Securities code: Henan Huaying Agricultural Development Co.Ltd(002321) securities abbreviation: ST Huaying Announcement No.: 2022037 Henan Huaying Agricultural Development Co.Ltd(002321) announcement of the resolution of the 26th meeting of the sixth 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.
Henan Huaying Agricultural Development Co.Ltd(002321) (hereinafter referred to as “the company”) the 26th meeting of the 6th board of supervisors was held at the executive meeting room on the 16th floor of Huaying building, Huangchuan County, the headquarters of the company at 9:30 a.m. on April 28, 2022. The notice of the meeting was delivered to all supervisors by hand and e-mail on April 18, 2022. There are three supervisors who should attend the meeting and three supervisors who actually attend the meeting. The meeting was held by combining on-site voting and communication voting. The meeting was presided over by Mr. Yang Zhiming, chairman of the board of supervisors. The convening and convening of this meeting comply with the relevant provisions of the company law of the people’s Republic of China and other laws, administrative regulations, departmental rules, normative documents and the articles of association.
After careful deliberation by the supervisors attending the meeting, the following proposals were adopted by a combination of on-site show of hands and communication voting:
1、 The 2021 work report of the board of supervisors of the company was reviewed and adopted by 3 votes in favor, 0 votes against and 0 abstentions;
During the reporting period, the board of supervisors of the company earnestly performed and exercised the supervisory powers and responsibilities of the board of supervisors in strict accordance with the company law, the articles of association, the rules of procedure of the board of supervisors and other relevant provisions and requirements.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 The 2021 annual report and summary of the company were reviewed and adopted by 3 votes in favor, 0 votes against and 0 abstentions;
After review, the board of supervisors believes that the 2021 annual report, summary and review procedures prepared by the board of directors meet the requirements of laws and regulations and relevant provisions of Shenzhen Stock Exchange, and the contents of the report can truly, accurately and completely reflect the actual situation of the listed company.
The company’s 2021 annual report is disclosed on cninfo.com, the designated information disclosure media of the company, for details（ http://www.cn.info.com.cn. ）Relevant contents on the; The summary of the company’s 2020 annual report is disclosed in China Securities News, securities times, Securities Daily, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant contents on the website.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 The 2021 annual financial statement of the company was reviewed and adopted by 3 votes in favor, 0 against and 0 abstention;
After review, 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.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4、 The company’s profit distribution plan for 2021 was reviewed and approved by 3 votes in favor, 0 votes against and 0 abstentions;
It is considered by the board of supervisors that the development of the company’s long-term profit distribution plan in 2021 is not in line with the provisions of the company’s long-term profit distribution plan (reviewed by the board of supervisors, which is considered by the board of supervisors to be in line with the provisions of the company’s long-term profit distribution plan in 2023). Therefore, we agree to the company’s profit distribution plan for 2021.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
5、 The special report on the deposit and actual use of the company’s raised funds in 2021 was reviewed and approved by 3 votes in favor, 0 votes against and 0 abstentions;
After review, the board of supervisors held that the deposit and use of the company’s raised funds in 2021 were in line with the relevant provisions of the CSRC and Shenzhen Stock Exchange, and there were no violations in the deposit and use of raised funds.
The special report on the deposit and actual use of raised funds in 2021 is disclosed on the same day in China Securities News, securities times, Securities Daily, Shanghai Securities News and cninfo（ http://www.cn.info.com.cn. ）Relevant contents on the website.
6、 The 2021 annual internal control self-evaluation report of the company was reviewed and adopted by 3 votes in favor, 0 votes against and 0 abstentions;
After review, the board of supervisors believes that the company has established a relatively sound internal control system in accordance with the relevant regulations of the China Securities Regulatory Commission and Shenzhen Stock Exchange, the company’s internal control system meets the requirements of relevant national regulations and securities regulatory authorities, and various internal controls have been continuously and strictly implemented in all links of the company’s operation such as production and operation. The self-evaluation report on internal control in 2021 issued by the board of directors objectively reflects the company’s internal control situation.
The company’s 2021 internal control self-evaluation report was disclosed on the same day on cninfo.com, the designated information disclosure media of the company（ http://www.cn.info.com.cn. ）Relevant contents on the website.
7、 The proposal on the proposed renewal of the accounting firm was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention;
After review, the board of supervisors held that Asia Pacific (Group) accounting firm (special general partnership) and its auditors worked rigorously, objectively and fairly in the company’s 2021 annual report and other audit work. Therefore, we agree to renew the appointment of Asia Pacific (Group) accounting firm (special general partnership) as the company’s auditor in 2022.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
8、 The proposal on supplementary confirmation of daily and other related party transactions in 2021 and expected daily related party transactions in 2022 was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions;
After review, the board of supervisors believes that the company’s supplementary confirmation of connected transactions in 2021 and daily connected transactions in 2022 are based on the normal business needs of the company, comply with the provisions of relevant laws and regulations and the articles of association, meet the needs of the company’s business development, will not affect the independence of the company, will not have a significant adverse impact on the company’s financial and operating conditions, and will not damage the interests of the company and all shareholders.
For details of the announcement on supplementary confirmation of daily and other related party transactions in 2021 and daily related party transactions expected in 2022, please refer to China Securities News, securities times, Securities Daily, Shanghai Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant contents on the website.
This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
9、 The proposal on the provision for asset impairment and scrapping of some assets in 2021 was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions.
After review, the board of supervisors believes that the provision for asset impairment and some asset scrapping of the company this time comply with the accounting standards for business enterprises and the actual situation of the company. The basis for the provision for impairment and some asset scrapping is sufficient, which can more objectively and fairly reflect the asset status and operating results of the company, and there is no damage to the interests of the company and all shareholders. The board of supervisors agrees to the provision for asset impairment and some asset scrapping.
The announcement on the provision for impairment of assets and scrapping of some assets in 2021 is disclosed on the same day in the designated information disclosure media of the company, China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo.com（ http://www.cn.info.com.cn. ）Relevant contents on the website.
10、 The proposal on correction and retroactive adjustment of accounting errors in the previous period was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions;
After review, the board of supervisors believes that the correction of accounting errors of the company complies with the relevant provisions of the accounting standards for Business Enterprises No. 28 – change or error correction of accounting policies and accounting estimates, the rules for the preparation of information disclosure of companies offering securities to the public No. 19 – correction and related disclosure of financial information and the articles of association, and the deliberation and voting procedures of the correction of accounting errors comply with the laws and regulations Regulations and the articles of association do not harm the interests of the company and all shareholders. Therefore, the board of supervisors agreed to the correction and retroactive adjustment of accounting errors.
For details of the announcement on correction and retroactive adjustment of previous accounting errors, please refer to China Securities News, securities times, Securities Daily, Shanghai Securities News and cninfo.com, the designated information disclosure media of the company on the same day（ http://www.cn.info.com.cn. ）Relevant contents on the website.
11、 The report for the first quarter of 2022 was considered and adopted by 3 votes in favor, 0 against and 0 abstention;
After review, the board of supervisors believes that the company’s first quarter report of 2022 and review procedures prepared by the board of directors meet the requirements of laws and regulations and relevant provisions of Shenzhen Stock Exchange, and the contents of the report can truly, accurately and completely reflect the actual situation of the listed company.
For details of the company’s report for the first quarter of 2022, it was disclosed on the same day in China Securities Journal, securities times, Securities Daily, Shanghai Securities News and cninfo.com（ http://www.cn.info.com.cn. ）Relevant contents on the website.
12、 The proposal on the election of non employee representative supervisors of the seventh board of supervisors was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions.
Since the term of office of the sixth board of supervisors of the company has expired, in accordance with the company law, the articles of association and other relevant provisions, the board of supervisors agreed to nominate Mr. Ding Qingbo and Ms. Zhang huqiong as candidates for non employee representative supervisors of the seventh board of supervisors of the company (see Annex I for resume). The term of office of the board of supervisors shall be three years from the date of the election of the board of supervisors.
Before the new supervisor takes office, the members of the sixth board of supervisors shall continue to perform their duties in accordance with the provisions of relevant laws and regulations.
After being deliberated and approved by the general meeting of shareholders, the above two candidates for supervisors and the employee representative supervisors elected by the employee congress of the company jointly form the seventh board of supervisors of the company.
This proposal needs to be elected by the cumulative voting system adopted at the 2021 annual general meeting of shareholders.
13、 The proposal on the opinions of the board of directors on the special description of matters involved in the audit report with unqualified opinions with emphasized matters was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions;
After review, the board of supervisors believes that the board of directors of the company has explained the matters involved in the unqualified audit report with emphasis in 2021 in accordance with the requirements of relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, which objectively reflects the basic financial situation of the company, and the board of supervisors agrees with the description of the emphasized matters by the board of directors.
14、 The proposal on the formation of connected transactions due to asset auction transactions was considered and adopted by 3 votes in favor, 0 votes against and 0 abstentions.
After review, the board of supervisors held that: since this connected transaction was the result of the public auction of the company through Jingdong auction bankruptcy Qiangqing platform due to the implementation of the reorganization plan, the above assets were sold to Henan Lianchuang Rongjiu Supply Chain Management Co., Ltd., the procedure was legal and compliant, and there was no harm to the interests of the company’s shareholders.
Documents for future reference
1. Resolution of the 26th meeting of the 6th board of supervisors of the company.
It is hereby announced
Henan Huaying Agricultural Development Co.Ltd(002321) board of supervisors April 30, 2002 Annex I: resume of candidates for non employee supervisors of the seventh board of supervisors
1. Mr. Ding Qingbo, Chinese nationality, born in 1986, has a bachelor’s degree. He used to be the accountant and accountant in charge of the Finance Bureau of Jigongshan administrative district of Xinyang City, the deputy general manager of Xinyang Jigongshan dalongpao construction and Development Co., Ltd., and is now the chairman of Xinyang Jigongshan Yuxin Real Estate Co., Ltd. As of the date of this announcement, Mr. Ding Qingbo did not hold shares of the company; There is no affiliated relationship with other shareholders holding more than 5% shares of the company, other directors, supervisors and senior managers of the company; He has not been punished by the CSRC and other relevant departments and punished by the stock exchange, has not been placed on file for investigation by judicial organs for suspected crimes or checked by the CSRC for suspected violations of laws and regulations, and is not allowed to serve as a director or supervisor of the company as stipulated in the company law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the articles of association The situation of senior managers. Is not a dishonest person to be executed, and meets the qualifications required by relevant laws, administrative regulations, departmental rules, normative documents, the stock listing rules of Shenzhen Stock Exchange and other relevant provisions of the exchange.
2. Ms. Zhang huqiong, born in February 1987, Chinese nationality, without overseas permanent residency, bachelor degree and intermediate accounting title. He used to be the financial director of Huangchuan Dongxing down Co., Ltd. and now he is the financial manager of Guigang Jielong down Co., Ltd.
As of the date of this announcement, Ms. Zhang huqiong did not hold the company’s shares; Ms. Zhang huqiong works in Guigang Jielong down Co., Ltd., which is an enterprise controlled by Mr. Zhang Yong. In addition, Ms. Zhang huqiong has no relationship with other shareholders, other directors, supervisors and senior managers who hold more than 5% of the company’s shares. He has not been punished by the CSRC and other relevant departments and punished by the stock exchange, has not been filed for investigation by judicial organs for suspected crimes or checked by the CSRC for suspected violations of laws and regulations, and is not allowed to serve as a director or supervisor of the company as stipulated in the company law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the articles of association The situation of senior managers. Is not a dishonest person to be executed, and meets the qualifications required by relevant laws, administrative regulations, departmental rules, normative documents, the stock listing rules of Shenzhen Stock Exchange and other relevant provisions of the exchange.
