Shenzhen Huakong Seg Co.Ltd(000068)
Report on the work of independent directors in 2021
As an independent director of Shenzhen Huakong Seg Co.Ltd(000068) (hereinafter referred to as “the company”), during my term of office in 2021, I attended relevant meetings of the company on time and carefully considered various proposals of the board of directors in strict accordance with the company law, the guidelines for the performance of independent directors of listed companies, the guidelines for the standardized operation of companies listed on the main board of Shenzhen Stock Exchange, the articles of association and relevant laws and regulations, Actively perform regulatory duties, give full play to their professional knowledge when considering major matters of the company, express objective and impartial independent opinions, and earnestly safeguard the overall interests of the company and the legitimate rights and interests of all investors, especially small and medium-sized investors.
1、 Attendance at meetings and performance of duties in special committees
(I) attendance at the board of directors of the company
During the reporting period, the meetings of the board of directors and the general meeting of shareholders convened and held by the company complied with the legal procedures, and the relevant procedures were performed for major matters, which were legal and effective. I did not raise any objection to the proposals of the board of directors and other matters of the company. My attendance at the meetings of the board of directors and the general meeting of shareholders is as follows:
1. During the reporting period, the board of directors of the company held 10 meetings, and I attended 10 meetings.
2. Voted in favor of the relevant proposals considered at the board meeting.
(II) attendance at the special committee of the board of directors of the company
The directors of the company set up four special committees, among which I served as the convener of the nomination committee of the board of directors and the member of the remuneration and assessment committee of the board of directors. My attendance at the special committee of the board of directors is as follows:
Work of the special committee of independent directors on-site attendance, communication participation, entrusted attendance and absence
Name times
Convener of the seventh Nomination Committee
Member of the 7th remuneration and assessment committee
(III) expression of independent opinions
During the reporting period, when I performed my duties, I made independent, professional and objective judgments on the matters considered by the board of directors and expressed objective and impartial independent opinions. The details are as follows:
No. independent opinion item opinion type
Publication time (see relevant announcements for details)
2021.2.5 1. Independent opinions on the wholly-owned subsidiary’s participation in the investment and establishment of Yulin national pharmaceutical warehouse project fund to drive the EPC project; agree
2. Independent opinions on carrying out daily connected transactions.
2. On March 19, 2021, the independent opinions on the expected matters of daily operating related party transactions in 2021 were agreed
1. Special instructions and independent opinions on the occupation of the company’s funds by controlling shareholders and other related parties and the company’s external guarantee
See;
2. Independent opinions on the company’s plan for profit distribution and conversion of capital reserve into share capital in 2020;
3. 2021.4.23 3. Independent opinions on the company’s internal control self evaluation report; agree
4. Independent explanation on the large difference between the expected daily related party transaction amount and the actual amount in 2020
opinion;
5. Independent opinions on changes in accounting policies;
6. Independent opinions on the renewal of the company’s financial audit institution and internal control audit institution in 2021.
4.2021.5.13 independent opinion and consent on by election of non independent directors
5.2021.6.4 1. Independent opinions on providing financial assistance to Suining Huakong environmental governance Co., Ltd; agree
2. Independent opinions on the election of vice chairman.
6.2021.6.23 independent opinions on providing financial support for Qian’an Huakong Environmental Investment Co., Ltd
7.2021.8.16 special explanation and independent opinions on the occupation of the company’s funds by controlling shareholders and other related parties and the company’s external guarantee
1. About Shenzhen Huakong Kaidi Investment Development Co., Ltd. to Jinjian international commercial factoring (Zhuhai Hengqin) Co., Ltd
Independent opinions on applying for credit line and related party transactions;
2. About the application of Shenzhen Huakong Kaidi Investment Development Co., Ltd. to Jinjian international financial leasing (Tianjin) Co., Ltd
8. Independent opinions on credit line and related party transactions on August 30, 2021; agree
3. III. independent opinions on providing guarantee for Shenzhen Huakong Kaidi Investment Development Co., Ltd;
4. Independent opinions on by election of non independent directors;
5. Opinions on the appointment of independent senior managers.
2、 Safeguarding the legitimate rights and interests of investors
1. Give full play to their independence in work. I perform my duties in strict accordance with relevant laws and regulations, the articles of association and the working rules for independent directors, and make independent and impartial judgments by using my professional knowledge. When independent directors are required to express their opinions, I have expressed objective and impartial independent opinions, which are not subject to the approval of major shareholders The influence of the actual controller or other units and individuals having an interest in the company, and effectively protect the interests of minority shareholders.
2. Continue to pay attention to the company’s information disclosure and investor relations. I actively pay attention to the information disclosure of the company and put forward suggestions on information disclosure, Urge the company to perform its information disclosure obligations in strict accordance with the administrative measures for information disclosure of listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of companies listed on the main board of Shenzhen Stock Exchange and other laws and regulations, as well as the articles of association and the administrative measures for information disclosure, so as to ensure the authenticity, accuracy, integrity and timeliness of the company’s information disclosure documents, Carry out good interaction with investors through a variety of ways, and communicate with investors from multiple perspectives.
3、 Performance of duties
(I) on site investigation of listed companies
In 2021, I made full use of attending the meetings of the board of directors, the general meeting of shareholders and the special committee of the board of directors to focus on understanding the company’s operation, financial status, business development and other related matters. Covid-19 epidemic had a certain impact on my on-site participation in meetings and on-site investigation. The company flexibly adopted the method of on-site combined with video conference to organize and hold the board of directors and general meeting of shareholders. I also maintained close contact with other directors, supervisors, senior managers and relevant personnel of the company through telephone, network and other means; Actively participate in the work of the nomination committee and the remuneration and assessment committee of the board of directors of the company, and always pay attention to and understand the situation of the company through communication with the directors and management of the company.
(II) attendance at the special committee of the board of directors of the company
As the convener of the nomination committee of the board of directors, I and other members actively performed their duties during the reporting period and carefully investigated the tenure and performance of the directors and senior managers of the company in accordance with the provisions of the company’s rules of procedure for the nomination committee of the board of directors. As a member of the remuneration and assessment committee of the board of directors, I and other members supervise the implementation of the remuneration system of the company in accordance with the working rules of the audit committee of the board of directors. The remuneration of directors and senior managers of the company matches their positions and conforms to the remuneration level of relevant positions in the region.
4、 Overall evaluation and suggestions
In 2021, I did not propose to convene the board of directors or extraordinary general meeting of shareholders, to employ or dismiss accounting firms, or to independently employ external audit institutions and consulting institutions.
In 2022, I will continue to faithfully and diligently perform the duties of independent directors, give full play to the role of independent directors, actively participate in the board of directors and shareholders’ meeting of the company, and use professional knowledge and experience to provide more constructive suggestions for the development of the company; Strengthen the communication and cooperation with the board of directors, the board of supervisors and the management of the company, deeply understand the production and operation status, management and internal control of the company, improve the scientific decision-making of the board of directors, and play a more active role in promoting the sustainable, steady and rapid development of the company. I would like to express my heartfelt thanks to the board of directors, management and relevant personnel for their active and effective cooperation and support in the performance of their duties.
Reporter: arbitrary
March 5, 2002
