Aoyuan Beauty Valley Technology Co.Ltd(000615) : work report of the board of directors in 2021

Aoyuan Beauty Valley Technology Co.Ltd(000615)

Work report of the board of directors in 2021

Aoyuan Beauty Valley Technology Co.Ltd(000615) (hereinafter referred to as “the company”) the board of directors strictly follows the company law

The Listing Rules of Shenzhen Stock Exchange and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1

No. – provisions of laws, regulations, normative documents and articles of association of listed companies on the main board,

With the attitude of being responsible to the company and shareholders, earnestly perform the functions and powers conferred by relevant laws and regulations, and actively and effectively

Carry out work, strictly implement the resolutions of the general meeting of shareholders, actively promote the implementation of the resolutions of the board of directors and continuously

Improve the level of corporate governance and continuously improve the standardized operation ability of the company.

The work of the board of directors in 2021 is reported as follows:

1、 Performance of the board of directors in 2021

(I) convening of board meetings and implementation of resolutions

In 2021, the company held 14 meetings of the board of directors, and the convening, convening and voting procedures of the meeting were in accordance with the relevant regulations

Comply with the provisions of the company law, the articles of association and the rules of procedure of the board of directors. The specific circumstances are as follows:

Opening date of the session of the preparatory meeting

1. Discussion on cash acquisition of 55% equity and related party transactions of Zhejiang liantianmei Enterprise Management Co., Ltd

Case;

The 10th board of directors 2 Proposal on Amending the articles of Association;

The 10th meeting of the board of directors March 3, 2021 Proposal on the company’s 2021 stock option incentive plan (Draft) and its summary; Adopted at the second meeting on April 18 Proposal on the management measures for the implementation and assessment of the company’s stock option incentive plan in 2021;

5. Proposal to the general meeting of shareholders to authorize the board of directors to handle matters related to the 2021 stock option incentive plan

The proposal of item;

6. Notice on convening the first extraordinary general meeting of shareholders in 2021.

The 10th board of directors April 2021

2. The proposal on granting stock options to the incentive objects of the 2021 stock option incentive plan was passed at the third meeting of the board of directors on October 12

1. 2020 annual report of the company and its summary;

2. 2020 work report of the board of directors; 3. 2020 president’s work report;

4. Proposal on the company’s financial final accounts in 2020;

The 10th board of directors April 5, 2021 Plan for profit distribution of the company in 2020;

3. Board meeting October 27 6 Proposal on the company’s 2021 financial budget; Adoption of the fourth meeting 7 Proposal on the expected daily connected transactions of the company in 2021;

8. Proposal on the company’s borrowing from controlling shareholders and related party transactions;

9. Proposal on related party transactions to pay financing guarantee fees to shareholders holding more than 5%;

10. Proposal on the appointment of the company’s audit institution in 2021;

11. On payment of employee salary (including senior staff salary) in 2020 and salary in 2021

Proposal of the plan;

12. Proposal on the company’s self-evaluation report on internal control in 2020;

13. Proposal on using self owned funds to purchase financial products;

14. Proposal on applying for comprehensive credit line from banks and other financial institutions;

15. On the provision of guarantee for subordinate holding subsidiaries and mutual insurance between holding subsidiaries

The proposal of the degree;

16. Proposal on the provision of phased guarantee by wholly-owned subsidiaries for bank mortgage loans of house buyers;

17. Proposal on changes in accounting policies;

18. Proposal on the provision for asset impairment in 2020;

19. Working system of the Secretary of the board of directors; 20. Internal audit management system;

21. Notice on convening the 2020 annual general meeting of shareholders of the company;

22. Report of the company for the first quarter of 2021.

The 10th board of directors June 1, 2021 Proposal on holding companies applying for M & A loans and providing guarantees from banks;

4. The 8th day of October 2 Proposal on payment of financing guarantee fee and related party transactions; Adoption of the fifth meeting 3 Proposal on requesting the company to hold the second extraordinary general meeting of shareholders in 2021.

1. Notice on selling the equity of the target company by means of public listing and transfer in Beijing property right exchange

Proposal;

2. Proposal on this transaction meeting the conditions for major asset restructuring;

3. Proposal on the company’s plan for the sale of major assets;

4. On the independence of the appraisal institution, the rationality of the premise of the appraisal hypothesis, the appraisal method and the appraisal

Proposal on purpose relevance and evaluation of pricing fairness;

5. Proposal on whether this transaction can not be determined to constitute a connected transaction for the time being;

6. Notice on the plan for sale of Aoyuan Beauty Valley Technology Co.Ltd(000615) major assets and its summary

Proposal;

7. Proposal on Approving the audit report, evaluation report and review report related to this transaction;

8. Regulations on the compliance of this transaction with several issues on regulating the major asset restructuring of listed companies

Proposal on relevant provisions of Article 4 of the 10th board of directors;

5. The 10th meeting June 9, 2021 The proposal on the compliance of this transaction with the provisions of Article 11 of the measures for the administration of major asset restructuring of listed companies adopted at the sixth meeting on June 22;

10. Article 13 of the measures for the administration of major asset restructuring of listed companies

The proposed reorganization and listing;

11. There is no agreement on strengthening major asset restructuring with listed companies

Article 13 shall not participate in the re registration of any listed company

Proposal on the reorganization of large assets;

12. About the company’s stock price fluctuation meeting the requirements of the

Notice on Party’s behavior “proposal on relevant standards in Article 5;

13. Law on the completeness, compliance and submission of legal procedures for the performance of this major asset reorganization

Proposal on the effectiveness of legal documents;

14. Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to this transaction;

15. Proposal on not convening the general meeting of shareholders to consider matters related to this major asset sale;

16. Proposal on Amending the registration and management system for insiders of inside information.

The 10th board of directors July 1, 2021 On the sale of the equity of the target company through public listing and transfer in Beijing Property Rights Trading Co., Ltd

6. Proposal on connected transactions on October 27 of the board of directors; Adoption of the seventh meeting 2 Proposal on this transaction constituting connected transactions;

3. Proposal on this transaction meeting the conditions for major asset restructuring;

4. Proposal on the sale plan of major assets of the company;

5. On the independence of the appraisal institution, the rationality of the premise of the appraisal hypothesis, the appraisal method and the appraisal

Proposal on purpose relevance and evaluation of pricing fairness;

6. Report on Aoyuan Beauty Valley Technology Co.Ltd(000615) major asset sale and related party transactions

(Draft) and its summary;

7. Proposal on Approving the audit report, evaluation report and review report related to this transaction;

8. Regulations on the compliance of this transaction with several issues on regulating the major asset restructuring of listed companies

Proposal on the relevant provisions of Article 4;

9. The transaction complies with the provisions of Article 11 of the measures for the administration of major asset restructuring of listed companies

The proposal of the;

10. Article 13 of the measures for the administration of major asset restructuring of listed companies

The proposed reorganization and listing;

11. There is no agreement on strengthening major asset restructuring with listed companies

Article 13 shall not participate in the re registration of any listed company

Proposal on the reorganization of large assets;

12. About the company’s stock price fluctuation meeting the requirements of the

Notice on Party’s behavior “proposal on relevant standards in Article 5;

13. Law on the completeness, compliance and submission of legal procedures for the performance of this major asset reorganization

Proposal on the effectiveness of legal documents;

14. Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to this transaction;

15. Proposal on the purchase and sale of assets within 12 months before the transaction;

16. Proposal on signing property right transaction contract with counterparties with effective conditions; seventeen

Proposal on the formation of related party guarantee after the sale of major assets;

18. On major assets