Shanghai Nenghui Technology Co.Ltd(301046)
Work report of the board of supervisors in 2021
In 2021, Shanghai Nenghui Technology Co.Ltd(301046) (hereinafter referred to as the “company”) strictly complied with the requirements of relevant laws and regulations, normative documents such as the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange gem, the guidelines for the standardized operation of Shenzhen Stock Exchange GEM listed companies and the articles of association and the rules of procedure of the board of supervisors, In the attitude of being responsible to the company and all shareholders, we should be diligent and conscientious, earnestly perform the duties of the board of supervisors, earnestly perform various functions and obligations conferred by laws and regulations, exercise the function of supervision and supervision, and actively and effectively carry out our work.
The board of supervisors supervised and verified the operation, financial status and internal management of the company in 2021, effectively supervised the performance of directors and senior managers, actively promoted the standardized operation and normal development of the company, and effectively safeguarded the interests of the company and the legitimate rights and interests of all shareholders.
The current work report of the board of supervisors in 2021 is as follows:
1、 Work of the board of supervisors in 2021
In 2021, the board of supervisors of the company organized and held 6 meetings. The convening, convening, number of people attending the meeting and voting procedures of the meeting met the requirements of the articles of association, rules of procedure of the board of supervisors and other relevant provisions. The meetings of the board of supervisors are as follows:
(1) The sixth meeting of the second session of the board of supervisors was held on March 24, 2021, which considered and passed six proposals, including the proposal on related party transactions during the reporting period of the company, the proposal on the work report of the board of supervisors in 2020, the proposal on the final financial report in 2020 and the proposal on the financial budget report in 2021.
(2) On May 16, 2021, the seventh meeting of the second board of supervisors was held, and the proposal on extending the validity period of the proposal on the shareholders’ meeting of the company applying for initial public offering and listing on the gem was considered and adopted. (3) The eighth meeting of the second board of supervisors was held on August 26, 2021, which considered and passed the proposal on the semi annual report of 2021 and its summary and the proposal on adjusting the amount of raised funds to be invested in the investment projects with raised funds.
(4) On September 3, 2021, the ninth meeting of the second board of supervisors was held, and the proposal on using some idle raised funds for cash management was considered and adopted.
(5) The 10th meeting of the second session of the board of supervisors was held on October 27, 2021. The proposal on the report of the third quarter of 2021 and the proposal on using bank acceptance bills to pay the funds required for raised investment projects and replacing them with the raised funds were considered and adopted.
(6) The 11th meeting of the second session of the board of supervisors was held on December 14, 2021. The proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary and the proposal on the company’s measures for the assessment and management of the implementation of 2021 restricted stock incentive plan were reviewed and adopted Proposal on verifying the list of incentive objects first granted by the company’s restricted stock incentive plan in 2021.
2、 Opinions of the board of supervisors on the standardized operation of the company in 2021
In 2021, the board of supervisors of the company earnestly performed the functions of the board of supervisors in strict accordance with the requirements of relevant laws and regulations such as the company law, the securities law, the rules for the listing of shares on the gem of Shenzhen Stock Exchange (revised in December 2020), the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange (revised in 2020) and the articles of association and the rules of procedure of the board of supervisors, Comprehensively supervise the company’s standardized operation, production and operation, financial status, use of raised funds and performance of duties of directors and senior managers in 2021, and express the following opinions on relevant conditions:
(I) standardized operation of the company
In 2021, the company carried out standardized operation in accordance with the company law, the securities law and other laws and regulations, various rules and regulations made by the CSRC and Shenzhen Stock Exchange and the articles of association. No illegal operation was found, the corporate governance structure was further improved, the major decision-making matters of the company were reasonable, and the procedures were legal and effective, The board of directors and the management can exercise their functions and powers in accordance with the company’s rules and regulations. The company attaches importance to the construction of rules and regulations, establishes and continuously improves the internal control and comprehensive budget management system through the construction of enterprise internal control system and the implementation of comprehensive budget management, so as to promote the more standardized operation and management of the company. (II) production and operation of the company
The board of supervisors supervised the company’s production and operation activities during the reporting period and believed that the company’s operation and management seriously implemented the resolutions of the board of directors, achieved good business performance, successfully completed the production and operation plan formulated at the beginning of the year and the company’s profit forecast, and there were no illegal operations in the operation.
(III) financial status of the company
The board of supervisors inspected and supervised the financial situation of the company in 2021 by communicating with the financial person in charge, consulting the accounting books, reviewing the company’s periodic reports and the annual audit report issued by the accounting firm. Through supervision and inspection, the board of supervisors believed that during the reporting period, the company had sound financial system and internal control mechanism, standardized financial operation and good financial condition. The company’s regular financial reports truthfully, accurately and completely reflect the company’s financial status, operating results and cash flow, and there are no false records, misleading statements or major omissions. Zhonghui Certified Public Accountants (special general partnership) issued a standard unqualified audit report for the company in 2021, confirmed that the company’s financial statements for 2021 prepared in accordance with the accounting standards for business enterprises and the accounting system for business enterprises and other relevant provisions, and objectively, fairly and truly reflected the company’s financial situation and operating results.
(IV) profit distribution of the company
The company’s profit distribution plan for 2021 complies with the company law, accounting standards for business enterprises, guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and other relevant laws, regulations and the articles of association, which is conducive to the sustainable operation and healthy development of the company and does not harm the interests of the company and all shareholders.
(V) external guarantee, equity and asset replacement of the company
In 2021, the company had no illegal external guarantees, no debt restructuring, non monetary transactions, equity and asset replacement, and no other damage to the interests of the company’s shareholders or loss of the company’s assets.
(VI) use of raised funds
After consulting the bank statements and financial vouchers related to the raised funds, attending the meetings of the board of directors as nonvoting delegates and on-site inspection, the board of supervisors held that in 2021, the company’s use and management of the raised funds were in strict accordance with the requirements of the raised funds management system, the use of the raised funds met the comprehensive needs of the investment projects of the raised funds, and there was no illegal use of the raised funds. The use of the raised funds does not conflict with the implementation plan of the investment project invested by the raised funds, and there is no change or disguised change in the investment direction of the raised funds and damage to the interests of shareholders.
(VII) management of insider information of the company
The board of supervisors has supervised and inspected the establishment and implementation of the management system for insiders of inside information. The management system formulated and implemented by the company meets the requirements of China Securities Regulatory Commission and Shenzhen Stock Exchange. The insiders of inside information are registered and filed when the company issues announcements and regular reports on major events.
After verification, the company did not use insider information for illegal stock trading in 2021.
(VIII) internal control of the company
The board of supervisors issued the following audit opinions on the company’s 2021 annual internal control self-evaluation report prepared by the board of directors: the company’s 2021 annual internal control self-evaluation report complies with the basic norms of enterprise internal control and other laws and regulations and the requirements of securities regulatory authorities, and the conclusion of internal control self-evaluation is true, effective, comprehensive, objective It truly reflects the actual situation of the construction and operation of the company’s internal control system in 2021.
(IX) performance of duties of directors and senior managers of the company
The board of supervisors supervised and inspected the performance of the duties of the directors and senior managers of the company respectively. With one heart and one mind, the directors and senior managers of the company successfully completed the historical task of realizing the IPO of the company’s gem; In strict accordance with the requirements of the company law, the articles of association and the rules of procedure of the board of directors, the directors of the company actively participate in the board of directors, review various proposals and supervise the work of the management; The company’s senior managers are diligent and responsible in strict accordance with the requirements of the company law and the articles of association, implement the production and operation plan of photovoltaic power station, and ensure the growth of the company’s main business income and profit of photovoltaic new energy. After verification, the directors and senior managers of the company did not commit any illegal business activities in 2021.
(x) establishment and implementation of information disclosure management system
During the reporting period, the board of supervisors inspected the establishment and implementation of the company’s information disclosure management system. The company has formulated the information disclosure management system in accordance with the requirements of relevant regulations. Since the company was listed in August 2021, the company has earnestly fulfilled the obligation of information disclosure, timely sent and disclosed relevant documents on the designated website in accordance with the disclosure time limit and relevant rules stipulated by laws, regulations and relevant rules, and there are no false records, misleading statements or major omissions.
3、 2022 work plan of the board of supervisors
In 2022, the board of supervisors will continue to seriously study the relevant regulations of the company and relevant national policies, and continue to improve the work efficiency of the company’s board of supervisors and relevant departments, Continue to strictly implement the requirements of relevant laws and regulations such as the company law, the securities law, Shenzhen self regulatory guidelines No. 2 – standardized operation of GEM listed companies and the articles of association and rules of procedure of the board of supervisors, faithfully perform the duties of the board of supervisors, and supervise and inspect the business behavior of the board of directors and senior managers of the company according to law; Continue to strengthen the implementation of the supervision function, attend the board of directors, shareholders’ meetings and relevant working meetings according to law, timely grasp the legitimacy and compliance of the company’s major decision-making information and various decision-making procedures, further promote the standardized operation of the company, safeguard the interests of all shareholders of the company, and actively participate in the company’s financial audit, so as to strengthen the company’s risk prevention awareness, Better promote the stable, healthy and sustainable development of the company.
Shanghai Nenghui Technology Co.Ltd(301046) board of supervisors February 24, 2022