Securities code: 300842 securities abbreviation: Wuxi Dk Electronic Materials Co.Ltd(300842) Announcement No.: 2022-006 Wuxi Dk Electronic Materials Co.Ltd(300842)
Announcement of resolutions of the 7th Meeting of the second 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
The seventh meeting of the second board of supervisors of Wuxi Dk Electronic Materials Co.Ltd(300842) (hereinafter referred to as " Wuxi Dk Electronic Materials Co.Ltd(300842) " or "the company") was held in the company's conference room on January 21, 2022 by on-site combined communication. With the unanimous written consent of all supervisors, the board of supervisors exempted the time limit requirement of meeting notice. The meeting notice was notified to all supervisors by email and telephone on January 17, 2022. The meeting was convened and presided over by Ms. Deng Ming, chairman of the board of supervisors. There were 3 supervisors who should attend the meeting, and 3 supervisors actually attended the meeting, of which Rong Suli, supervisor, attended the meeting by means of communication. The convening and convening of the board of supervisors comply with the company law of the people's Republic of China and other laws, regulations, normative documents and the relevant provisions of the Wuxi Dk Electronic Materials Co.Ltd(300842) articles of Association (hereinafter referred to as the "articles of association"), and the meeting is legal and effective.
2、 Deliberation at the meeting of the board of supervisors
The supervisors attending the meeting fully discussed the proposals to be considered at the meeting, and considered and adopted the following proposals: (I) considered and adopted the proposal on Exempting the notice time limit of the board of supervisors
In accordance with the articles of association, rules of procedure of the board of supervisors and other relevant provisions, after deliberation and voting by the participating supervisors, it was agreed to waive the time limit requirements for the notice of the board of supervisors, and the seventh meeting of the second board of supervisors was held on January 21, 2022.
Voting results: 3 in favor, 0 against and 0 abstention. Adopted by vote.
(II) deliberated and passed the proposal on confirmation of daily connected transactions in 2021 and prediction of daily connected transactions in 2022
The board of supervisors believes that the estimated amount of daily related party transactions between the company and related parties in 2021 is calculated based on the upper limit amount of possible business according to the business needs of related parties and the needs of upstream and downstream customers, and the actual amount is determined according to the execution of orders and the bookkeeping amount of both parties, which is affected by changes in industrial policies, changes in market demand and other factors, With great uncertainty. There is a certain difference between the actual amount of related party transactions and the estimated amount between the company and related parties, which belongs to normal business behavior. The daily related party transactions between the company and related parties in 2021 are fair and reasonable, and the pricing is fair.
In order to meet the needs of the company's normal production and operation in 2022, the company expects that the amount of daily related party transactions with the related party Dongguan SOTE Electronic Materials Co., Ltd. in 2022 will not exceed 60 million yuan. The daily related party transactions of the company in 2022 are expected to be a reasonable prediction based on the normal business needs of the company. The transaction pricing follows the principle of market fairness, meets the needs of the company's business development, will not affect the independence of the company, and there is no situation that damages the interests of the company and other shareholders, especially small and medium-sized shareholders; When the board of directors of the company deliberated the proposal, the related directors fulfilled the obligation to avoid voting. At the same time, the matter will be submitted by the board of directors to the general meeting of shareholders for deliberation and approval. The deliberation procedures comply with the provisions of relevant laws and regulations and other normative documents and the articles of association. Therefore, the supervisors agreed to the above proposal.
See details disclosed by the company on cninfo.com.cn Relevant announcements on. Voting results: 3 in favor, 0 against and 0 abstention. Adopted by vote.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(III) deliberated and passed the proposal on the company's 2022 financial derivatives trading plan
In 2022, the company and its subsidiaries intend to use their own funds to carry out foreign exchange derivatives transactions with a time point balance of no more than 2 billion yuan and silver futures contract transactions with an invested margin of no more than 50 million yuan according to the needs of business development. The above trading limit is effective within 12 months from the date of approval by the relevant shareholders' meeting of the company, It can be recycled and used within the validity period. After deliberation, the board of supervisors believes that the company's financial derivatives trading business is conducive to avoiding the risk of raw material price fluctuation and exchange rate fluctuation, reasonably reducing financial expenses, ensuring the relative stability of the company's operating performance, and meeting the company's prudent and prudent risk management principles and the actual needs of production and operation. The procedures for the board of directors to review the matter are legal and compliant, comply with the provisions of relevant laws and regulations, and there is no situation that damages the interests of the company and its shareholders, especially small and medium-sized shareholders. Therefore, the board of supervisors agreed to carry out the above financial derivatives trading business.
See details disclosed by the company on cninfo.com.cn Relevant announcements on. Voting results: 3 in favor, 0 against and 0 abstention. Adopted by vote.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation. 3、 Documents for future reference 1 Resolution of the 7th Meeting of the second board of supervisors of the company. It is hereby announced.
Wuxi Dk Electronic Materials Co.Ltd(300842) board of supervisors January 21, 2022
