Jinlei Technology Co.Ltd(300443)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Jinlei Technology Co.Ltd(300443) (hereinafter referred to as “the company”) conscientiously performed its duties in accordance with the requirements of the company law, the securities law, the articles of association, the rules of procedure of the board of supervisors and other relevant provisions, with the attitude of being responsible to all shareholders and starting from earnestly safeguarding the interests of the company and the rights and interests of minority shareholders, Supervised all aspects of the company in 2021. The board of supervisors believed that the members of the board of directors of the company were devoted to their duties, fully implemented the resolutions of the general meeting of shareholders, and did not commit any act detrimental to the interests of shareholders. The report on the work of the board of supervisors in 2021 is as follows:
1、 Work of the board of supervisors
In 2021, in accordance with the requirements of the company law, the securities law, the articles of association, the rules of procedure of the board of supervisors and other relevant provisions, the members of the board of supervisors attended and attended the board of directors and the general meeting of shareholders, deliberated and supervised the proposals and procedures of the previous board of directors and the general meeting of shareholders, and held 8 meetings of the board of supervisors The convening and voting procedures shall comply with the provisions of the company law, the articles of association and other laws, regulations and normative documents. The details are as follows:
1. The company held the 21st Meeting of the 4th board of supervisors on February 5, 2021. The following proposals were considered and adopted at the meeting:
(1) Proposal on 2020 annual report and its summary
(2) Proposal on the work report of the board of supervisors in 2020
(3) Proposal on the company’s 2020 financial final accounts report
(4) Proposal on 2020 profit distribution plan
(5) Proposal on special report on annual deposit and actual use of raised funds
(6) Proposal on the company’s internal control self-evaluation report in 2020
(7) Proposal on using idle self owned funds to purchase financial products
(8) Proposal on changing the business scope and amending the articles of Association
2. The company held the 22nd Meeting of the 4th board of supervisors on April 27, 2021. The meeting deliberated and adopted the following proposals:
(1) Proposal on the company’s report for the first quarter of 2021
(2) Proposal on the general election of the board of supervisors of the company and the election of candidates for non employee representative supervisors of the Fifth Board of supervisors
3. The company held the first meeting of the 5th board of supervisors on May 13, 2021. The following proposals were considered and adopted at the meeting:
(1) Proposal on electing Liu Ming as the chairman of the 5th board of supervisors of the company
4. The company held the second meeting of the 5th board of supervisors on July 16, 2021. The meeting deliberated and adopted the following proposals:
(1) Proposal on the company meeting the conditions for issuing shares to specific objects on the gem
(2) Proposal on the company’s plan to issue shares to specific objects in 2021
(3) Proposal on the company’s stock issuance plan to specific objects in 2021
(4) Proposal on the demonstration and analysis report of the company’s stock issuance scheme to specific objects in 2021
(5) Proposal on the feasibility analysis report on the use of funds raised by issuing shares to specific objects in 2021
(6) Proposal on the filling measures for diluting the immediate return after the company issues shares to specific objects in 2021 and the commitments of relevant subjects
(7) Proposal on the report on the use of previously raised funds
(8) Proposal on related party transactions involved in the issuance of shares to specific objects
(9) Proposal on signing a conditional stock subscription agreement between the company and related parties
(10) Proposal on shareholder return planning of the company in the next three years (2021-2023)
5. The company held the third meeting of the 5th board of supervisors on August 18, 2021, which deliberated and adopted the following proposals:
(1) Proposal on the company’s 2021 semi annual report and its summary
(2) Proposal on the special report on the deposit and actual use of raised funds in the half year of 2021
(3) Proposal on changes in accounting policies
6. The company held the fourth meeting of the 5th board of supervisors on October 20, 2021, which deliberated and adopted the following proposals:
(1) Proposal on the third quarter report of the company in 2021
7. The company held the fifth meeting of the Fifth Board of supervisors on December 10, 2021, which deliberated and adopted the following proposals:
(1) Proposal on the company’s investment in the construction of “digital manufacturing project of offshore wind power core components (phase I project)”
(2) Proposal on capital increase of subsidiaries
8. On December 28, 2021, the board of directors of the company reviewed and approved the following matters related to the renewal of the remuneration of the accounting firm: (see the proposal of the board of directors of the company on December 28, 2021)
1. Legal operation of the company
In 2021, in accordance with relevant national laws and regulations, the board of supervisors supervised the convening procedures and resolutions of the company’s general meeting of shareholders and the board of directors, the implementation of the resolutions of the general meeting of shareholders by the board of directors, the performance of the company’s senior managers and the implementation of the company’s management system.
The board of supervisors believes that the decision-making procedures of the company strictly comply with the relevant provisions of the company law, the securities law, the articles of association and other laws, regulations and systems, and have established a relatively perfect internal control system. The operation of the board of directors was standardized, the decision-making was reasonable and the procedure was legal, and the resolutions of the general meeting of shareholders were carefully implemented. Timely and accurate information disclosure. The directors and other senior managers of the company can be loyal to their duties and standardize management, and there is no violation of national laws, regulations, articles of association or any behavior damaging the interests of the company and shareholders’ rights and interests; In 2021, there was no illegal occupation of the company’s funds by related parties of the company, and there was no occupation of funds by related parties in previous years and accumulated to December 31, 2021.
2. Check the relevant financial situation of the company
The board of supervisors has effectively supervised, inspected and reviewed the company’s financial system, financial management, financial status and operating results, and believes that the company has sound financial system, standardized financial operation and good financial status.
The financial report of 2021 can truly reflect the company’s financial situation and operating results. Zhitong Certified Public Accountants (special general partnership) has issued a standard unqualified audit report on this.
3. Use and management of raised funds of the company
The board of supervisors inspected the use and management of the company’s raised funds during the reporting period. The board of supervisors believed that the company used and managed the raised funds in strict accordance with the Shenzhen Stock Exchange GEM Listing Rules, the articles of association and the measures for the management of raised funds, and there was no illegal use of the raised funds, and the investment direction and purpose of the company’s raised funds were not changed.
4. Review the internal control of the company
The board of supervisors reviewed the self-evaluation report of the board of directors on the company’s internal control in 2021 and the operation of the internal control system, and believed that the company has established a relatively perfect internal control system and can be effectively implemented. The self-evaluation report of the company’s internal control truly and objectively reflects the construction and operation of the company’s internal control system.
5. Related party transactions of the company
After verification, the company had no related party transactions during the reporting period.
6. External guarantee, equity and asset replacement
During the reporting period, the company had no external guarantee, and there was no equity or asset replacement.
7. Acquisition and sale of assets by the company
During the reporting period, the company had no major asset acquisition, sale and asset restructuring.
3、 Work plan of the board of supervisors in 2022
In 2022, the board of supervisors will continue to perform its duties faithfully and diligently, resolutely implement the company’s established strategic policies, fulfill its duties, strengthen supervision, further supervise and urge the company’s standardized operation, earnestly safeguard the interests of the company and the majority of investors, and promote the healthy and sustainable development of the company.
Jinlei Technology Co.Ltd(300443) board of supervisors
February 25, 2022
