Gansu Jingyuan Coal Industry And Electricity Power Co.Ltd(000552)
Report on the work of independent directors in 2021
Report on work of Independent Director Wei yanheng in 2021
As an independent director of Gansu Jingyuan Coal Industry And Electricity Power Co.Ltd(000552) (hereinafter referred to as “the company”), in 2021, I diligently, faithfully and dutifully performed the duties of an independent director, actively attended relevant meetings and deliberated various proposals in strict accordance with the requirements of the company law, the securities law, the guidelines for the governance of listed companies, the articles of association and other relevant laws, regulations and rules, Safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially minority shareholders. I hereby report my performance of duties in 2021 as follows:
1、 Attendance at company meetings and voting
In 2021, the company held 8 board meetings, all of which were attended by myself. I have voted in favour of all the motions of the meeting. There are no objections, objections or abstentions. During the reporting period, the company held 2 general meetings of shareholders, and I attended 2 meetings as a nonvoting delegate.
2、 Independent opinions
1. On January 25, 2021, the company expressed independent opinions on the use of some idle raised funds for cash management, wholly-owned subsidiary Galaxy Machinery site leasing and related party transactions considered at the 24th Meeting of the ninth board of directors of the company.
2. On March 29, 2021, the company reviewed the profit distribution in 2020, the renewal of accounting firm, the prediction of daily connected transactions in 2021, the internal control evaluation report in 2020, the replacement of self raised funds with raised funds, the increase of cash management limit of idle raised funds and self owned funds, the provision of guarantee for wholly-owned subsidiaries Nominated candidates for independent directors of the ninth board of directors, proposed online transactions of some coal products of the company and related party capital exchanges, and made independent opinions on the provision for assets and credit impairment in 2020.
3. On April 28, 2021, he expressed independent opinions on the occupation of joint party funds and external guarantee of customs declaration in the first quarter considered at the 26th meeting of the ninth board of directors of the company.
4. On August 23, 2021, the board of directors of the company was changed and the candidates for the 10th board of directors were nominated at the 27th meeting of the ninth board of directors of the company, the profit distribution in the half year of 2021, the fund occupation and external guarantee of related parties in the half year of 2021, the appointment of chief engineer, the related transactions of Jingtai coal engineering construction of the holding subsidiary, the related transactions of Liuhua chemical engineering construction of the wholly-owned subsidiary The subordinate Wangjiashan coal mine expressed independent opinions on related party transactions of the new main shaft project of well 4.
5. On September 13, 2021, he expressed independent opinions on the appointment of senior executives considered at the first meeting of the 10th board of directors of the company.
6. On October 28, 2021, he expressed independent opinions on the occupation of joint party funds and external guarantee of customs declaration in the third quarter considered at the second meeting of the 10th board of directors of the company.
7. On November 18, 2021, he expressed independent opinions on the increase of the total investment and registered capital of the Baiyan sub project of Jingtai coal industry, a holding subsidiary, the engineering construction of a wholly-owned subsidiary and related party transactions considered at the third meeting of the 10th board of directors of the company.
8. On December 29, 2021, he expressed independent opinions on the related party transactions of house purchase and the accounting treatment of the relocation fees of the south wing of the first coal mine of the Red Cross Society, which were considered at the fourth meeting of the tenth board of directors of the company.
3、 On site inspection
In 2021, I reasonably arranged time to work at the company’s site. Through attending the company’s on-site meetings, investigating the company’s production and operation sites, communicating with the company’s executives and relevant personnel, and consulting the company’s materials, I learned more about the company’s production and operation, financial status, the improvement and implementation of internal control system and the progress of major matters, Actively perform the duties of independent directors.
4、 Work of special committees of the board of directors
As a member of the nomination committee and the remuneration and assessment committee of the board of directors of the company, during the reporting period, I reviewed and commented on the nomination and appointment of directors and senior executives of the company, assessed and supervised the remuneration policy and remuneration payment of directors and senior executives of the company, and earnestly fulfilled relevant responsibilities and obligations, It has strengthened the standardization and scientificity of corporate governance.
5、 Proposed convening of the board of directors, employment or dismissal of accounting firms, independent employment of external institutions, etc
During the reporting period, I did not propose to convene the board of directors, to employ or dismiss accounting firms, or to independently employ external audit institutions and consulting institutions.
6、 Work done in protecting the rights and interests of investors
During the reporting period, I actively participated in relevant meetings of the company, carefully considered the proposals submitted to the board of directors, exercised my voting rights independently, objectively and prudently, urged the company to complete the information disclosure in a true, accurate, complete and timely manner in strict accordance with relevant laws and regulations, and effectively protect the interests of the company and all shareholders.
In 2022, I will continue to perform my duties as an independent director diligently, faithfully and dutifully, actively participate in relevant meetings, make suggestions on the company’s business development by using my professional knowledge, seriously and carefully express relevant opinions, protect the rights and interests of small and medium-sized investors and promote the healthy development of the company.
Report on work of Independent Director Tian SONGFENG in 2021
As an independent director of Gansu Jingyuan Coal Industry And Electricity Power Co.Ltd(000552) (hereinafter referred to as “the company”), in 2021, I diligently, faithfully and dutifully performed the duties of an independent director and actively attended relevant meetings of the company in strict accordance with the provisions and requirements of the company law, the securities law, the guidelines for the governance of listed companies and other laws and regulations, as well as the articles of association and the working system of independent directors, Carefully deliberated various proposals of the board of directors, expressed independent opinions independently, impartially and objectively, paid attention to the company’s information disclosure in time, and safeguarded the interests of the company and all shareholders. Now I will report my performance in 2021 as follows:
1、 Attendance at company meetings and voting
In 2021, the company held 8 board meetings, all of which were attended by myself. I have voted in favour of all the motions of the meeting. There are no objections, objections or abstentions.
2、 Independent opinions
1. On January 25, 2021, the company expressed independent opinions on the use of some idle raised funds for cash management, wholly-owned subsidiary Galaxy Machinery site leasing and related party transactions considered at the 24th Meeting of the ninth board of directors of the company.
2. On March 29, 2021, the company reviewed the profit distribution in 2020, the renewal of accounting firm, the prediction of daily connected transactions in 2021, the internal control evaluation report in 2020, the replacement of self raised funds with raised funds, the increase of cash management limit of idle raised funds and self owned funds, the provision of guarantee for wholly-owned subsidiaries Nominated candidates for independent directors of the ninth board of directors, proposed online transactions of some coal products of the company and related party capital exchanges, and made independent opinions on the provision for assets and credit impairment in 2020.
3. On April 28, 2021, he expressed independent opinions on the occupation of joint party funds and external guarantee of customs declaration in the first quarter considered at the 26th meeting of the ninth board of directors of the company.
4. On August 23, 2021, the board of directors of the company was changed and the candidates for the 10th board of directors were nominated at the 27th meeting of the ninth board of directors of the company, the profit distribution in the half year of 2021, the fund occupation and external guarantee of related parties in the half year of 2021, the appointment of chief engineer, the related transactions of Jingtai coal engineering construction of the holding subsidiary, the related transactions of Liuhua chemical engineering construction of the wholly-owned subsidiary The subordinate Wangjiashan coal mine expressed independent opinions on related party transactions of the new main shaft project of well 4.
5. On September 13, 2021, he expressed independent opinions on the appointment of senior executives considered at the first meeting of the 10th board of directors of the company.
6. On October 28, 2021, he expressed independent opinions on the occupation of joint party funds and external guarantee of customs declaration in the third quarter considered at the second meeting of the 10th board of directors of the company.
7. On November 18, 2021, he expressed independent opinions on the increase of the total investment and registered capital of the Baiyan sub project of Jingtai coal industry, a holding subsidiary, the engineering construction of a wholly-owned subsidiary and related party transactions considered at the third meeting of the 10th board of directors of the company.
8. On December 29, 2021, he expressed independent opinions on the related party transactions of house purchase and the accounting treatment of the relocation fees of the south wing of the first coal mine of the Red Cross Society, which were considered at the fourth meeting of the tenth board of directors of the company.
3、 On site inspection
In 2021, I reasonably arranged time to work at the company’s site. Through attending the company’s on-site meetings, investigating the company’s production and operation sites, communicating with the company’s executives and relevant personnel, and consulting the company’s materials, I learned more about the company’s production and operation, financial status, the improvement and implementation of internal control system and the progress of major matters, Actively perform the duties of independent directors.
4、 Work of special committees of the board of directors
As a member of the strategic development committee of the board of directors of the company, during the reporting period, I reviewed and studied the company’s development strategy and major issues through consulting relevant materials, exchange and communication, and expressed opinions, earnestly fulfilled relevant responsibilities and obligations, and strengthened the standardization and scientificity of corporate governance.
5、 Proposed convening of the board of directors, employment or dismissal of accounting firms, independent employment of external institutions, etc
During the reporting period, I did not propose to convene the board of directors, to employ or dismiss accounting firms, or to independently employ external audit institutions and consulting institutions.
6、 Work done in protecting the rights and interests of investors
During the reporting period, I carefully reviewed various proposals of the board of directors, used professional knowledge to exercise voting rights objectively and prudently, and urged the company to complete information disclosure in a true, accurate, complete and timely manner in strict accordance with relevant laws and regulations, so as to actively safeguard the legitimate rights and interests of investors.
In 2022, I will continue to make full use of my professional knowledge in strict accordance with the provisions and requirements of the company law, the articles of association and other relevant laws and regulations, put forward suggestions for the operation and development of the company, protect the rights and interests of small and medium-sized investors and promote the sustainable and steady development of the company.
Report on work of independent directors in 2021
As an independent director of Gansu Jingyuan Coal Industry And Electricity Power Co.Ltd(000552) (hereinafter referred to as “the company”), in 2021, in strict accordance with the company law, the guidelines for the governance of listed companies and other laws and regulations, as well as the provisions and requirements of the articles of association and the working system of independent directors, I was diligent and conscientious, actively attended relevant meetings, carefully considered various proposals and expressed independent opinions on major matters of the company, Effectively safeguard the legitimate rights and interests of the company and all shareholders. My performance of duties in 2021 is now reported as follows:
1、 Attendance at company meetings and voting
In 2021, the company held 8 board meetings, all of which were attended by myself. I have voted in favour of all the motions of the meeting. There are no objections, objections or abstentions. During the reporting period, the company held 2 general meetings of shareholders, and I attended 2 meetings as a nonvoting delegate.
2、 Independent opinions
1. On January 25, 2021, the company expressed independent opinions on the use of some idle raised funds for cash management, wholly-owned subsidiary Galaxy Machinery site leasing and related party transactions considered at the 24th Meeting of the ninth board of directors of the company.
2. On March 29, 2021, the company reviewed the profit distribution in 2020, the renewal of accounting firm, the prediction of daily connected transactions in 2021, the internal control evaluation report in 2020, the replacement of self raised funds with raised funds, the increase of cash management limit of idle raised funds and self owned funds, the provision of guarantee for wholly-owned subsidiaries Nominated candidates for independent directors of the ninth board of directors, proposed online transactions of some coal products of the company and related party capital exchanges, and made independent opinions on the provision for assets and credit impairment in 2020.
3. On April 28, 2021, he expressed independent opinions on the occupation of joint party funds and external guarantee of customs declaration in the first quarter considered at the 26th meeting of the ninth board of directors of the company.
4. On August 23, 2021, the board of directors of the company was changed and the candidates for the 10th board of directors were nominated at the 27th meeting of the ninth board of directors of the company, the profit distribution in the half year of 2021, the fund occupation and external guarantee of related parties in the half year of 2021, the appointment of chief engineer, the related transactions of Jingtai coal engineering construction of the holding subsidiary, the related transactions of Liuhua chemical engineering construction of the wholly-owned subsidiary The subordinate Wangjiashan coal mine expressed independent opinions on related party transactions of the new main shaft project of well 4.
5. On September 13, 2021, he expressed independent opinions on the appointment of senior executives considered at the first meeting of the 10th board of directors of the company.
6. On October 28, 2021, he expressed independent opinions on the occupation of joint party funds and external guarantee of customs declaration in the third quarter considered at the second meeting of the 10th board of directors of the company.
7. On November 18, 2021, he expressed independent opinions on the increase of the total investment and registered capital of the Baiyan sub project of Jingtai coal industry, a holding subsidiary, the engineering construction of a wholly-owned subsidiary and related party transactions considered at the third meeting of the 10th board of directors of the company.
8. On December 29, 2021, he expressed independent opinions on the related party transactions of house purchase and the accounting treatment of the relocation fees of the south wing of the first coal mine of the Red Cross Society, which were considered at the fourth meeting of the tenth board of directors of the company.
3、 On site inspection
In 2021, I reasonably arranged time to work at the company’s site. Through attending the company’s on-site meetings, investigating the company’s production and operation sites, communicating with the company’s executives and relevant personnel, and consulting the company’s materials, I learned more about the company’s production and operation, financial status, the improvement and implementation of internal control system and the progress of major matters, Actively perform the duties of independent directors.
4、 Work of special committees of the board of directors
As a member of the nomination committee, audit committee and remuneration and assessment committee of the board of directors, I reviewed and commented on the nomination and appointment of directors and senior executives of the company according to the actual production, operation and management of the company by consulting relevant materials, exchanging and communicating, and strictly followed the relevant financial systems Carefully reviewed the external guarantee and the authenticity and integrity of the financial statements, assessed and supervised the salary policy and salary payment of the company’s directors and senior executives, and earnestly fulfilled relevant responsibilities and obligations. 5、 Propose to convene the board of directors, hire or dismiss accounting firms, and hire external institutions independently
