Securities code: 688266 securities abbreviation: Suzhou Zelgen Biopharmaceuticals Co.Ltd(688266) Announcement No.: 2022-002 Suzhou Zelgen Biopharmaceuticals Co.Ltd(688266)
Announcement of resolutions of the 21st Meeting of the first board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
1、 Meetings of the board of supervisors
The 21st Meeting of the first board of supervisors of Suzhou Zelgen Biopharmaceuticals Co.Ltd(688266) (hereinafter referred to as “the company”) was held in the conference room of the company by on-site and communication voting on January 19, 2022. The notice of this meeting was sent to all supervisors by e-mail on January 14, 2022. All supervisors present at the meeting have known the necessary information related to the matters discussed. The meeting was convened and presided over by Mr. Xu Zhigang, chairman of the board of supervisors. There were 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting. The convening and convening procedures of the meeting comply with the company law of the people’s Republic of China and other laws, regulations, departmental rules and the relevant provisions of the Suzhou Zelgen Biopharmaceuticals Co.Ltd(688266) articles of association, and the resolutions of the meeting are legal and effective.
2、 Deliberation at the meeting of the board of supervisors
(I) the proposal on the use of some temporarily idle raised funds for cash management was reviewed and approved. After deliberation, the board of supervisors considered that the company’s temporarily idle raised funds with an amount of no more than RMB 900 million (including this amount) were used for cash management, The contents and review procedures comply with the provisions of relevant laws, regulations, rules and other normative documents, such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self-discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, Moreover, the company’s use of some temporarily idle raised funds for cash management does not conflict with the construction content of the raised funds investment project, does not affect the normal implementation of the raised funds investment project, and does not change the investment direction of the raised funds in a disguised manner and damage the interests of the company’s shareholders, especially the interests of small and medium-sized shareholders, which is in line with the needs of the company’s development interests, It is conducive to improving the company’s capital use efficiency and obtaining good capital return. It is agreed that the company will use the temporarily idle raised funds with an amount not exceeding RMB 900 million (including this amount) for cash management. Voting results: 3 in favor, 0 against and 0 abstention.
(II) deliberated and passed the proposal on the details of the company’s non recurring profits and losses
Voting results: 3 in favor, 0 against and 0 abstention.
(III) the proposal on the acquisition of some shares of the holding subsidiary gensun and related party transactions was deliberated and adopted
After deliberation, the board of supervisors held that the acquisition of some shares of the holding subsidiary gensun and related party transactions by the company were carried out on the basis of equality and negotiation, and the transaction price was fair, fair and reasonable, which would not have a significant adverse impact on the company’s financial and operating performance; The deliberation and decision-making procedures of this transaction are legal and compliant, there is no damage to the interests of the company and shareholders, and the related directors have avoided voting. The board of supervisors agreed to the company’s acquisition of some shares of the holding subsidiary gensun and related party transactions.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Announcement on Suzhou Zelgen Biopharmaceuticals Co.Ltd(688266) the acquisition of some shares and related party transactions of gensun, a holding subsidiary of Hong Kong Zejing, a wholly-owned subsidiary (Announcement No.: 2022-003).
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
It is hereby announced.
Suzhou Zelgen Biopharmaceuticals Co.Ltd(688266) board of supervisors January 20, 2022
