Hichain Logistics Co.Ltd(300873)
2021 annual report of independent directors
As an independent director of Hichain Logistics Co.Ltd(300873) (hereinafter referred to as “the company”), Wu Mingsheng conscientiously performed his duties and exercised the rights conferred by the company in 2021 in strict accordance with the provisions and requirements of the company law, the securities law, the articles of association, the independent director system and other relevant laws, regulations and rules, Give full play to the independent role of independent directors and safeguard the overall interests of the company and the legitimate rights and interests of all shareholders. I hereby report on my performance of duties as an independent director in 2021 as follows:
1、 Attendance at company meetings in 2021
Number of meetings of the board of directors 8 number of meetings of the general meeting of shareholders 2
Number of attendance required number of attendance in person number of attendance entrusted number of attendance number of absenteeism number of attendance at the general meeting of shareholders
8 8 0 0 2
With the attitude of being conscientious, diligent and responsible, take the initiative to obtain the materials and information required for the meeting before each meeting of the board of directors, and carefully review the company’s proposals and periodic reports. In the process of daily performance of duties, I earnestly performed my duties as an independent director, actively participated in the previous board meetings and shareholders’ meetings held by the company, carefully reviewed the meeting proposals and relevant materials, actively participated in the discussion of various proposals, put forward reasonable suggestions, fully expressed independent opinions, and played a positive role in the correct and scientific decision-making of the board of directors. 2、 Independent opinions
In accordance with relevant laws, regulations and relevant provisions, as an independent director of the company, I have carefully understood and inspected the business activities of the company in 2021, and after due diligence on major matters, based on independent judgment, I have expressed the following independent opinions:
At the 8th meeting of the second session of the board of directors held on March 1, 2021, the proposal on the reappointment of the audit institution in 2021, the profit distribution in 2020, the self-evaluation report on internal control in 2020, the special report on the storage and use of raised funds in 2020, the remuneration of directors, supervisors and senior managers in 2021 The daily connected transactions in 2021 are expected and confirmed, and the daily connected transactions in 2020 and their fairness are predicted and confirmed, and independent opinions are expressed.
At the 9th meeting of the second board of directors held on March 26, 2021, he expressed independent opinions on the proposal on the appointment of senior managers of the company and the development of foreign exchange hedging business.
At the 10th meeting of the second board of directors held on April 22, 2021, he expressed independent opinions on the proposal on changing accounting policies.
At the 11th meeting of the second board of directors held on July 27, 2021, independent opinions were expressed on the deposit and use of raised funds in the half year of 2021, the occupation of funds by controlling shareholders and other related parties in the half year of 2021, and the external guarantee of the company.
At the 12th meeting of the second board of directors held on August 27, 2021, independent opinions were expressed on the proposal on using temporarily idle raised funds to temporarily supplement working capital, the proposal on using temporarily idle raised funds for cash management, and the proposal on using idle own funds for cash management. At the 15th meeting of the second board of directors held on December 30, 2021, independent opinions were expressed on the proposal on signing a strategic framework cooperation agreement with related parties and the proposal on joint investment and related party transactions with professional institutions.
3、 Daily work
1. As an independent director of the company, he actively and effectively performed his duties as an independent director in 2021, carefully listened to the management’s report on the company’s operation and the progress of major events, and timely mastered the company’s production and operation status, management, internal control and other system construction and implementation. At the same time, make use of their professional advantages to put forward reasonable suggestions for the company’s financial management.
2. As the director of the audit committee, he presided over four audit committee meetings in 2021. During the reporting period, in accordance with relevant regulations, actively guide the company to establish a reasonable and effective internal control system, carefully listen to the management’s report on the company’s operation and the progress of major matters, pay attention to the arrangement and progress of the annual report audit, lead the audit committee to earnestly perform its duties and check the company’s related party transactions, regular reports, internal control and other major matters, Expressed independent opinions and earnestly fulfilled the duties of the director of the audit committee.
2. As a member of the remuneration and assessment committee, he reviewed the remuneration policies and plans of the company’s directors and supervisors together with other members, supervised the performance of duties, supervised the implementation of the company’s remuneration system, and made professional suggestions on remuneration matters by using his own professional knowledge.
3. As a member of the nomination committee, I had a comprehensive understanding of the personnel adjustment proposal for the appointment of senior executives of the company during the reporting period. In view of the actual development situation and strategic development needs of the company, I adhered to the principle of loyalty and diligence, and objectively and fairly expressed professional opinions on the selection criteria and procedures of senior managers.
4、 Training and learning
In order to better perform the duties of independent directors and give full play to the role of independent directors, I have been actively studying relevant laws, regulations, rules and regulations, and participating in relevant studies such as executive counseling and training of proposed listed companies and executive training of listed companies organized by the company and regulators, Deepen the understanding and understanding of laws and regulations related to regulating the corporate governance structure and protecting the legitimate rights and interests of public shareholders, strengthen the ideological awareness of protecting the rights and interests of companies and public shareholders, and improve the ability to protect companies and investors.
5、 Other working conditions
1. During the reporting period, there was no proposal to convene the board of directors;
2. During the reporting period, there was no proposed employment or dismissal of accounting firms;
3. During the reporting period, there was no independent engagement of external audit institutions and consulting institutions.
As an independent director of the company, I faithfully perform my duties and actively participate in the decision-making of major matters of the company, so as to make the company operate steadily and standardize the operation, better establish the image of self-discipline, standardization and integrity, and contribute to the sustainable, stable and healthy development of the company. In 2022, we will continue to be diligent and conscientious, make use of professional knowledge and experience to provide more constructive suggestions for the development of the company, effectively safeguard the legitimate rights and interests of the company and shareholders, especially the rights and interests of minority shareholders, and repay the majority of investors with better performance.
It is hereby reported.
Independent director: Wu Mingsheng March 2, 2022
