Stock Code: Shenzhen Huakong Seg Co.Ltd(000068) stock abbreviation: Shenzhen Huakong Seg Co.Ltd(000068) Announcement No.: 202229 Shenzhen Huakong Seg Co.Ltd(000068)
Announcement on the resolutions of the eighth interim meeting of the seventh 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.
1、 Meetings of the board of supervisors
Shenzhen Huakong Seg Co.Ltd(000068) (hereinafter referred to as “the company”) the eighth interim meeting of the seventh board of supervisors was held by means of communication voting on May 19, 2022. The notice of this meeting was sent to all supervisors by email and in writing on May 16, 2022. At this meeting, there are 3 supervisors who should participate in voting and 3 supervisors who actually participate in voting. The meeting complies with the relevant provisions of the company law of the people’s Republic of China and the articles of association, and the meeting and voting are legal and valid.
2、 Deliberation at the meeting of the board of supervisors
1. Deliberating the proposal on the company’s plan for non-public development of shares (Revised Version)
The company plans to issue non-public shares to the controlling shareholder huarongtai. According to the detailed rules for the implementation of non-public offering of shares by listed companies and the standards for the content and format of information disclosure by companies offering securities to the public No. 25 – non-public offering plan and issuance report of listed companies, the board of directors of the company revised the plan for Shenzhen Huakong Seg Co.Ltd(000068) non-public offering of shares, which was agreed by the board of supervisors.
Zhi Yanqing, a related supervisor, avoided voting, and the proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 2 in favor, 0 against, 0 abstention and 1 avoidance
2. Review the proposal on the feasibility analysis report on the use of funds raised by non-public development banks of the company (Revised Version)
The company plans to issue non-public shares to the controlling shareholder huarongtai. According to relevant regulations, the company revised the feasibility analysis report on the use of funds raised by Shenzhen Huakong Seg Co.Ltd(000068) non-public development banks (Revised Draft), which was agreed by the board of supervisors.
Zhi Yanqing, a related supervisor, avoided voting, and the proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 2 in favor, 0 against, 0 abstention and 1 avoidance
3. Deliberating the proposal on diluting the immediate return of non-public development banks’ shares, countermeasures and commitments of relevant subjects
According to the relevant provisions of the opinions of the general office of the State Council on Further Strengthening the protection of the legitimate rights and interests of small and medium-sized investors in the capital market (GBF [2013] No. 110) and other documents, in order to protect the interests of small and medium-sized investors, the company has carefully analyzed the impact of this non-public offering on the dilution of immediate return, and put forward specific measures to fill the return, Relevant entities have made commitments to the effective implementation of the company’s compensation and return measures.
Zhi Yanqing, a related supervisor, avoided voting, and the proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 2 in favor, 0 against, 0 abstention and 1 avoidance
4. Deliberating the proposal on the company’s shareholder return plan for the next three years (20222024)
In order to improve and perfect the company’s scientific, sustainable and stable dividend decision-making and supervision mechanism, actively repay investors and guide investors to establish a rational investment concept of long-term investment, according to the notice on further implementing matters related to cash dividends of listed companies (zjf [2012] No. 37) According to the relevant requirements of the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies (revised in 2022) (CSRC announcement [2022] No. 3) and the provisions of the articles of association, and in combination with the actual situation of the company, the shareholder return plan is formulated.
The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 3 in favor, 0 against, 0 abstention and 0 avoidance
5. Deliberating the proposal on the unnecessary issuance of the report on the use of the previously raised funds
Due to the fact that the arrival time of the previous raised funds has exceeded five complete accounting years, the company does not need to prepare a report on the use of the previous raised funds for this non-public offering of shares, nor does it need to hire an accounting firm to issue an assurance report on the use of the previous raised funds.
The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 3 in favor, 0 against, 0 abstention and 0 avoidance
6. Review the proposal on the appointment of the company’s annual audit accounting firm
Given that Dahua Certified Public Accountants (special general partnership) has provided audit services for the company for many years, in order to ensure the independence and objectivity of the audit work of listed companies, combined with the actual operation of the company, the company plans to appoint Lianda Certified Public Accountants (special general partnership) as the financial audit institution and internal control audit institution of the company in 2022, and the audit fee shall not exceed 1 million yuan (excluding tax).
The proposal still needs to be submitted to the general meeting of shareholders of the company for deliberation.
Voting: 3 in favor, 0 against, 0 abstention and 0 avoidance
3、 Documents for future reference 1. Resolutions of the board of supervisors signed by the attending supervisors and stamped with the seal of the board of supervisors; 2. Other documents required by Shenzhen Stock Exchange. It is hereby announced.
Shenzhen Huakong Seg Co.Ltd(000068) board of supervisors may 20, 2002
