Securities code: Caissa Tosun Development Co.Ltd(000796) securities abbreviation: Caissa Tosun Development Co.Ltd(000796) Announcement No.: 2022026 bond Code: 112532 bond abbreviation: 17 Caesar 03
Caissa Tosun Development Co.Ltd(000796)
Announcement of resolutions of the 18th meeting of the ninth 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.
Caissa Tosun Development Co.Ltd(000796) (hereinafter referred to as “the company”) the 18th meeting of the ninth board of supervisors was held by means of communication on April 29, 2022. The meeting was presided over by Mr. Ren Jun, chairman of the board of supervisors. The notice of the meeting was notified to all supervisors by email and telephone on April 19, 2022. There shall be 3 supervisors present at the meeting, 3 in person, 0 entrusted to attend and 0 absent. The meeting complies with the relevant provisions of the company law and the articles of association. The meeting considered and adopted the following matters:
1、 Deliberated and adopted the full text and summary of the 2021 Annual Report
The full text and summary of the 2021 annual report was approved by the meeting with 3 affirmative votes, 0 negative votes and 0 abstention votes. The proposal still needs to be submitted to the 2021 annual general meeting of the company for deliberation. The board of supervisors believes that the procedures for the board of directors to prepare and review the company’s 2021 annual report comply with relevant laws and regulations and the provisions of the China Securities Regulatory Commission. 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.
2、 Deliberated and adopted the work report of the board of supervisors in 2021
The meeting approved the work report of the board of supervisors in 2021 by 3 votes in favor, 0 against and 0 abstention. The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation (see the announcement of the company on www.cn.info.com.cn for details).
3、 Reviewed and approved the profit distribution plan for 2021
The meeting deliberated and adopted the profit distribution plan for 2021 by 3 votes in favor, 0 against and 0 abstention. Audited by Zhongshen Zhonghuan Certified Public Accountants (special general partnership), the company realized a net profit of -689774400 yuan attributable to the shareholders of the listed company in 2021, and the parent company realized a net profit of 5737500 yuan in 2021. After withdrawing the legal surplus reserve and adding the undistributed profit at the beginning of the year, as of December 31, 2021, the undistributed profit in the parent company’s statements was -499730400 yuan and the undistributed profit in the consolidated statements was -5003658 million yuan. According to the principle of the lower of the parent company and the consolidated data, the company’s profit available for distribution to shareholders in 2021 is -5003658 million yuan.
As the accumulated distributable profits of the parent company were still negative by 2021, and the company failed to achieve profits in 2021 due to the epidemic of novel coronavirus pneumonia, the overall operating performance and capital pressure of the company were great. In order to meet the company’s operational capital needs in the future and ensure the company’s normal production and operation and sustainable and stable development. The company’s profit distribution plan for 2021 is: no cash dividend, no bonus shares, no conversion of capital reserve into share capital in 2021, and the company’s undistributed profits are carried forward for annual distribution in the future. The proposal needs to be submitted to the company’s 2021 annual general meeting for deliberation (see the announcement of the company today on http://www.cn.info.com.cn for details). 4、 Deliberated and adopted the 2021 annual internal control evaluation report
The meeting deliberated and adopted the proposal on the 2021 internal control evaluation report by 3 votes in favor, 0 against and 0 abstention. The board of supervisors considered that the 2021 internal control evaluation report of the company objectively and truly reflected the actual situation of the company’s current internal control system construction, operation, system implementation and supervision, Zhongshen Zhonghuan Certified Public Accountants (special general partnership) audited the effectiveness of the company’s internal control over the 2021 financial report and issued the internal control audit report, which issued a negative opinion on the effectiveness of the company’s internal control. (see www.cn.info.com.cn. Announcement of the company today for details).
5、 Deliberated and adopted the resolution on the proposed renewal of the company’s accounting firm in 2022
The meeting deliberated and adopted the proposal on the proposed renewal of the company’s accounting firm in 2022 with 3 affirmative votes, 0 negative votes and 0 abstention. It is agreed to continue to employ Zhongshen Zhonghuan Certified Public Accountants (special general partnership) as the company’s financial audit institution and internal control audit institution in 2022 for a period of one year, with the cost of financial audit of RMB 1.2 million and internal control audit of RMB Shanghai Pudong Development Bank Co.Ltd(600000) . The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation (see the company’s announcement today on www.cn.info.com.cn for details).
6、 The special report on the deposit and actual use of raised funds in 2021 was reviewed and adopted
The special report on the annual deposit and actual use of raised funds in 2021 was deliberated and adopted by 3 votes in favor, 0 against and 0 abstention. The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation (see http://www.cn.info.com.cn.announcement of the company today for details).
7、 Deliberated and passed the proposal on making up losses up to one-third of the total paid in share capital
The meeting deliberated and adopted the proposal on making up losses up to one third of the total paid in share capital with 3 affirmative votes, 0 negative votes and 0 abstention votes. Audited by Zhongshen Zhonghuan Certified Public Accountants (special general partnership), the net profit attributable to shareholders of the listed company in 2021 was -6897744 yuan, the undistributed profit at the end of the period was -5003658 million yuan and the paid in share capital was 803003 million yuan, The amount of the company’s outstanding losses exceeds one third of the total paid in share capital. The proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation (see the company’s announcement today on www.cn.info.com.cn for details).
8、 The proposal on the provision for asset impairment and the recognition of changes in the fair value of other equity instrument investments in 2021 was reviewed and approved
The meeting deliberated and adopted the proposal on the provision for asset impairment and the recognition of changes in the fair value of other equity instrument investments in 2021 by 3 votes in favor, 0 against and 0 abstention. In order to truly reflect the company’s financial situation and operating results, according to the relevant provisions of the accounting standards for business enterprises, the company has comprehensively checked and analyzed the signs of impairment of the value of relevant assets in the consolidated statements as of December 31, 2021, and tested them by asset category.
According to the test results, the impairment of goodwill within the scope of the company’s consolidated statements in 2021 is 432999 million yuan. The change in the fair value of other equity instrument investment is included in other comprehensive income, reducing the company’s other comprehensive income by 1135547 million yuan in 2021, and reducing the company’s owner’s equity by 1568546 million yuan at the end of 2021 (see www.cn.info.com.cn. The company’s announcement today for details).
9、 The special note of the board of directors on non-standard audit opinions on the company’s 2021 financial report was reviewed and adopted
The meeting deliberated and adopted the special note of the board of directors on the non-standard audit opinion of the company’s 2021 financial report by 3 votes in favor, 0 against and 0 abstention (see the announcement of the company on www.cn.info.com.cn for details).
10、 Deliberated and passed the proposal on the change of accounting policies of the company
The meeting deliberated and adopted the proposal on the change of accounting policies of the company with 3 affirmative votes, 0 negative votes and 0 abstention votes (see the announcement of the company today on www.cn.info.com.cn for details).
11、 Deliberated and adopted the full text of the report for the first quarter of 2022
The full text of the report for the first quarter of 2022 was deliberated and adopted at the meeting by 3 votes in favor, 0 against and 0 abstention (see http://www.cn.info.com.cn. Today’s announcement of the company for details).
It is hereby announced.
Caissa Tosun Development Co.Ltd(000796) board of supervisors April 30, 2022
