Stock code: 688608 Stock abbreviation: Hengxuan Technology Announcement No.: 2023-005
Hengxuan Technology (Shanghai) Co., Ltd.
Announcement on Resolutions of the Fourth Meeting of the Second 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 individual and joint liability for the authenticity, accuracy and completeness of its contents.
Meetings of the Board of Supervisors of the 1.
Hengxuan Technology (Shanghai) Co., Ltd. (hereinafter referred to as "the company") the fourth meeting of the second board of supervisors
The notice of the meeting was delivered to all supervisors on March 17, 2023, and the meeting was held on the spot on March 27, 2023.
Convened, should attend the meeting of 3 supervisors, the actual attendance of 3 supervisors. The meeting was chaired by Ms. Huang Lvzheng, Chairman of the Board of Supervisors. The convening of the meeting and the convening of the procedures in line with the the People's Republic of China company law and the articles of association of Hengxuan Technology (Shanghai) Co., Ltd. (hereinafter referred to as the "articles of association") and other relevant provisions, the resolution formed by the vote is legal and effective.
Deliberations at 2. Supervisory Board Meeting
The meeting was presided over by Ms. Huang Lvzheng, Chairman of the Board of Supervisors. After voting by all the supervisors, the resolution was formed as follows:
The (I) deliberated and passed the motion on the work report of the board of supervisors in 2022
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
In 2022, the board of supervisors of the company, in accordance with the "Company Law", "the People's Republic of China Securities Law", "Articles of Association" and the company's "Rules of Procedure for the Board of Supervisors" and other relevant laws, regulations and systems, uphold the attitude of being responsible to the company and shareholders, and actively and effectively carry out Work, perform duties strictly in accordance with the law, promote the company's standardized operation, and effectively safeguard the legitimate rights and interests of the company, employees and shareholders.
this motion is still to be submitted to the company's shareholders' meeting for consideration.
The (II) deliberated and passed the motion on the 2022 annual report and summary
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
Upon verification, we believe that the procedures of the Company's 2022 Annual Report are in compliance with the laws, regulations, the Articles of Association and the provisions of the Company's internal management system, and that the contents of the report reflect the actual situation of the Company in a true, accurate and complete manner, without any false records, misleading statements or material omissions.
this motion is still to be submitted to the company's shareholders' meeting for consideration.
For details, please refer to the website of the Shanghai Stock Exchange on March 28, 2023.
The 2022 Annual Report and Summary disclosed on (www.sse.com.cn).
The (III) deliberated and passed the proposal on the financial final accounts report of 2022
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
this motion is still to be submitted to the company's shareholders' meeting for consideration.
The (IV) deliberated and passed the motion on the special report on the deposit and actual use of raised funds in 2022
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
After verification, we believe that the deposit and use of the company's raised funds in 2022 comply with the "Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies" and "Guidelines for the Application of Self-Regulatory Rules for Listed Companies on the Science and Technology Innovation Board No. 1-Standardized Operation" "Shanghai Stock Exchange Science and Technology Innovation Board Listing Rules" and other regulations and documents, special account storage and special use of raised funds, and timely fulfill the relevant information disclosure obligations, the use of funds raised does not violate the relevant laws and regulations. Accordingly, we agree with the contents of the Company's Special Report on the Deposit and Actual Use of Funds Raised in 2022.
For details, please refer to the website of the Shanghai Stock Exchange on March 28, 2023.
(www.sse.com.cn) Announcement on the Special Report on the Deposit and Actual Use of Funds Raised in 2022.
The (V) deliberated and passed the motion on the profit distribution plan for 2022
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
After verification, we believe that: the company does not distribute profits in 2022, capital reserves do not increase, is the company based on the development of the industry, the company's development stage, its own business model and capital needs of the comprehensive consideration, in line with the law.
The relevant provisions of the laws and regulations and the Articles of Association of the Company are in line with the current operating situation of the Company, are conducive to the long-term development plan of the Company, and do not harm the interests of the Company and its shareholders, especially the small and medium shareholders. Therefore, the Supervisory Board agreed to the profit distribution plan and agreed to submit the proposal to the shareholders' meeting for consideration.
For details, please refer to the website of the Shanghai Stock Exchange on March 28, 2023.
(www.sse.com.cn) The 2022 Profit Distribution Plan Announcement.
The (VI) deliberated and passed the "Proposal on Renewing the Appointment of Accounting Firms"
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
After verification, we believe that the 2022 audit report issued by Lixin Certified Public Accountants (Special General Partnership) for the company objectively and fairly reflects the company's financial status, operating results and cash flow status in 2022; in the process of auditing the company's 2022 financial statements, we can adhere to the principles of independence, objectivity and impartiality, abide by the independent audit standards of certified public accountants, and perform audit duties diligently and conscientiously; the financial audit fees determined are fair and reasonable. The re-employment of Lixin Certified Public Accountants (Special General Partnership) is conducive to maintaining the continuity and stability of the Company's audit business and ensuring the audit quality of the Company's financial statements. The procedure for the consideration of this motion by the board of directors is legal and effective, in line with the provisions of the Company Law, the articles of Association and other relevant laws and regulations, and there is no harm to the interests of the company and all shareholders. Accordingly, we agree to re-appoint Lixin Certified Public Accountants (Special General Partnership) as the company's 2023 audit agency and agree to submit the proposal to the 2022 Annual General Meeting of Shareholders for consideration.
this motion is still to be submitted to the company's shareholders' meeting for consideration.
For details, please refer to the website of the Shanghai Stock Exchange on March 28, 2023.
(www.sse.com.cn) on the disclosure of the "on the re-appointment of accounting firms".
The (VII) deliberated and passed the "Proposal on the 2023 Annual Remuneration Plan for Directors and Supervisors of the Company"
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
this motion is still to be submitted to the company's shareholders' meeting for consideration.
The (VIII) deliberated and passed the motion on using idle self owned funds to purchase financial products
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
After review, we believe that the company's use of temporarily idle self-owned funds to purchase low-risk wealth management products with high security and good liquidity will not affect the normal development of the company's main business, and will help give full play to the use of idle funds and obtain good The return on investment is in line with the interests of the company and shareholders. The company's use of temporarily idle own funds to purchase low-risk wealth management products with high security and good liquidity does not violate the relevant laws, regulations and relevant regulations of the China Securities Regulatory Commission, the Shanghai Stock Exchange and other relevant departments. We unanimously agreed to the company's proposal to use idle self-owned funds to purchase wealth management products and agreed to submit it to the 2022 Annual General Meeting of Shareholders for consideration.
this motion is still to be submitted to the company's shareholders' meeting for consideration.
For details, please refer to the website of the Shanghai Stock Exchange on March 28, 2023.
(www.sse.com.cn) on the disclosure of the "on the use of idle self-owned funds to buy financial products announcement".
The (IX) deliberated and passed the "Proposal on Companies and Subsidiaries Applying for Comprehensive Credit Lines to Banks and Other Financial Institutions in 2023"
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
After review, we believe that: the company and its subsidiaries to apply for a comprehensive credit line is to meet the capital needs of business development, in line with the company's actual operating conditions and overall development strategy. The decision-making and approval procedures are in compliance with relevant laws and regulations and the Articles of Association of the Company, and there are no circumstances that would harm the interests of the Company and its shareholders, especially the small and medium shareholders. Therefore, we agree to the company and its subsidiaries to apply for a comprehensive credit line.
The (X) deliberated and passed the motion on the provision for impairment of assets in 2022
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
Upon review, we believe that the provision for asset impairment is in line with the provisions of the Enterprise Accounting Standards and the Company's relevant accounting policies, and is in line with the Company's actual situation. After the provision for asset impairment, it can reflect the company's financial situation and operating results more objectively and fairly, and the decision-making procedure for the provision for asset impairment is standardized, in line with the provisions of laws and regulations and the Articles of Association of the Company, and there is no harm to the interests of the Company and all shareholders.
For details, please refer to the website of the Shanghai Stock Exchange on March 28, 2023.
(www.sse.com.cn) Announcement on Provision for Impairment of Assets in 2022.
(xi) Consideration and adoption of the Bill on the Provision of Guarantees for Wholly Owned Subsidiaries
Voting result: 3 votes in favor, 0 votes against and 0 abstentions.
After review, we believe that: the company's provision of guarantees for wholly-owned subsidiaries with a total amount of not more than RMB 0.5 billion is the need for the business development and production operations of the company and its subsidiaries, and meets the needs of daily operating funds, which is conducive to improving the company's decision-making efficiency and the company Long-term development. At present, the production and operation of the company and its subsidiaries are normal, with good profitability and solvency; the company can effectively control the subsidiaries in production and operation, financial management, investment and financing, and the guarantee risk is controllable. Therefore, we agree to provide guarantees for our wholly-owned subsidiaries.
It is hereby announced.
Hengxuan Technology (Shanghai) Co., Ltd.
Supervisory Board
March 28, 2023
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