Securities code: Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) securities abbreviation: Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) Announcement No.: 2022028
Bond Code: 127057 bond abbreviation: Panlong convertible bond
Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864)
Announcement on the resolutions of the 19th meeting of the third board of supervisors
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 supervisors
1. Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) (hereinafter referred to as "the company") the notice of the 19th meeting of the third board of supervisors was sent to all supervisors by email on April 12, 2022.
2. The meeting was held at 14:00 p.m. on April 22, 2022 in the conference room on the second floor of Shaanxi Panlong Pharmaceutical Co., Ltd., No. 2801, Baliu Second Road, modern textile industrial park, Baqiao District, Xi'an. The meeting was held on site.
3. There are 5 supervisors who should attend and 5 supervisors who actually attend.
4. Mr. Luo Qingshui, chairman of the board of supervisors of the company, presided over the meeting.
5. The notice, convening and convening of this meeting comply with the company law of the people's Republic of China and other laws, administrative regulations, departmental rules, normative documents and the relevant provisions of Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) articles of association.
2、 Deliberation at the meeting of the board of supervisors
1. Deliberated and passed the proposal on the annual report of 2021 and the summary of the annual report of 2021. Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
After review, the board of supervisors believes that the procedures for the preparation and review of the company's 2021 annual report by the board of directors comply with laws, administrative regulations and relevant provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual situation of the company during the reporting period, and there are no false records, misleading statements or major omissions. See cninfo.com for the full text of the 2021 annual report（ http://www.cn.info.com.cn. ）The summary of the annual report of 2021 published on the same day in China Securities News, Shanghai Securities News, securities times, securities daily and cninfo（ http://www.cn.info.com.cn. ）Summary of annual report 2021.
2. Deliberated and passed the proposal on the report of the first quarter of 2022
Voting results: 5 in favor, 0 against and 0 abstention.
After review, the board of supervisors believes that the procedures for the preparation and review of the company's report for the first quarter of 2022 by the board of directors comply with laws, administrative regulations and relevant provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual situation of the company during the reporting period, and there are no false records, misleading statements or major omissions.
For the full text of the report for the first quarter of 2022, please refer to China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）。
3. Deliberated and passed the proposal on the 2021 annual work report of the board of supervisors
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
See cninfo.com for details（ http://www.cn.info.com.cn. ）。
4. Deliberated and passed the proposal on the financial statement report of 2021
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
After deliberation, the board of supervisors held that the financial statement of 2021 truly, accurately and completely reflected the financial situation of the company, without any false records, misleading statements or major omissions, and did not harm the interests of the shareholders of the company.
See cninfo.com for details（ http://www.cn.info.com.cn. ）。
5. Deliberated and passed the proposal on financial budget report for 2022
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
After deliberation, the board of supervisors believes that the financial budget report for 2022 is based on the audited business performance in 2021 and prepared according to the company's business plan in 2022, which does not represent profit forecast and commitment. Under the influence of many factors, there is great uncertainty in the company's profit, so investors should pay special attention.
For details, please refer to cninfo.com, the company's designated information disclosure website, on the same day（ http://www.cn.info.com.cn. ）。
6. Deliberated and passed the proposal on the company's profit distribution plan for 2021
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
After deliberation, the board of supervisors believes that the company's profit distribution plan for 2021 complies with the relevant provisions of the company law, the articles of association and the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies, conforms to the actual situation of the company, is conducive to the long-term stable and healthy development of the company and does not harm the interests of the shareholders of the company. For details, please refer to China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com published on the same day（ http://www.cn.info.com.cn. ）。 7. Deliberated and passed the proposal on the company's reappointment of Lixin Certified Public Accountants (special general partnership) as the company's audit institution in 2022
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
The board of supervisors believes that: Lixin Certified Public Accountants (special general partnership) has the qualification of securities business. During its tenure as the company's audit institution, it can fulfill its duties, follow the independent, objective and fair practice standards, and better complete the financial audit work entrusted by the company. It agrees to pass the proposal.
For details, please refer to China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com published on the same day（ http://www.cn.info.com.cn. ）。
8. Deliberated and passed the proposal on the remuneration scheme of supervisors in 2022
According to the actual situation of the company, the remuneration scheme of supervisors in 2022 is as follows: the supervisors of the company receive remuneration according to their specific positions in the company and the remuneration system of the company, and do not receive supervisor allowance.
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
9. Deliberated and passed the proposal on the self evaluation report on internal control in 2021
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
The board of supervisors believes that the company has established a relatively perfect internal control system and can be effectively implemented and supervised. The contents of the 2021 internal control self-evaluation report truly, accurately and completely reflect the actual situation of the construction and operation of the company's internal control system, and there are no false records, misleading statements or major omissions.
For details, please refer to cninfo.com, the company's designated information disclosure website（ http://www.cn.info.com.cn. ）。
10. Deliberated and passed the proposal on the company's special report on the deposit and use of raised funds in 2021
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
The board of supervisors believes that the company has made special account storage and special use of the raised funds, and there is no case that the storage and use of the raised funds are illegal, illegal or harmful to the interests of the company's shareholders, especially the minority shareholders.
See China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com for details（ http://www.cn.info.com.cn. ）。
11. Deliberated and passed the proposal on the prediction of the company's daily connected transactions in 2022
Voting results: 5 in favor, 0 against and 0 abstention.
The board of supervisors believes that the company's expected related party transactions in 2022 are carried out on the basis of equal consultation between related parties and in accordance with the market principle, and there is no situation damaging the interests of the company and other shareholders. When the board of directors deliberated the proposal, the voting procedures were compliant and legal, there were no violations, no damage to the rights and interests of shareholders and the company, and complied with the provisions of regulatory authorities, relevant laws, regulations and the articles of association.
See China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com for details（ http://www.cn.info.com.cn. ）。
12. Deliberated and passed the proposal on Amending the rules of procedure of the board of supervisors
Voting results: 5 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
See http / / www.cninfo.com for details after revision（ http://www.cn.info.com.cn. ）。
3、 Documents for future reference
1. Resolutions of the 19th meeting of the third board of supervisors;
2. Other documents required by SZSE.
Shanxi Panlong Pharmaceutical Group Limited By Share Ltd(002864) board of supervisors April 26, 2022
