Securities code: Shenzhen Increase Technology Co.Ltd(300713) securities abbreviation: Shenzhen Increase Technology Co.Ltd(300713) Announcement No.: 2022023 Shenzhen Increase Technology Co.Ltd(300713)
Announcement on the resolution of the fourth meeting of the third 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
Shenzhen Increase Technology Co.Ltd(300713) (hereinafter referred to as “the company”) the notice of the fourth meeting of the third board of directors (hereinafter referred to as “the meeting”) was sent to all directors, supervisors and senior managers by e-mail on April 11, 2022. The meeting was held on site in the company’s large conference room on April 22, 2022. The meeting was presided over by the chairman, Mr. Yin Wei. There were 7 directors who should attend the meeting and 7 directors who actually attended the meeting. All supervisors and senior managers of the company attended the meeting as nonvoting delegates. The meeting was convened and held in accordance with the company law of the people’s Republic of China and other relevant laws and regulations and the articles of association, and the meeting was legal and effective.
2、 Deliberations of the board meeting
The directors present at the meeting deliberated and voted on various proposals and formed the following resolutions:
(I) the proposal on 2021 annual report and summary was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
After deliberation, the board of directors unanimously agreed that the company’s 2021 annual report and its abstract comply with laws, administrative regulations, the provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange. The contents of the report truly, accurately and completely reflect the company’s operation in 2021, and there are no false records, misleading statements or major omissions. See cninfo.com for details（ http://www.cn.info.com.cn. ）2021 annual report and 2021 annual report summary published on the same day.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(II) the proposal on the general manager’s work report in 2021 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
The board of directors reviewed the 2021 general manager’s work report submitted by Mr. Yin Wei, the general manager. The board of directors agreed that the management of the company effectively implemented the resolutions of the general meeting of shareholders and the board of directors in 2021, and the overall operation of the company was normal.
(III) the proposal on the work report of the board of directors in 2021 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
After deliberation, the board of directors agreed that the work report of the board of directors in 2021 truly and objectively reflected the work of the board of directors in 2021 and the implementation of the resolutions of the general meeting of shareholders. The specific contents of the work report of the board of directors are detailed in Section III “management discussion and analysis” and Section IV “corporate governance” of the company’s annual report 2021.
The independent directors of the company, Mr. Zhou Huiqiang, Mr. Huang Yun, Mr. Chen Libei, Mr. Wu HongRi, Ms. Jing Chunmei and Ms. Liu Chen, respectively, submitted the report on the work of independent directors in 2021 to the board of directors and will report on their work at the 2021 annual general meeting of shareholders of the company.
See http://www.cninfo.com.cn for the detailed contents of the report on the work of independent directors in 2021（ http://www.cn.info.com.cn. )。
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(IV) the proposal on the financial final accounts report of 2021 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
After deliberation, the board of directors agreed that the company’s 2021 financial statement objectively and truly reflected the company’s financial situation and operating results in 2021.
See cninfo.com for details（ http://www.cn.info.com.cn. ）The financial final accounts report of 2021 published on the same day.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
(V) the proposal on self-evaluation report on internal control in 2021 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
After deliberation, the board of directors agreed that the company has established a relatively perfect corporate governance structure and a relatively sound internal control system in combination with its own business characteristics and risk factors. The company’s internal control system has strong pertinence, rationality and effectiveness, has been well implemented and implemented, and can provide a reasonable guarantee for the preparation of true and fair financial statements, Ensure the healthy operation of the company’s business activities and the control of business risks.
The independent directors of the company expressed their independent opinions on this.
See cninfo.com for details（ http://www.cn.info.com.cn. ）Self evaluation report on internal control in 2021 published on the same day.
(VI) the proposal on the company’s profit distribution plan for 2021 was reviewed and approved
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
In accordance with the provisions of the company law and the articles of association, in combination with the company’s actual operating conditions, profit distribution over the years and performance growth in 2021, in order to ensure the steady and sustainable development and stable operation of the company and the long-term interests of all shareholders, the company’s specific profit distribution plan for 2021 is: the company will not distribute profits or convert capital reserve into share capital in 2021, The undistributed profits of the company are carried forward and distributed in subsequent years.
The independent directors of the company expressed their independent opinions on the matter, and the board of supervisors of the company issued audit opinions. See cninfo.com for details（ http://www.cn.info.com.cn. ）Special instructions on the company’s intention not to make profit distribution in 2021 published on the same day.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(VII) the proposal on the provision for asset impairment in 2021 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
In order to promote the standardized operation of the company, in accordance with the accounting standards for business enterprises, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and the provisions of the company’s relevant accounting policies, the provision for asset impairment this time truly reflects the company’s financial situation, meets the requirements of the accounting standards and relevant policies, does not harm the interests of the company and shareholders, and does not involve the company’s affiliated units and related persons, It fairly reflects the financial position and operating results of the company in 2021.
See cninfo.com for details（ http://www.cn.info.com.cn. ）Relevant announcements published on the same day.
(VIII) the proposal on developing bill pool business was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
The company’s bill pool business this time can improve the use efficiency and income of the company’s bill assets, will not affect the normal development of the company’s main business, and will not damage the interests of the company and minority shareholders. It is agreed that the company will use the bill pool limit of no more than RMB 49 million, that is, it is used to carry out bill pool business with cooperative banks, and the spot balance of pledged bills will not exceed RMB 49 million. This limit can be recycled within the business period of one year from the date of deliberation and approval by the board of directors of the company.
The independent directors of the company issued clear consent opinions. See the company’s cninfo.com for details（ http://www.cn.info.com.cn. ）Relevant announcements of disclosure.
(IX) the proposal on applying for comprehensive credit line from banks in 2022 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
Due to the capital demand for business development, the company and its subsidiaries intend to apply to the bank for a comprehensive credit line with a total amount of no more than RMB 78643 million in 2022 (the final credit line shall be subject to the credit line actually approved by the bank). The credit period is one year, and the credit line can be used in a circular way within the credit period. See cninfo.com for details（ http://www.cn.info.com.cn. ）Relevant announcements published on the same day.
This proposal shall be submitted to the general meeting of shareholders for deliberation.
(x) the proposal on using some idle raised funds to temporarily supplement working capital was deliberated and adopted. The voting results: 7 votes in favor; No negative vote; There were no abstentions.
In view of the needs of the company’s daily operation and development, and in order to improve the use efficiency of the raised funds and reduce financial expenses, on the premise of ensuring the normal capital demand of the investment projects with raised funds and the use plan of the raised funds, and in combination with the actual production and operation of the company, the board of directors agreed that the company would use some idle raised funds of no more than 90 million yuan (including 90 million yuan) to supplement working capital temporarily, The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors, and shall be returned to the special account for raised funds before expiration.
See cninfo.com for details（ http://www.cn.info.com.cn. ）Relevant announcements published on the same day.
（11） The proposal on the prediction of daily connected transactions in 2022 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
After deliberation, the board of Directors believes that the daily related party transactions that the company plans to have with related parties belong to normal business behavior, and the prices of related party transactions are priced and traded according to the market price. There is no situation that affects the independence of the company and damages the interests of shareholders of the company, especially small and medium-sized shareholders.
Independent directors have issued their prior approval opinions and agreed independent opinions. For details, please refer to cninfo.com（ http://www.cn.info.com.cn. ）Relevant announcements published on the same day.
（12） The proposal on the company’s report for the first quarter of 2022 was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
The company’s procedures for preparing the first quarter report of 2022 comply with laws, administrative regulations and the provisions of the CSRC. The contents of the report fairly reflect the company’s operating conditions and operating results. The information disclosed in the report is true, accurate and complete, and there are no false records, misleading statements or major omissions.
After deliberation, the board of directors agreed to report the above first quarter report of 2022 to the public.
The first quarter report of 2022 was published on cninfo.com.cn on the same day for details Relevant announcements.
（13） The proposal on convening the 2021 annual general meeting of shareholders of the company was deliberated and adopted
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
The relevant proposals of the fourth meeting of the third board of directors of the company involve the functions and powers of the general meeting of shareholders and need to be submitted to the general meeting of shareholders for deliberation and approval.
The company plans to hold the 2021 annual general meeting of shareholders on May 18, 2022. This general meeting of shareholders adopts the combination of on-site voting and online voting.
See cninfo.com for details（ http://www.cn.info.com.cn. ）Notice on convening the 2021 annual general meeting of shareholders of the company published on the same day.
3、 Documents for future reference
1. Resolution of the fourth meeting of the third board of directors of the company
2. Independent opinions of independent directors on matters related to the fourth meeting of the third board of directors
It is hereby announced.
Shenzhen Increase Technology Co.Ltd(300713) board of directors April 26, 2022
