Shanghai Bright Power Semiconductor Co.Ltd(688368)
Performance report of the audit committee of the board of directors in 2021
In 2021, the audit committee of the board of directors of Shanghai Bright Power Semiconductor Co.Ltd(688368) (hereinafter referred to as "the company") strictly complied with laws and regulations such as self regulatory guidelines for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, standards for corporate governance of listed companies, listing rules of the science and Innovation Board of Shanghai Stock Exchange, etc Normative documents, the articles of Association (hereinafter referred to as the "articles of association"), the rules of procedure of the audit committee of the board of directors and other relevant provisions, in line with the principle of diligence, earnestly performed the duties of supervision and verification of the audit committee. The performance of the audit committee of the board of directors in 2021 is reported as follows:
1、 Basic information of the audit committee of the board of directors
In 2021, the audit committee of the second board of directors of the company was composed of three members, namely Mr. Zhao Xinsheng, Mr. Feng Zhenyuan and Mr. Hu Liqiang, of which Mr. Zhao Xinsheng was the chairman. All members of the audit committee have professional knowledge and work experience that can be competent for the duties of the audit committee.
2、 Meetings of the audit committee of the board of directors during the reporting period
In 2021, the audit committee of the company convened 6 meetings, and all members attended the meeting in person without absence.
Meeting time and proposal of the session
The second board of directors reviewed the proposal on increasing the use of idle self owned funds to purchase financial products
On January 14, 2021, the third plan of the State Planning Commission
meeting
The second session of the board of directors
On March 14, 2021, the fourth proposal on foreign investment and related party transactions of the Planning Commission
meeting
1. Proposal on the performance report of the audit committee of the board of directors in 2020
Second session of the board of directors review 2. Proposal on 2020 annual report and summary
2021-4-3 the fifth session of the Planning Commission 3. Proposal on the financial final accounts report of 2020
Meeting 4. Proposal on "2020 internal control evaluation report"
5. Proposal on the special report on the deposit and actual use of raised funds in 2020
6. Proposal on 2020 profit distribution plan of the company
7. Proposal on re employment of accounting firm
8. Proposal on the company's use of temporarily idle self owned funds to purchase financial products
9. Proposal on the company's bill pool business
10. Proposal on applying to the bank for comprehensive credit line in 2021
The second session of the board of directors
On April 24, 2021, the sixth proposal on the report of the first quarter of 2021 issued by the Planning Commission
meeting
The second session of the board of Directors examined 1. Proposal on the "2021 semi annual report" and summary
2021-8-6 the seventh session of the State Planning Commission 2. Proposal on the special report of the meeting on the deposit and actual use of raised funds in the half year of 2021
The second session of the board of directors
On October 18, 2021, the eighth proposal on the third quarter report of 2021 issued by the Planning Commission
meeting
3、 Performance of the audit committee of the board of directors
(I) supervise and evaluate the work of external audit institutions
During the reporting period, we supervised and evaluated the work of the hired Lixin Certified Public Accountants (special general partnership), and confirmed that it is independent of the company's business and personnel, and has the professional competence to provide audit services for the company; At the same time, we have carefully reviewed the audit report issued by Lixin Certified Public Accountants (special general partnership), and believe that it has the audit qualification related to securities and futures business, and has rich experience in providing audit services for listed companies. In the previous audit work, we have been diligent and conscientious in performing the audit responsibilities, objective, fair Independently evaluate the company's financial situation and operating results, so we agree to renew the appointment of Lixin Certified Public Accountants (special general partnership) as the company's audit institution in 2021.
(II) guide and supervise the work of the internal audit department
During the reporting period, we gave full play to the functions of the audit committee, carefully reviewed the company's internal audit work plan, urged the company's internal audit institutions to strictly implement the audit plan, and put forward guiding opinions on the problems of internal audit. After reviewing the internal audit report, we found no major problems in the company's internal audit.
(III) review the company's financial report and express opinions on it
We reviewed the relevant materials of 2020 annual report and abstract, 2021 first quarter report, 2021 semi annual report and abstract and 2021 third quarter report prepared by the company during the reporting period, and believed that the company's financial report was true, accurate and complete, and fairly reflected the company's financial position, operating results and cash flow, There is no significant accounting error adjustment, significant accounting estimate change, matters involving important accounting judgment and matters leading to non-standard unqualified audit report, and there is no possibility of fraud, fraud and material misstatement related to financial report.
(IV) evaluate the effectiveness of internal control
During the reporting period, the company further improved the corporate governance structure and internal control management system in strict accordance with the company law, the securities law and other laws and regulations and the relevant provisions of the CSRC and Shanghai Stock Exchange. We believe that the general meeting of shareholders, the board of directors, the board of supervisors and the management of the company operate in a standardized manner, and the actual operation of the company's internal control meets the requirements of the governance norms of listed companies, effectively protecting the legitimate rights and interests of the company and shareholders.
(V) coordinate the communication between the management, internal audit department and relevant departments and external audit institutions
During the reporting period, based on the principle of diligence, we had continuous and good communication with the company's management, internal audit department and external audit institutions, fully listened to the opinions of all parties, actively coordinated the problems in the audit, improved the audit efficiency and gave full play to the audit supervision function.
(VI) review of related party transactions of the company
During the reporting period, we carefully checked the company's foreign investment and related party transactions. We believe that the company's foreign investment and related party transactions are in line with the company's overall strategic development direction, and seek more investment opportunities for upstream and downstream enterprises of the semiconductor industry chain by relying on the experience, ability and resource advantages of professional investment institutions, It will help the company obtain new investment opportunities and profit growth points, and promote industrial integration. When the company deliberates on related party transactions, the related directors avoid voting. The voting procedures are legal and effective, and the pricing is fair. It will not have a significant impact on the company's normal operation, financial status and operating results, and there is no damage to the interests of shareholders.
(VII) review of major asset restructuring
During the reporting period, we inspected and supervised the company's major asset restructuring in strict accordance with the company law, the securities law and other laws and regulations, as well as the relevant provisions of the CSRC and Shanghai Stock Exchange. We believe that the work related to the company's major asset restructuring is carried out in accordance with the law and regulations, which is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and its shareholders, especially small and medium-sized shareholders.
4、 Overall evaluation
During the reporting period, the audit committee of the board of directors strictly followed the provisions of laws, regulations and normative documents such as the guidelines for self-discipline supervision of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, the governance standards of listed companies, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, and the articles of association and the rules of procedure of the audit committee of the board of directors, Make full use of professional knowledge, actively participate in corporate governance, diligently play the role of review and supervision, and earnestly perform the responsibilities of the audit committee of the board of directors.
In 2022, we will continue to uphold the principles of prudence, objectivity and independence, promote the standardized operation of the company, and safeguard the legitimate rights and interests of the company and all shareholders, especially minority shareholders.
It is hereby reported.
On February 23, 2022, the audit committee of the board of directors (there is no text on this page, which is the signature page of the report on the performance of the audit committee of the board of directors in 2021) (signature):
February 23, 2022 (this page has no text and is the signature page of Shanghai Bright Power Semiconductor Co.Ltd(688368) 2021 annual report on the performance of the audit committee of the board of directors) Hu Liqiang (signature):
February 23, 2022 (this page has no text and is the signature page of Shanghai Bright Power Semiconductor Co.Ltd(688368) 2021 annual report on the performance of the audit committee of the board of directors) (signature):
February 23, 2022
