in 2021 in accordance with the provisions and requirements of relevant laws, regulations and normative documents, and disclosed the storage and use of raised funds in time. There were no violations in the use and management of raised funds.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Special report on the deposit and use of raised funds in 2021.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
7. Deliberated and passed the proposal on renewing the appointment of accounting firms
After deliberation, all supervisors agreed that Lixin Certified Public Accountants (special general partnership) has the relevant qualification to engage in the audit business of listed companies. In providing audit services for the company, Lixin Certified Public Accountants (special general partnership) can follow the independent, objective and fair professional standards, fulfill its duties, better complete the audit work, and the report issued can objectively and truly reflect the actual situation, financial status and operating results of the company, It is agreed to continue to employ Lixin Certified Public Accountants (special general partnership) as the financial audit institution of the company in 2022.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on the renewal of accounting firms.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
8. Deliberated and passed the proposal on the prediction of daily connected transactions in 2022
After deliberation, all supervisors agreed that the daily related party transactions expected by the company in 2022 meet the needs of the company’s business development and production and operation, and belong to normal commercial transactions. The related party transactions follow the principles of openness, fairness and impartiality. The pricing of related party transactions is determined through negotiation on the basis of fair transactions. The price is fair and reasonable, follows the principle of fair market transactions, and is in the interests of the company and all shareholders, It will not affect the independence of the company’s business.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on the forecast of daily connected transactions in 2022.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
9. Deliberated and adopted the proposal on the report of the first quarter of 2022
After deliberation, all supervisors agreed that the preparation procedures of the company’s report for the first quarter of 2022 comply with laws, administrative regulations and relevant provisions of the CSRC. The content of the report truly, accurately and completely reflects the actual situation of the company in all aspects, and there are no false records, misleading statements or major mistakes.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day The first quarter report of 2022.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
10. The proposal on the special audit statement on the occupation of non operating funds and other related capital transactions of the company was reviewed and approved
After deliberation, all supervisors unanimously agreed to the special audit statement on the occupation of non operating funds and other related capital transactions of the company issued by Lixin Certified Public Accountants (special general partnership).
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Special audit instructions on the occupation of non operating funds and other related capital transactions of the company.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
11. The proposal on the cancellation of stock options that have not been exercised at the expiration of the exercise period of the first stock option incentive plan was deliberated and adopted
After deliberation, all supervisors agreed that: according to the measures for the administration of equity incentive of listed companies, the company’s first stock option incentive plan and other relevant provisions, since the second exercise of stock options granted to five incentive objects has not been exercised, the board of supervisors agreed that the company should cancel the 87000 stock options granted to the above incentive objects but not yet exercised. The review procedure of this cancellation is legal and compliant, which is in line with the interests of the company and minority shareholders.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on the cancellation of some stock options granted and not exercised at the expiration of the exercise period by the first stock option incentive plan. Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
12. Deliberated and passed the proposal on cancellation of some granted stock options under the first stock option incentive plan
After deliberation, all the supervisors agreed that: according to the measures for the administration of equity incentive of listed companies, the company’s first stock option incentive plan and other relevant provisions, because one incentive object resigned for personal reasons and did not have the qualification of incentive object, the board of supervisors agreed that the company would cancel the total 15000 stock options granted but not exercised by the incentive object. The review procedure of this cancellation is legal and compliant, which is in line with the interests of the company and minority shareholders.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on cancellation of stock options that have not been exercised at the expiration of the exercise period and some stock options that have been granted by the first stock option incentive plan.
Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
13. The proposal on the achievement of exercise conditions in the third exercise period of stock options granted for the first time by the first stock option incentive plan was deliberated and adopted
After review, all supervisors agreed that: the first phase of the company’s stock option incentive plan granted stock options for the first time, and the exercise conditions in the second exercise period have been met; The exercise qualification of 188 incentive objects with exercisable rights is legal and effective, and meets the relevant provisions of the company, such as the first stock option incentive plan and the management measures for the implementation and assessment of the first stock option incentive plan; It is agreed that 188 incentive objects who meet the exercise conditions can exercise a total of 4.236 million stock options in the third exercise period.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on the achievement of exercise conditions in the third exercise period of stock options first granted by the first stock option incentive plan. Voting results: 3 affirmative votes, 0 negative votes and 0 abstention votes, which were adopted unanimously.
3、 Documents for future reference
1. Resolution of the 19th meeting of the third board of supervisors.
It is hereby announced.
Konfoong Materials International Co.Ltd(300666) board of supervisors April 25, 2022
