Answer: Yes. Please refer to the Appendix "Summary Format of Annual Report of * * * Co., Ltd." of the Guidance on the Contents and Format of Annual Report (Trial).
2. To what extent should the actual controller of a listed company disclose in the annual report?
A: The actual controller should disclose to natural persons, state-owned assets management departments, including other institutions or natural persons who have reached some agreement or arrangement between shareholders, and the actual control of trust formation. (Article 34 of the Criteria for Contents and Formats of Annual Reports (Trial))
3. Does the annual report need to be reviewed and approved by the Board of Supervisors before it can be disclosed?
Answer: Yes. The Board of Supervisors shall review the periodic report and put forward written opinions, explaining whether the preparation and review procedures of the periodic report of the Board of Directors comply with laws, administrative regulations, the provisions of the China Securities Regulatory Commission and the national share transfer system and the articles of association of the company, and whether the contents of the report can truly, accurately and completely reflect the actual situation of the company. (Article 42 of the Criteria for Contents and Formats of Annual Reports (Trial))
4. The company has applied for an appointment to disclose the annual report. Does this mean that the board of directors must be convened two days before the disclosure date to review and approve the annual report, not earlier or later?
Answer: No, the disclosure of the resolutions of the board of directors and the disclosure of the annual report are two concepts.
According to the relevant regulations on information disclosure of the national share transfer system, the resolutions of the board of directors should be disclosed within two transfer days after the board meeting, that is, the resolutions of the board of directors should be disclosed within two transfer days, and "reviewing and passing the annual report" is only one of the matters to be considered. The full text of the annual report shall be disclosed on time as scheduled.
5. The Articles of Association stipulates that "the annual report shall be reviewed and approved by the shareholders' meeting". Does this mean that the company's annual report can only be disclosed after being reviewed and approved by the shareholders' meeting?
A: No, the articles of association stipulate that "the annual report shall be reviewed and approved by the shareholders' meeting" and "the annual report shall not be disclosed until it is reviewed and approved by the shareholders' meeting".
According to the relevant requirements of information disclosure of the national share transfer system, the annual report can only be disclosed after being reviewed and approved by the board of directors and the board of supervisors, and it does not need to be reviewed and approved by the shareholders' meeting. In other words, the annual report can be disclosed first and then the shareholders' meeting can be held.
In addition, from a practical point of view, after the annual report is reviewed and approved by the board of directors, it is also convenient for all shareholders to know the contents of the annual report before the shareholders' meeting when a large number of shareholders disclose the resolutions of the board of directors, the annual report and the notice of convening the shareholders' meeting.
6. According to the requirements of the share transfer system company, the annual shareholders' meeting needs a lawyer's witness, which has a certain cost for the listed company. Can I cancel?
A: All listed companies are requested to strictly implement the relevant regulations of the National Stock Transfer System Company, and the annual shareholders' meeting needs the witness of lawyers. Establishing a sound corporate governance structure and operating in compliance with laws and regulations is an important guarantee for listed companies to achieve sustained and healthy development. It is suggested that listed companies look at the cost of this from the perspective of long-term development.