Securities code: 300676 securities abbreviation: Bgi Genomics Co.Ltd(300676) Announcement No.: 2022-006 Bgi Genomics Co.Ltd(300676)
Announcement on the resolution of the fifth meeting of the third 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
1. The fifth meeting of the third board of supervisors of Bgi Genomics Co.Ltd(300676) (hereinafter referred to as the company) was delivered to all supervisors by e-mail on January 19, 2022. The Notice includes relevant materials of the meeting and lists the time, content and method of the meeting.
2. The meeting of the board of supervisors was held in the company’s conference room on January 25, 2022, and voting was conducted by combining on-site and communication (in which supervisor Li Wenqi participated in the meeting by communication).
3. There are 3 supervisors who should participate in the voting and 3 supervisors who actually participate in the voting.
4. The board of supervisors was convened and presided over by Mr. Liu Siqi, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representative of the company attended the board of supervisors as nonvoting delegates.
5. The convening, convening and voting procedures of this meeting comply with the company law of the people’s Republic of China and other laws and regulations and the relevant provisions of the Bgi Genomics Co.Ltd(300676) articles of Association (hereinafter referred to as the articles of association).
2、 Deliberation at the meeting of the board of supervisors
1. Deliberated and passed the proposal on the prediction of daily connected transactions in 2022
In accordance with relevant laws and regulations, the articles of association, management system of connected transactions and other relevant provisions, the company analyzed the actual implementation of the daily connected transactions in 2021, and reasonably predicted the daily connected transactions in 2022 in combination with the actual needs of the company’s operation. The supervisors attending the meeting agreed that the total amount of daily related party transactions between the company and related parties in 2022 is expected to be no more than RMB 1336770000 (the following RMB 10000 refers to RMB 10000). The main contents of related party transactions include purchasing goods and services, selling goods, providing services, renting equipment, renting houses and equipment, collection and payment by related parties, etc.
After review, the board of supervisors believes that the expected events of daily related party transactions in 2022 are based on the actual needs of production and operation. The transactions are carried out on the basis of equal consultation between related parties and in accordance with the market principle. The transaction pricing is fair and there is no damage to the interests of the company and shareholders, especially the interests of minority shareholders. The deliberation and decision-making procedures of the related party transaction were legal and effective, and the related directors avoided voting according to law.
The announcement on the forecast of daily connected transactions in 2022 was published on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。
Voting results: 2 in favor, 0 against and 0 abstention.
Liu Siqi, a related supervisor, has avoided voting on this proposal.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
2. Deliberated and passed the proposal on donation and related party transactions to Shenzhen mammoth Public Welfare Foundation
After review, the board of supervisors believes that the donation to mammoth foundation is the embodiment of listed companies actively performing their social responsibilities and giving back to the society, which is conducive to establishing a good corporate image and enhancing the influence of the company, will not have a significant impact on the current and future financial status and operating results of the company, and will not damage the interests of the company and shareholders, Especially the interests of minority shareholders. The deliberation and decision-making procedures of the related party transaction were legal and effective, and the related directors avoided voting according to law. The supervisors attending the meeting agreed that the company donated 20 million yuan to Shenzhen mammoth public welfare foundation, including 18.5 million yuan with its own funds and no more than 1.5 million yuan of gene sequencer, supporting equipment and automation equipment with physical assets.
The announcement on donation and related party transactions to Shenzhen mammoth public welfare foundation was released on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。
Voting results: 2 in favor, 0 against and 0 abstention.
Liu Siqi, a related supervisor, has avoided voting on this proposal.
3. The proposal on using temporarily idle self owned funds for cash management was deliberated and adopted
In order to improve the use efficiency of temporarily idle self owned funds, under the condition of ensuring the capital demand of daily operation and effectively controlling investment risks, the attending board of supervisors agreed that the use amount of the company and its subsidiaries within the scope of consolidated statements in 2022 should not exceed RMB 5 billion (or equivalent foreign currency) idle self owned funds for cash management, purchase banks, securities companies, trust companies The amount of structured deposits or financial products with high security, good liquidity, medium and low risk and stability issued by financial institutions such as fund management companies can be recycled and rolled within the validity period of one year from the date of deliberation and approval by the general meeting of shareholders.
After review, the board of supervisors believes that the company and its subsidiaries within the scope of consolidated statements use idle self owned funds for cash management this time, which will not affect the normal turnover of the company’s daily funds. Necessary risk control measures have been taken, which can improve the use efficiency of the company’s self owned funds and obtain certain investment income, which is in line with the interests of the company and all shareholders. The decision-making and deliberation procedures of this matter are legal and compliant, and there is no situation that damages the interests of the company and shareholders, especially the interests of minority shareholders.
The announcement on using temporarily idle self owned funds for cash management was released on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。
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.
4. The proposal on using temporarily idle raised funds for cash management was deliberated and adopted
In order to improve the use efficiency and income of raised funds and make rational use of idle raised funds, without affecting the normal development of the company’s main business, the construction and implementation of investment projects with raised funds and ensuring the safety of raised funds, The supervisors attending the meeting agreed that the company and its subsidiaries within the scope of the consolidated statements should use the temporarily idle raised funds with a limit of no more than RMB 1 billion for cash management and purchase bank financial products with high safety, good liquidity, low risk and stability. The limit can be recycled and rolled within the validity period of one year from the date of approval by the general meeting of shareholders.
After review, the board of supervisors believes that the company and its subsidiaries within the scope of consolidated statements can improve the use efficiency of raised funds and obtain certain investment income by using temporary idle raised funds of no more than RMB 1 billion for cash management without affecting the construction of investment projects with raised funds and the normal operation of the company, Obtain more return on investment for the company and shareholders. The relevant decision-making and deliberation procedures of this matter are legal and compliant, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders.
The announcement on cash management with temporarily idle raised funds was released on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。
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.
5. Deliberated and adopted the proposal on carrying out foreign exchange derivatives trading business
In order to effectively avoid foreign exchange market risks and prevent the adverse impact of large exchange rate fluctuations on the company, the supervisors attending the meeting agreed that the company and its subsidiaries within the scope of consolidated statements would continue to carry out foreign exchange derivatives trading business within the limit of no more than RMB 2.5 billion (or equivalent foreign currency) in 2022. The above limit would be effective within 12 months after being considered and approved by the board of directors and could be used circularly and rolling. The feasibility analysis report on the business of foreign exchange derivatives transaction prepared by the company is considered and approved by the board of supervisors as an annex to the proposal and the proposal.
After review, the board of supervisors believes that: the company and its subsidiaries within the scope of consolidated statements carry out foreign exchange derivatives trading business within the limit of no more than RMB 2.5 billion (or equivalent foreign currency), which is helpful to avoid the risk of foreign exchange market and reduce the adverse impact of large exchange rate fluctuations on the company. The company has formulated the management system of foreign exchange derivatives trading business, and formulated specific operating procedures and feasible risk control measures for the company to engage in foreign exchange derivatives trading business. The deliberation procedure of this transaction is legal and compliant, and there is no situation that damages the interests of the company and shareholders, especially the interests of minority shareholders.
The announcement on carrying out foreign exchange derivatives trading business and the feasibility analysis report on carrying out foreign exchange derivatives trading business were published on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。
Voting results: 3 in favor, 0 against and 0 abstention.
6. After reviewing and passing the proposal on adjusting the plan of repurchase of shares of the company by centralized bidding in 2021, the board of supervisors believes that the adjustment of the repurchase plan is based on the provisions of the company law, securities law, guidelines on repurchase of shares, and the provisions of the articles of association, and in combination with the actual situation of the company, It is conducive to the smooth implementation of the company’s share repurchase and the subsequent implementation of long-term incentive measures. The adjustment of the share repurchase plan will not have an adverse impact on the company’s debt performance ability and sustainable operation ability, and will not affect the company’s listing status. The deliberation procedure of the adjustment of the share repurchase plan is legal and compliant, and there is no situation that damages the interests of the company and shareholders, especially the interests of minority shareholders.
The announcement on adjusting the share repurchase plan of the company by centralized bidding in 2021 was published on cninfo.com on the same day（ http://www.cn.info.com.cn. ）。
Voting results: 3 in favor, 0 against and 0 abstention.
3、 Documents for future reference
1. Resolution of the 5th meeting of the 3rd board of supervisors. It is hereby announced.
Bgi Genomics Co.Ltd(300676) board of supervisors January 26, 2022
