Securities code: Amethystum Storage Technology Co.Ltd(688086) securities abbreviation: Amethystum Storage Technology Co.Ltd(688086) Announcement No.: 2022045 Amethystum Storage Technology Co.Ltd(688086)
Announcement on the resolution of the fifth meeting of the third board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
1、 Meetings of the board of directors
Amethystum Storage Technology Co.Ltd(688086) (hereinafter referred to as “the company” or ” Amethystum Storage Technology Co.Ltd(688086) “) sent the notice of the meeting to all directors by email on April 23, 2022, and held the fifth meeting of the third board of directors in the conference room of Guangzhou Branch on April 29, 2022. Nine directors shall be present at the meeting, and nine directors shall actually be present. The meeting was held in accordance with the relevant provisions of the company law of the people’s Republic of China, the articles of association and the rules of procedure of the board of directors.
The meeting was presided over by Mr. Zheng mu, chairman of the board.
2、 Deliberations of the board meeting
1、 Deliberated and passed the proposal on the work report of the general manager in 2021
1. Content of the proposal:
In 2021, the general manager of the company will be able to perform the functions and powers of the general manager in strict accordance with relevant laws and regulations, the articles of association, the resolutions of the board of directors and the general meeting of shareholders. In accordance with the provisions of the company law and the articles of association and in combination with the company’s operation in 2021, the Amethystum Storage Technology Co.Ltd(688086) 2021 annual general manager’s work report was prepared. See the meeting materials for details.
2. Voting result of the proposal:
9 in favor, 0 against and 0 abstention.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal does not need to be submitted to the general meeting of shareholders for deliberation.
2、 Deliberated and adopted the proposal on the work report of the board of directors in 2021
According to the work of the board of directors of the company in 2021 and the annual operation of the company, the board of directors of the company organized and prepared the work report of the board of directors of Amethystum Storage Technology Co.Ltd(688086) 2021. See the meeting materials for details.
2. Voting result of the proposal:
9 in favor, 0 against and 0 abstention.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3、 The proposal on the 2021 annual performance report of the audit committee of the board of directors was deliberated and adopted
1. Content of the proposal:
The audit committee of the board of directors prepared the 2021 annual performance report of the audit committee of Amethystum Storage Technology Co.Ltd(688086) the board of directors based on the work carried out in 2021. See the meeting materials for details. All directors of this proposal need not withdraw from voting.
2. Voting result of the proposal:
9 in favor, 0 against and 0 abstention.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4、 Deliberated and passed the proposal on correction of accounting errors in the previous period
1. Content of the proposal:
The company conducted self-examination and sorting on the financial situation in 2020 and corrected the errors in the previous financial data. See the meeting materials for details.
2. Voting result of the proposal:
5 in favor, 2 against and 2 abstentions.
After deliberation, the board of directors considered that the correction of accounting errors complies with the provisions of the accounting standards for Business Enterprises No. 28 – changes in accounting policies and accounting estimates and error correction, and the preparation rules of information disclosure of companies offering securities to the public No. 19 – correction and related disclosure of financial information and other relevant documents of the China Securities Regulatory Commission.
Wang Huang, an independent director, cast a negative vote on the grounds that based on the audit report on the financial statements issued by Zhongxi certified public accountants, which cannot express an opinion, and the internal control audit report with a negative opinion, I cannot confirm the completeness and authenticity of the main proposals involved in the 2021 financial statements. After full communication with the accounting firm and financial personnel, they still could not effectively eliminate doubts and obtain confirmatory results, so they voted against it. Wang Tielin, an independent director, cast a negative vote on the following grounds: (1) the management’s explanation of the causes and background of accounting errors in the early stage is not convincing; (2) The audit opinion of the annual audit institution on the corresponding matters of the above proposal is: unable to express an opinion. I recognize the professional judgment of the annual audit institution; (3) The management’s explanation of the reasons and background of the illegal guarantee is not convincing enough; (4) The annual audit institution said that some audit procedures (such as letters to banks, interviews with customers, etc.) did not achieve satisfactory results; (5) There is no investigation conclusion on the company’s financial supervision department, and the impact on the company’s financial supervision department cannot be determined; (6) The basic work of the company’s financial accounting is weak, and the timeliness of accounting information is not enough.
Pan Longfa, an independent director, abstained because he could not understand the reasons for accounting errors and judge whether they were accurate.
Director Wen Huasheng abstained because it was difficult to agree to judge the accuracy and completeness of the adjustment based on the opinions of accountants, but he also recognized the correction measures made by the company’s management based on self-examination and did not object to it, so he made a neutral vote.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal does not need to be submitted to the general meeting of shareholders for deliberation.
5、 The proposal on the provision for asset impairment was deliberated and adopted
1. Content of the proposal:
In accordance with the accounting standards for business enterprises and the relevant provisions of the company’s accounting policies and accounting estimates, in order to truly and accurately reflect the company’s financial position as of December 31, 2021, based on the principle of prudence, the company has conducted an impairment test on the assets of the company and its subsidiaries as of December 31, 2021, and accrued impairment reserves for relevant assets that may suffer from asset impairment losses. See the meeting materials for details.
2. Voting result of the proposal:
6 in favor, 2 against and 1 abstention.
After deliberation, the board of directors considered that the provision for asset impairment was based on the principle of prudence and in line with the accounting standards for business enterprises and the company’s accounting policies.
Wang Huang, an independent director, cast a negative vote on the grounds that based on the audit report on the financial statements issued by Zhongxi certified public accountants, which cannot express an opinion, and the internal control audit report with a negative opinion, I cannot confirm the completeness and authenticity of the main proposals involved in the 2021 financial statements. After full communication with the accounting firm and financial personnel, they still could not effectively eliminate doubts and obtain confirmatory results, so they voted against it. Wang Tielin, an independent director, cast a negative vote on the following grounds: (1) the management’s explanation of the causes and background of accounting errors in the early stage is not convincing; (2) The audit opinion of the annual audit institution on the corresponding matters of the above proposal is: unable to express an opinion.
I recognize the professional judgment of the annual audit institution; (3) The management’s explanation of the reasons and background of the illegal guarantee is not convincing enough; (4) The annual audit institution said that some audit procedures (such as letters to banks, interviews with customers, etc.) did not achieve satisfactory results; (5) There is no investigation conclusion on the company’s financial supervision department, and the impact on the company’s financial supervision department cannot be determined; (6) The basic work of the company’s financial accounting is weak, and the timeliness of accounting information is not enough.
Director Wen Huasheng abstained because it was difficult to agree to judge the accuracy and completeness of the adjustment based on the opinions of accountants, but he also recognized the correction measures made by the company’s management based on self-examination and did not object to it, so he made a neutral vote.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal does not need to be submitted to the general meeting of shareholders for deliberation.
6、 Deliberated and passed the proposal on the financial final accounts report of 2021
1. Content of the proposal:
According to the company’s operation in 2021, the company has prepared the financial statement report of 2021. See the meeting materials for details.
2. Voting result of the proposal:
6 in favor, 2 against and 1 abstention.
Wang Huang, an independent director, cast a negative vote on the grounds that based on the audit report on the financial statements issued by Zhongxi certified public accountants, which cannot express an opinion, and the internal control audit report with a negative opinion, I cannot confirm the completeness and authenticity of the main proposals involved in the 2021 financial statements. After full communication with the accounting firm and financial personnel, they still could not effectively eliminate doubts and obtain confirmatory results, so they voted against it. Wang Tielin, an independent director, cast a negative vote on the following grounds: (1) the management’s explanation of the causes and background of accounting errors in the early stage is not convincing; (2) The audit opinion of the annual audit institution on the corresponding matters of the above proposal is: unable to express an opinion. I recognize the professional judgment of the annual audit institution; (3) The management’s explanation of the reasons and background of the illegal guarantee is not convincing enough; (4) The annual audit institution said that some audit procedures (such as letters to banks, interviews with customers, etc.) did not achieve satisfactory results; (5) There is no investigation conclusion on the company’s financial supervision department, and the impact on the company’s financial supervision department cannot be determined; (6) The basic work of the company’s financial accounting is weak, and the timeliness of accounting information is not enough.
Director Wen Huasheng abstained because it was difficult to agree to judge the accuracy and completeness of the adjustment based on the opinions of accountants, but he also recognized the correction measures made by the company’s management based on self-examination and did not object to it, so he made a neutral vote.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
7、 Deliberated and passed the proposal on financial budget report of 2022
1. Content of the proposal:
According to the company’s overall development and production and operation objectives in 2022, the company has prepared the financial budget report for 2022. See the meeting materials for details.
2. Voting result of the proposal:
9 in favor, 0 against and 0 abstention.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
8、 Deliberated and passed the proposal on financial statements, notes and audit report of 2021
1. Content of the proposal:
According to the financial statements of the partnership in 2021 and the special operating conditions of the partnership in 2021, Zhongxi certified public accountants prepared the financial statements of the partnership in 2021. See the meeting materials for details.
2. Voting result of the proposal:
6 in favor, 2 against and 1 abstention.
Wang Huang, an independent director, cast a negative vote on the grounds that based on the audit report on the financial statements issued by Zhongxi certified public accountants, which cannot express an opinion, and the internal control audit report with a negative opinion, I cannot confirm the completeness and authenticity of the main proposals involved in the 2021 financial statements. After full communication with the accounting firm and financial personnel, they still could not effectively eliminate doubts and obtain confirmatory results, so they voted against it. Wang Tielin, an independent director, cast a negative vote on the following grounds: (1) the management’s explanation of the causes and background of accounting errors in the early stage is not convincing; (2) The audit opinion of the annual audit institution on the corresponding matters of the above proposal is: unable to express an opinion. I recognize the professional judgment of the annual audit institution; (3) The management’s explanation of the reasons and background of the illegal guarantee is not convincing enough; (4) The annual audit institution said that some audit procedures (such as letters to banks, interviews with customers, etc.) did not achieve satisfactory results; (5) There is no investigation conclusion on the company’s financial supervision department, and the impact on the company’s financial supervision department cannot be determined; (6) The basic work of the company’s financial accounting is weak, and the timeliness of accounting information is not enough.
Director Wen Huasheng abstained because it was difficult to agree to judge the accuracy and completeness of the adjustment based on the opinions of accountants, but he also recognized the correction measures made by the company’s management based on self-examination and did not object to it, so he made a neutral vote.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal does not need to be submitted to the general meeting of shareholders for deliberation.
9、 The proposal on the company’s 2021 annual profit distribution plan was deliberated and adopted
1. Content of the proposal:
Audited by Zhongxi Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in 2021 was -22898938975 yuan. In combination with the company’s operation in 2021 and the company’s development fund demand in 2022, and on the premise of taking into account the company’s development, business plan and shareholders’ interests, the company’s profit distribution plan in 2021 is: no cash dividend, no bonus shares and no conversion of accumulation fund into share capital. 2. Voting result of the proposal:
9 in favor, 0 against and 0 abstention.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
10、 Deliberation and approval of the company’s proposal on the deposit and use of raised funds in 2021
1. Content of the proposal:
Guangdong Amethyst information storage Co., Ltd. has prepared a special report on the deposit and use of raised funds in 2021 in accordance with the provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), the guidelines for the self discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation and relevant format guidelines. See the meeting materials for details.
2. Voting result of the proposal:
9 in favor, 0 against and 0 abstention.
3. Avoidance of voting:
All directors of this proposal need not withdraw from voting.
4. Submission to the general meeting of shareholders for voting:
This proposal does not need to be submitted to the general meeting of shareholders for deliberation.
11、 Deliberated and passed the proposal on the evaluation report on internal control in 2021