Security Code: 603950 Security Abbreviation: Changyuan Donggu Announcement No.: 2021-007

 

Xiangyang Changyuan Donggu Industrial Co., Ltd.

Announcement of Resolutions Adopted at the Fifteenth Meeting of the Third Supervisory Board

 

I. Details of the Supervisory Board Meeting

(1) The convening of the fifteenth meeting of the third session of Xiangyang Changyuan Donggu Industrial Co., Ltd. (hereinafter referred to as the “Company”) (hereinafter referred to as the “Current Meeting”) complies with the provisions of applicable laws, administrative regulations, departmental rules, normative documents, and the Company’s Articles of Association.

(2) The Company issued the notice and materials for this meeting by email on March 12, 2021.

(3) The Company convened this meeting on March 22, 2021, in Conference Room No. 1, by way of on-site voting.

(4) Three supervisors were scheduled to attend this Supervisory Board meeting, and all three attended.

(5) This meeting was chaired by Wang Guoliang, Chairman of the Supervisory Board. The Company’s Board Secretary and Securities Affairs Representative attended the meeting in an observer capacity.

II. Review of the Supervisory Board Meeting

Upon review by the supervisors present at the meeting, the following proposals were approved. ：

Proposal 1: Consideration of the “Proposal on the Full Text and Summary of the Company’s 2020 Annual Report”

For details, please refer to the “Changyuan Donggu 2020 Annual Report” and the “Changyuan Donggu 2020 Annual Report Summary” published on the same day on the website of the Shanghai Stock Exchange (www.sse.com.cn).

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 2: Consideration of the “Proposal on the Supervisory Board’s Work Report for 2020”

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Agenda Item 3: Consideration of the “Proposal on the Company’s 2020 Annual Financial Closing Report and 2021 Annual Financial Budget Report”

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 4: Consideration of the “Proposal on the Company’s 2020 Profit Distribution Plan”

In light of the cash dividend distribution approved by the Board of Directors and the Shareholders’ Meeting for the first half of 2020, and taking into account the Company’s future development and funding needs, the profit distribution plan approved at this Board meeting is as follows: no profit will be distributed for the year 2020, nor will any capitalization of capital reserves into share capital be carried out.

The company’s independent directors issued an independent opinion on the proposal, approving the company’s 2020 profit distribution plan. The full text of the announcement is available on the website of the Shanghai Stock Exchange.

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 5: Consideration of the “Proposal on the Special Report Regarding the Deposit and Use of Funds Raised in 2020”

For detailed information, please refer to the Company’s “Special Report on the Deposit and Actual Use of Funds Raised in 2020” (Announcement No.: 2021-009), which was disclosed on the same day on the website of the Shanghai Stock Exchange (www.sse.com.cn).

Voting results: [11] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 6: Consideration of the “Proposal on the Company’s 2020 Internal Control Evaluation Report”

The Company’s Supervisory Board hereby expresses the following opinion on the Company’s “2020 Annual Internal Control Evaluation Report”:

The company has established a relatively sound corporate governance structure and formulated comprehensive rules and regulations on corporate governance and internal control. These internal control systems have been effectively implemented in business operations and, overall, comply with applicable laws, regulations, and the regulatory requirements of securities authorities regarding the management of internal control systems for listed companies. The Company’s “2020 Internal Control Evaluation Report” conforms to the requirements of “No. 21 — General Provisions on Annual Internal Control Evaluation Reports” under the Rules for Preparation and Disclosure of Information by Companies Publicly Issuing Securities. The Company’s “2020 Internal Control Evaluation Report” faithfully and objectively reflects the establishment and operation of its internal control system. The Supervisory Board approves the Company’s “2020 Internal Control Evaluation Report.”

For detailed information, please refer to the “Report on the Company’s 2020 Internal Control Evaluation,” which was disclosed by the company on the same day on the website of the Shanghai Stock Exchange (www.sse.com.cn).

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 7: Consideration of the “Proposal on Engaging an Accounting Firm and an Internal Control Audit Institution for 2021”

The Company has agreed to re-appoint Zhongshen Zhonghuan Certified Public Accountants (Special General Partnership) as its accounting firm and internal control auditor for the year 2021, with total audit fees of RMB 770,000—RMB 500,000 for the annual report audit and RMB 270,000 for the internal control audit—remaining unchanged from the previous period.

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 8: Consideration of the “Proposal on Nominating Candidates for Supervisors to the Company’s Fourth Supervisory Board”

In view of the expiration of the term of the Company’s third Supervisory Board on March 19, 2021, and in accordance with the Company Law, the Articles of Association, and other relevant regulations, the Supervisory Board has nominated Lü Zhen and Li Shuangqing as candidates for the fourth Supervisory Board. Their term shall be three years, commencing from the date of approval by the General Meeting of Shareholders. Resumes of the candidates are attached hereto.

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

Proposal 9: Consideration of the “Proposal Regarding the Intended Signing of a Project Investment Contract with the Management Committee of Shiyan Industrial New Zone”

For details, please refer to the <Announcement of Xiangyang Changyuan Donggu Industrial Co., Ltd. Regarding the Company’s Plan to Sign the “Project Investment Contract” with the Management Committee of Shiyan Industrial New Zone>, published on the same day on the website of the Shanghai Stock Exchange (www.sse.com.cn). (Announcement No.: 2021-012)

Voting result: [3] votes in favor, [0] votes against, [0] abstentions; the motion was adopted.

 

 

 

 

This is hereby announced.

Xiangyang Changyuan Donggu Industrial Co., Ltd.

Supervisory Board

2021 March 23

 

 

Resumes of Candidates for the Fourth Supervisory Board

Lü Zhen Ms., born in 1980, Chinese national, without permanent residency abroad, holds a bachelor’s degree. From July 2003 to June 2006, she served as a technician at Dongfeng Motor Co., Ltd.; from July 2006 to February 2011, she worked in the Sales Department of Wuhan Huahang Glass Co., Ltd.; and from February 2011 to October 2017, she was employed in the company’s Procurement Department. She currently serves as Head of the Audit Department. Since April 2015, she has been a supervisor of the company. She does not hold any shares in the company and has not been subject to any penalties by the China Securities Regulatory Commission or other relevant authorities.

Li Shuangqing Mr. [Name], born in 1985, holds Chinese nationality and does not possess permanent residency rights in any foreign country; he has an associate’s degree. Since October 2007, he has held successive positions at the company, including Production Statistician, Equipment Supervisor, Production Supervisor, and Head of the Production Equipment Department; he currently serves as Head of the Production Equipment Department. From March 2018 to the present, he has been a supervisor of the company. ; Does not hold shares in the company and has not been penalized by the China Securities Regulatory Commission or other relevant authorities.