Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455)
Report on work of independent director Liu Bin in 2021
As an independent director of the 6th board of directors of Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) (hereinafter referred to as “the company”), I faithfully perform my duties and perform my duties diligently in strict accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies and other laws and regulations, the articles of association and relevant rules of procedure. On the basis of in-depth understanding of the company, Using professional knowledge and experience to make suggestions for the development of the company, give full play to the independent role of independent directors, safeguard the overall interests of the company and the legitimate interests of all shareholders, especially small and medium-sized shareholders. Now the work of 2021 is reported as follows:
1、 Attendance at the board of directors
In December 2021, the company held a general election. The sixth board of directors of the company held a total of one meeting. As an independent director of the sixth board of directors, I personally attended one meeting, acted with caution and diligence, carefully read the materials of the board meeting received before the board of directors, deeply discussed each proposal with other directors during the meeting, and expressed clear consent to the matters discussed. I voted in favor of the relevant proposals considered at the board meeting.
2、 Independent opinions expressed
On December 16, 2021, at the first meeting of the sixth board of directors held by the company, independent opinions on the appointment of senior managers were expressed as follows:
1. The voting procedures of the board of directors on this matter are legal and effective;
2. The nomination, recommendation, deliberation and voting procedures of the company’s senior managers comply with the company law, the articles of association and other relevant provisions;
3. After reviewing the personal resumes and relevant materials of the company’s senior managers appointed at this meeting, we believe that the qualifications of the general manager, deputy general manager, Secretary of the board of directors, chief financial officer and other senior managers appointed at the first meeting of the sixth board of directors are in line with the company law, the stock listing rules of Shenzhen Stock Exchange The relevant provisions of the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the guidelines for the information disclosure of listed companies of Shenzhen Stock Exchange No. 7 – management of the Secretary of the board of directors and securities affairs representative and the articles of association, and have the ability and conditions to exercise their corresponding functions and powers.
Therefore, we agree to the appointment of senior managers of the company.
3、 Performance of professional committees
As the chairman of the audit committee of the sixth board of directors of the company, the meeting of the audit committee of the sixth board of directors was not organized during the reporting period due to the short time of performing his duties. According to the actual work needs, I have carefully studied the system documents such as the detailed rules for the implementation of the audit committee of the board of directors to ensure the independence of the audit and the completion of the audit work on schedule in the future.
As a member of the nomination committee of the 6th board of directors of the company, I attended the meeting of the nomination committee of the board of directors on time in strict accordance with the implementation rules of the nomination committee of the board of directors of the company and according to the actual work needs, and put forward suggestions on the selection of candidates and election procedures during the general election of senior managers of the company, It has played a good role in promoting the construction of corporate governance structure.
As a member of the strategy committee of the 6th board of directors, the meeting of the strategy committee of the 6th board of directors was not held during the reporting period due to the short performance time. According to the actual work needs, I studied the detailed rules for the implementation of the strategy committee of the board of directors and other system documents, inquired about the actual production and operation status of the company, widely understood the industry market dynamics, and prepared for putting forward strategic suggestions.
4、 Work done in protecting the rights and interests of investors
1. Pay attention to the company’s information disclosure. Pay attention to the important information disclosed by the company in the media and online, and effectively supervise and verify the timely disclosure of specified information.
2. Deeply understand the improvement and implementation of the company’s production and operation, management and internal control systems, the implementation of the resolutions of the board of directors, financial management, business development, investment projects and other related matters, consult relevant materials, communicate with relevant personnel, and pay attention to the operation and governance of the company.
3. Supervise and verify the authenticity, accuracy, timeliness and completeness of the company’s information disclosure.
4. Supervise and verify the performance of directors and senior executives, actively and effectively perform the duties of independent directors, promote the scientificity and objectivity of the decision-making of the board of directors, and effectively safeguard the interests of the company and the majority of shareholders.
5. Continue to strengthen the study of relevant laws and regulations, deepen the understanding and understanding of relevant laws and regulations, especially those related to standardizing the corporate governance structure and protecting the interests of social public shareholders, so as to effectively enhance the ability to protect the interests of the company and investors, and form the ideological consciousness of consciously protecting the interests of social public shareholders. 5、 Other matters
1. There is no proposal to convene the board of directors; 2. Failure to propose to the board of directors to convene an extraordinary general meeting of shareholders; 3. There is no independent employment of external audit institutions and consulting institutions. It is hereby reported. (no text below)
(there is no text on this page, which is the signature page of the 2021 annual report of independent directors)
Signature of independent director: Liu Bin
February 25, 2022
