Securities code: Whole Easy Internet Technology Co.Ltd(002464) securities abbreviation: Whole Easy Internet Technology Co.Ltd(002464) Announcement No.: 2022036 Whole Easy Internet Technology Co.Ltd(002464)
Announcement on the resolutions of the 24th Meeting of the 5th 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.
Whole Easy Internet Technology Co.Ltd(002464) (hereinafter referred to as "the company") the 24th Meeting of the 5th board of directors was notified by email on April 16, 2022 and held by means of communication voting on April 28, 2022. There were 7 directors who should attend the meeting and 7 actually attended the meeting. The meeting was presided over by Mr. Li Hualiang, chairman of the board. The convening and convening procedures of the meeting shall comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association. The following proposals were considered and adopted at this meeting:
1、 Deliberated and passed the proposal on the work report of the general manager of the company in 2021
Voting results: 7 in favor, 0 against and 0 abstention.
The directors attending the meeting believed that the report objectively and truly reflected the work and achievements of the company in implementing the resolutions of the board of directors, management and operation, and implementing various systems of the company in 2021.
2、 Deliberated and passed the proposal on the work report of the board of directors of the company in 2021
Voting results: 7 in favor, 0 against and 0 abstention.
During the reporting period, the board of directors of the company carried out all the work of the board of directors in strict accordance with the relevant provisions of the company law, the securities law and the articles of association, ensuring the good operation and sustainable development of the company. This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
See Section III "management discussion and analysis" and Section IV "corporate governance" of the company's 2021 annual report for details of the work report of the board of directors in 2021
Ding Xuejun, Li Shiyong and Zhang Shixian, the independent directors of the company, submitted the 2021 annual report of independent directors to the board of directors and will report on their work at the 2021 annual general meeting of shareholders. For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 Relevant announcements of disclosure.
3、 The proposal on the company's financial final accounts in 2021 was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 Relevant contents of section X "financial report" of the 2021 annual report disclosed.
4、 The proposal on the company's 2021 annual report and its summary was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
After review, the board of directors unanimously agreed that the preparation procedures of the company's 2021 annual report and its summary comply with laws, administrative regulations and the provisions of the CSRC, and the contents of the report truly, accurately and completely reflect the actual situation of the company, without any false records, misleading statements or major omissions.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 The company's 2021 annual report disclosed and on http://www.cn.info.com.cn The company's 2021 annual report summary disclosed by the securities times.
5、 The proposal on the company's profit distribution plan for 2021 was reviewed and approved
According to the audit of zhongxinghua Certified Public Accountants (special general partnership), the profit available to ordinary shareholders of the company's parent company in 2021 is negative. According to relevant laws and regulations and the articles of association on profit distribution, the company's plan for profit distribution and capital reserve conversion to share capital in 2021 is: no cash dividend, no bonus shares and no capital reserve conversion to share capital in 2021.
The above profit distribution plan complies with the company law, securities law, articles of association and other relevant provisions.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
The independent directors have expressed their independent opinions on this matter. For details, please refer to the designated information disclosure website http://www.cn.info.com.cn on April 29, 2022 Special instructions and independent opinions of independent directors on relevant matters disclosed.
6、 The proposal on the company's outstanding losses reaching one third of the total paid in share capital was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 And the announcement on uncovered losses reaching one-third of the total paid in share capital disclosed by the securities times.
7、 The proposal on the self-evaluation report of the company's internal control in 2021 was deliberated and adopted
In accordance with the company law, the Listing Rules of Shenzhen Stock Exchange, the basic norms of enterprise internal control and its supporting guidelines jointly issued by the Ministry of finance, CSRC and other departments, and the requirements of relevant laws, regulations, rules and regulations such as the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board of Shenzhen Stock Exchange, The board of directors of the company conducted a self-evaluation on the company's internal control in 2021 and issued the self-evaluation report on internal control in 2021.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 Self evaluation report on internal control of the company in 2021 disclosed
The independent directors have expressed their independent opinions on this matter. For details, please refer to the designated information disclosure website http://www.cn.info.com.cn on April 29, 2022 Special instructions and independent opinions of independent directors on relevant matters disclosed.
8、 The proposal on special explanation of matters involved in the company's internal control assurance report with negative opinions in 2021 was deliberated and adopted
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 Special instructions of the board of directors on matters involved in the internal control assurance report of the company's negative opinion in 2021. The independent directors have expressed their independent opinions on this matter. For details, please refer to the designated information disclosure website http://www.cn.info.com.cn on April 29, 2022 Independent opinions of independent directors on the special description of matters involved in the internal control assurance report of the company's negative opinion in 2021 disclosed.
9、 The proposal on special explanation of matters involved in non-standard audit opinions on the company's 2021 financial report was reviewed and approved
The board of Directors believes that the audit report issued by zhongxinghua Certified Public Accountants (special general partnership) which cannot express opinions fully reveals the risks faced by the company. The audit report cannot express opinions, and the description of the matters involved objectively reflects the actual situation of the company. The board of directors of the company respects the audit opinions issued by zhongxinghua Certified Public Accountants (special general partnership). The board of directors will urge the management to actively take measures to eliminate the matters involved in the inability to express opinions as soon as possible and safeguard the legitimate rights and interests of the company and all shareholders.
The above matters that cannot express opinions do not belong to the obvious violation of the accounting standards, systems and relevant information disclosure norms stipulated in the rules for the preparation and reporting of information disclosure of companies offering securities to the public No. 14 - non-standard audit opinions and the handling of matters involved (revised in 2018) of the China Securities Regulatory Commission.
Voting results: 7 in favor, 0 against and 0 abstention.
For details, please refer to cninfo (www.cn. Info. Com. CN.) on the designated information disclosure website on April 29, 2022 Special instructions of the board of directors on matters related to non-standard audit opinions on the company's 2021 financial report disclosed. The independent directors have expressed their independent opinions on this matter. For details, please refer to the designated information disclosure website http://www.cn.info.com.cn on April 29, 2022 The independent director's independent opinion on the special explanation of matters involved in the non-standard audit opinion of the company's 2021 financial report disclosed.
10、 The proposal on authorizing to apply for financing quota from relevant institutions was deliberated and adopted
In order to meet the needs of the company's business development and facilitate the company and its subsidiaries to apply for financing from relevant institutions, according to the relevant provisions of the current effective articles of association and the management system of financing and external guarantee, the general meeting of shareholders is hereby requested to authorize the chairman of the board of directors to within the cumulative limit of no more than RMB 300 million (or equivalent foreign exchange) and the board of directors to within the cumulative limit of no more than RMB 600 million (or equivalent foreign exchange), Sign financing contracts with relevant institutions (including but not limited to financial institutions), and within this limit, the listed company provides guarantee for its own loans (including but not limited to equity pledge). This limit can be recycled, and the authorization is valid for one year from the date of deliberation and approval by the general meeting of shareholders.
Voting results: 7 in favor, 0 against and 0 abstention.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
11、 Documents for future reference
Resolution of the 24th Meeting of the 5th board of directors
It is hereby announced.
Whole Easy Internet Technology Co.Ltd(002464)
Board of directors
April 29, 2002
