Securities code: Nanning Sugar Industry Co.Ltd(000911) securities abbreviation: Nanning Sugar Industry Co.Ltd(000911) Announcement No.: 2022016
Nanning Sugar Industry Co.Ltd(000911)
Announcement of resolutions of the 11th meeting of the 7th 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. Time and method of meeting notice: the meeting notice has been notified to all supervisors by written delivery, OA and other means on April 15, 2022.
2. Time of the meeting: 10:30 a.m. on April 25, 2022.
Place of the meeting: conference room of the company headquarters.
Method of meeting: show of hands.
3. Five supervisors should attend the meeting and five supervisors actually attended the meeting.
4. Moderator: Ms. Miao Li, chairman of the board of supervisors.
5. The meeting was held in accordance with the relevant provisions of the company law and the articles of association.
2、 Deliberation at the meeting of the board of supervisors
1. About the company’s 2021 annual report and summary.
The specific contents of the company’s 2021 annual report and abstract were published on www.cninfo.com on the same day info. com. cn.， The summary of 2021 annual report is also published in the securities times, Securities Daily, China Securities News and Shanghai Securities News.
The board of supervisors reviewed the annual report of Nanning Sugar Industry Co.Ltd(000911) 2021 and put forward the following review opinions:
After examination, the board of supervisors believes that the procedures for the preparation and deliberation of the Nanning Sugar Industry Co.Ltd(000911) 2021 annual report of the board of directors 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.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
2. About the 2021 annual work report of the board of supervisors of the company.
See Appendix 1 of the company’s annual general meeting for details.
Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
3. About the company’s 2021 annual financial statement report.
The announcement of the company’s 2021 annual financial statement report was published on the same day in the securities times, Securities Daily, China Securities News, Shanghai Securities News and www.cn info. com. cn.。
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
4. About the company’s 2021 annual profit distribution plan.
According to the audit of Zhitong certified public accountants, the net profit attributable to the shareholders of the listed company in the consolidated statements of the company in 2021 was -5365009372 yuan. In addition, the company implemented the new leasing standards from January 1, 2021, and adjusted the undistributed profit at the beginning of 2021 to -12886055733 yuan, plus the undistributed profit carried forward at the end of 2020 to -180153599217 yuan. As of December 31, 2021, The profit available for distribution in the consolidated statements is -198404664322 yuan. The undistributed profit of the company at the end of 2021 is negative. According to the relevant provisions of accounting policies, the profit distribution plan of the company at the end of 2021 is proposed not to distribute profit or convert accumulation fund into share capital.
The board of supervisors believes that the profit distribution plan of the company complies with the articles of association and relevant regulations, as well as the actual situation of the company. Agree to this profit distribution plan.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
For details, please refer to securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo.com on the same day info. com. cn. Announcement of Nanning Sugar Industry Co.Ltd(000911) on the special explanation of no profit distribution in 2021.
Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
5. About the company’s 2021 annual internal control evaluation report.
The board of supervisors believes that the company’s existing internal control system has been basically established and improved and has been effectively implemented. The company’s internal control system and relevant systems can meet the requirements of the company’s management and development needs, provide reasonable assurance for the preparation of true and fair financial statements, and ensure the healthy operation of the company’s businesses and the control of the company’s operating risks; Ensure that all investors are treated openly, fairly and fairly, and effectively protect the interests of the company and investors; It basically ensures the realization of the company’s strategic objectives. There is no violation of the internal control system of the listed company and the Shenzhen stock exchange during the reporting period. The self-evaluation of the company’s internal control in 2021 comprehensively, truly and accurately reflects the actual situation of the company’s internal control. (for details, please refer to the Nanning Sugar Industry Co.Ltd(000911) 2021 annual internal control evaluation report published on www.cn.info.com.cn on the same day.)
Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
6. Proposal on the company’s provision for asset impairment.
In order to truly reflect the company’s financial status and operation as of December 31, 2021, based on the principle of prudence, in accordance with the provisions of accounting standards for Business Enterprises No. 8 – asset impairment and the requirements of annual report audit and internal control audit in 2021, after analysis, the parent company plans to withdraw all kinds of asset impairment reserves of -208064 million yuan, and the subsidiary company plans to withdraw all kinds of asset impairment reserves of 19.608 million yuan, The provision for impairment in the consolidated statements is 441595 million yuan (offset). The provision for impairment this time does not involve related party transactions.
The provision for asset impairment is reduced by 441595 million yuan in the consolidated statement of 2021.
The board of supervisors believes that the company’s provision for asset impairment in accordance with the accounting standards for business enterprises and relevant regulations is in line with the actual situation of the company and can more fairly reflect the company’s asset status after the provision, and agrees to withdraw the provision for asset impairment this time.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(for details, please refer to the announcement of Nanning Sugar Industry Co.Ltd(000911) on the provision for asset impairment published in the securities times, Securities Daily, China Securities News, Shanghai Securities News and www.cn.info.com.cn on the same day.).
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Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
7. Proposal on the special report on the deposit and use of raised funds in 2021.
The special report of Nanning Sugar Industry Co.Ltd(000911) board of directors on the deposit and use of raised funds in 2021 prepared by the company, the assurance report on the annual deposit and actual use of Nanning Sugar Industry Co.Ltd(000911) raised funds issued by Zhitong Certified Public Accountants (special general partnership), and the verification opinions on the deposit and use of raised funds in 2021 issued by China Germany Securities Co., Ltd, The details were published on www.cninfo.com on the same day info. com. cn.。
Voting results: 5 in favor, 0 abstention and 0 opposition. It was adopted after deliberation.
8. The first quarter report of the company in 2022.
See www.cninfo.com on the same day for details info. com. cn. The company’s first quarter report of 2022 on.
Voting result: 5 affirmative votes; No abstention; No votes, considered and adopted.
9. Proposal on developing financial leasing business
It is agreed that the company will take the equipment assets directly under the sugar factory as the subject matter of financial leasing and carry out financial leasing business with Haitong Hengxin International Financial Leasing Co., Ltd. and Changjiang United Financial Leasing Co., Ltd. with a financing period of no more than two years and a total financing amount of no more than RMB 300 million. (for details, please refer to the announcement of Nanning Sugar Industry Co.Ltd(000911) on financial leasing business published in the securities times, Securities Daily, China Securities News and Shanghai Securities News on the same day and www.cn.info.com.cn.)
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting result: 5 affirmative votes; No abstention; No votes, considered and adopted.
10. Proposal on the prediction of guarantee amount for holding subsidiaries in 2022
It is agreed that the total amount of guarantee the company intends to provide for its holding subsidiaries in 2022 shall not exceed RMB 1576483 million. (for details, please refer to the announcement of Nanning Sugar Industry Co.Ltd(000911) on the estimated guarantee amount of holding subsidiaries in 2022 published in the securities times, Securities Daily, China Securities News and Shanghai Securities News on the same day and www.cn.info.com.cn.)
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting result: 5 affirmative votes; No abstention; No votes, considered and adopted.
11. Proposal on Amending the company’s business scope and the articles of Association
It is agreed that the company will make normative amendments to the business scope of the company’s business license in accordance with the requirements of the notice of the market supervision bureau of Guangxi Zhuang Autonomous Region on carrying out the standardized reform of business scope registration.
The corresponding regulations of the revised articles of association need to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. (for details, please refer to the announcement of Nanning Sugar Industry Co.Ltd(000911) on Amending the company’s business scope and the articles of Association published in the securities times, Securities Daily, China Securities News, Shanghai Securities News and cninfo on the same day.)
Voting result: 5 affirmative votes; No abstention; No votes, considered and adopted.
3、 Documents for future reference
1. The resolution of the board of supervisors signed by the attending supervisors and stamped with the seal of the board of supervisors.
It is hereby announced.
Nanning Sugar Industry Co.Ltd(000911) board of supervisors
April 27, 2022
Annex I
Annual work report of the board of supervisors in 2021
In 2021, the board of supervisors continued to implement the principles of integrity and diligence to supervise the company’s operation according to law.
1、 Meetings of the board of supervisors
During the reporting period, the board of supervisors held 10 meetings.
(I) on January 8, 2021, the first extraordinary meeting of Nanning Sugar Industry Co.Ltd(000911) the seventh board of supervisors in 2021 was held by means of communication voting. The meeting considered and adopted the following proposals:
1. Proposal on replacing the shareholder representative supervisor of the seventh board of supervisors of the company;
2. Proposal on developing financial leasing business;
3. Proposal on foreign investment and establishment of joint stock companies.
(II) on March 15, 2021, the second extraordinary meeting of Nanning Sugar Industry Co.Ltd(000911) the seventh board of supervisors in 2021 was held by means of communication voting. The meeting considered and adopted the following proposals:
1. Proposal on changing the registered address and amending the articles of Association;
2. Proposal on the prediction of the company’s daily connected transactions in 2021;
3. Proposal on the company’s “14th five year plan” strategic development plan (20212025);
4. Proposal on transferring the equity of Guangxi fantang Technology Co., Ltd;
5. Proposal on developing financial leasing business.
(III) the 7th Meeting of the 7th board of supervisors of Nanning Sugar Industry Co.Ltd(000911) was held in the conference room of Nanning Sugar Industry Co.Ltd(000911) headquarters on March 29, 2021. The following proposals were considered and adopted at the meeting:
1. 2020 annual report and summary of the company;
2. 2020 annual work report of the board of supervisors of the company;
3. Annual financial statement report of the company in 2020;
4. The company’s 2020 annual profit distribution plan;
5. Internal control evaluation report of the company in 2020;
6. Proposal on the company’s provision for asset impairment.
(IV) on April 27, 2021, the 8th meeting of the 7th board of supervisors was held in the conference room of Nanning Sugar Industry Co.Ltd(000911) headquarters. The following proposals were considered and adopted at the meeting:
1. The company’s report for the first quarter of 2021.
(V) on June 21, 2021, the third interim meeting of the seventh board of supervisors in 2021 was held in the conference room of Nanning Sugar Industry Co.Ltd(000911) headquarters. The meeting considered and adopted the following proposals:
1. Proposal on the company meeting the conditions for non-public offering of a shares;
2. Proposal on the company’s non-public offering plan;
3. Proposal on the company’s plan for non-public offering of A-Shares in 2021;
4. Proposal on the feasibility analysis report on the use of funds raised by the company’s non-public issuance of A-Shares in 2021;
5. There is no need to prepare a report on the use of the raised funds;
6. Proposal on the company’s non-public offering of A-Shares in 2021, diluted immediate return, filling measures and commitments of relevant subjects;
7. Proposal on formulating the shareholder return plan for Nanning Sugar Industry Co.Ltd(000911) next three years (20212023);
8. On the Nanning Sugar Industry Co.Ltd(000911) non public offering signed by the company and the subscription object with conditions in force
