Securities code: Western Regions Tourism Development Co.Ltd(300859) securities abbreviation: ST Xiyu Announcement No.: 2022011
Western Regions Tourism Development Co.Ltd(300859)
Announcement of resolutions of the 8th meeting of the 6th 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
Western Regions Tourism Development Co.Ltd(300859) (hereinafter referred to as “the company”) the notice of the eighth meeting of the sixth board of supervisors was sent to all supervisors by mail, telephone and written on April 16, 2022. The meeting was held in the company’s conference room on April 26, 2022 in the form of on-site voting and communication voting. There were 5 supervisors who should attend the meeting, and 5 supervisors actually attended the meeting, of which Ms. Xu Jing attended the meeting by means of communication. The meeting was convened and presided over by Mr. Wu konian, chairman of the board of supervisors, and the Secretary of the board of directors of the company attended the meeting as nonvoting delegates. The convening procedure of this meeting complies with the relevant provisions of the company law of the people’s Republic of China, the Western Regions Tourism Development Co.Ltd(300859) articles of association and the rules of procedure of the board of supervisors. 2、 Deliberation at the meeting of the board of supervisors
1. Deliberated and adopted the proposal on the work report of the board of supervisors in 2021
The board of supervisors believes that according to the work of the board of supervisors in 2021, the board of supervisors has formulated the work report of the board of supervisors in 2021, including the convening of the meeting of the board of supervisors in 2021 and the opinions of the board of supervisors on relevant matters of the company in 2021. During the reporting period, the notice, convening and voting procedures of the meeting of the board of supervisors met the relevant provisions of the company law and the articles of association.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Report on the work of the board of supervisors 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 of the company for deliberation.
2. Deliberated and adopted the proposal on the full text and summary of the 2021 Annual Report
After review, the board of supervisors believes that the procedures for the preparation and review of the full text and abstract of the 2021 annual report by 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 company, and there are no false records, misleading statements or major omissions. For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Annual report 2021 and its summary.
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 of the company for deliberation. 3. Deliberated and passed the proposal on the financial final accounts report of 2021
The board of supervisors believes that the company’s 2021 financial statement objectively and truly reflects the company’s financial situation and operating results in 2021.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Financial final accounts report of 2021 on.
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 of the company for deliberation. 4. Deliberated and passed the proposal on the self-evaluation report on internal control in 2021
The board of supervisors believes that the 2021 internal control self-evaluation report objectively and truly reflects the actual situation of the company’s current internal control system construction, operation, system implementation and supervision. During the reporting period, the company did not violate laws and regulations, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies, the articles of association and the company’s internal control system. For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）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 of the company for deliberation. 5. The board of supervisors considered and passed the proposal on the special report on the deposit and use of raised funds in 2021. The board of supervisors held that during the reporting period, the deposit and use of the company’s raised funds met the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules, and there were no violations in the deposit and use of raised funds, no disguised changes in the investment direction of raised funds, and no damage to the company, all shareholders Especially the interests of minority shareholders.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）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 of the company for deliberation. 6. The proposal on 2021 profit distribution plan was deliberated and adopted
The company’s profit distribution plan for 2021 is: Based on the total share capital of 155000000 shares of the company on December 31, 2021, a cash dividend of 1 yuan (tax included) is distributed to all shareholders for every 10 shares, with a total distribution of 1550000000 yuan (tax included); No bonus shares will be given, no capital reserve will be converted into share capital, and undistributed profits will be retained to meet the company’s production, operation and investment needs and distribution in future years.
The board of supervisors believes that the company’s profit distribution plan for 2021 complies with relevant laws and regulations and the relevant provisions on profit distribution in the articles of association, takes full account of the company’s current development stage, business scale, capital demand and other factors, and meets the company’s development needs. It does not harm the interests of shareholders, especially minority shareholders, and is conducive to the sustainable, healthy and stable development of the company.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on the company’s profit distribution plan for 2021 on.
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 of the company for deliberation. 7. After deliberation and approval of the proposal on the closure of some investment projects with raised funds and the permanent supplement of working capital with surplus funds and the extension of some investment projects with raised funds, the board of supervisors held that the closure of some investment projects with raised funds and the extension of some investment projects with raised funds were prudent decisions made by the company according to the actual situation of the project and did not change the substance of the investment projects with raised funds and the purpose of the raised funds, There is no situation that damages the interests of the company and all shareholders. The closing and postponement of some raised investment projects of the company will not have a significant adverse impact on the normal operation of the company, which is in line with the long-term development plan of the company. Therefore, we agree to the closing and extension of this raised investment project. For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on the closing of some investment projects with raised funds and the permanent supplement of working capital with surplus funds and the extension of some investment projects with raised funds.
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 of the company for deliberation. 8. Deliberated and passed the proposal on absorbing and merging wholly-owned subsidiaries
In order to optimize the company’s equity structure and further improve the relevant management procedures of the company, the board of supervisors believes that the merger is not in line with the provisions of the company’s articles of association and the management procedures of the company.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on absorption and merger of wholly owned subsidiaries.
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 of the company for deliberation.
9. Deliberated and passed the proposal on foreign investment in the establishment of holding subsidiaries
The board of supervisors believes that the company’s foreign investment in the establishment of subsidiaries is in line with the company’s long-term planning and development strategy, and the relevant approval procedures are in line with the relevant provisions of laws and regulations and the articles of association.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on foreign investment in the establishment of holding subsidiaries.
Voting results: 5 in favor, 0 against and 0 abstention.
3、 Documents for future reference
Resolution of the 8th meeting of the 6th board of supervisors.
It is hereby announced.
Western Regions Tourism Development Co.Ltd(300859) board of supervisors April 27, 2022
