Qingdao Tgood Electric Co.Ltd(300001)
2021 annual work report of the board of supervisors
During the reporting period, the board of supervisors of the company strictly followed the requirements of the company law, securities law, Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange listed companies self regulatory guidance No. 2 – standardized operation of GEM listed companies, the articles of association and the rules of procedure of the board of supervisors and other relevant provisions, and took a responsible attitude to all shareholders, Earnestly perform the duties of the board of supervisors. The board of supervisors supervised and inspected the implementation of the company’s finance and resolutions of the general meeting of shareholders, the major decision-making procedures of the board of directors, the legality and compliance of the company’s operation and management activities, and the performance of duties by directors and senior managers, so as to ensure the standardized operation of the company, the accuracy and integrity of assets and finance, and promote the steady development of the company. The work report of the board of supervisors in 2021 is as follows:
1、 Work of the board of supervisors
During the reporting period, the board of supervisors of the company held 10 meetings. The details are as follows:
Date of the meeting voting on proposals considered at the session
On January 8, 2021, the 16th meeting of the Fourth Board of supervisors passed the proposal on the special call for capital increase of Tiefa investment and related party transactions
The work report of the board of supervisors in 2020 passed the annual report and its summary in 2020, the final financial statement report in 2020 and the profit distribution plan in 2020 Passed the proposal on the special report of the 17th meeting on the deposit and use of raised funds in 2020 of the Fourth Board of supervisors on April 22, 2021
Proposal on passing the report on self-evaluation of internal control in 2020
The proposal on withdrawing the provision for asset impairment was passed, the proposal on renewing the appointment of the audit institution in 2021 was passed, and the proposal on Amending the rules of procedure of the board of supervisors was passed
The report on the first quarter of 2021 of the Fourth Board of supervisors passed the report on the use of some temporarily idle raised funds and self financing at the 18th Meeting on April 26, 2021
The proposal on cash management with funds was passed
On June 30, 2021, the Fourth Board of supervisors passed the proposal of the 19th Meeting on capital increase of wholly-owned companies with raised funds
The 2021 semi annual report and its summary of the fourth session of the board of supervisors adopted the report on the deposit and disposal of raised funds in 2021 semi annual at the 20th meeting on August 27, 2021
The proposal on special report on use was passed
Proposal on using raised funds to replace self raised funds for projects invested and approved by the 4th board of supervisors
The 21st Meeting on September 30, 2021
Proposal on issuing bank acceptance bill to pay the fund of raised investment project through negotiation
The third quarter report of 2021 was approved by the Fourth Board of supervisors on the adjustment and implementation of some investment projects with raised funds
The proposal on the contents of the 22nd Meeting on October 28, 2021 passed the examination on adjusting the performance of the special call equity incentive plan
The proposal on nuclear indicators was passed
On revising and adjusting the special call equity incentive plan of the Fourth Board of supervisors
On November 9, 2021, the proposal on the performance appraisal conditions of the 23rd Meeting was passed
The 4th board of supervisors
On December 17, 2021, the proposal on correction of previous accounting errors was adopted at the 24th meeting
The fifth report on the general election and nomination of the board of supervisors of the company
On December 30, 2021, the proposal on candidates for non employee supervisors of the 25th session of the board of supervisors was adopted
During the reporting period, the board of supervisors of the company not only held the meeting of the board of supervisors, but also attended and attended the board of directors and shareholders’ meeting of the company, listened to various important proposals and resolutions of the company, understood the formation process of various important decisions of the company, mastered the business performance of the company, and performed the functions of informed supervision and inspection of the board of supervisors, It ensures the standardization of the company’s operation and management behavior.
2、 Opinions of the board of supervisors on relevant matters of the company during the reporting period
During the reporting period, the board of supervisors of the company carefully supervised and inspected the company’s legal operation, financial situation, related party transactions and other matters in strict accordance with the provisions of relevant laws, regulations and the articles of association. According to the inspection results, the following opinions were issued on the relevant situation of the company during the reporting period:
(I) legal operation of the company
During the reporting period, the supervisors of the company attended the board of directors and the general meeting of shareholders held by the company as nonvoting delegates, and supervised the convening procedures and decision-making procedures of the board of directors and the general meeting of shareholders, the implementation of the resolutions of the general meeting of shareholders, the performance of the directors and senior managers of the company and the internal control system of the company in accordance with relevant laws and regulations. The board of supervisors believes that the decision-making procedures of the board of directors of the company strictly comply with the provisions of the company law, the securities law and other laws and regulations and the articles of association, earnestly implement the resolutions of the general meeting of shareholders, operate in a standardized and diligent manner; The company’s internal control system is relatively perfect; Timely and accurate information disclosure; When performing their duties, the directors and senior managers of the company have not violated laws, regulations, the articles of association or damaged the interests of the company.
(II) financial situation of the company
The board of supervisors carefully inspected and reviewed the financial status and financial management of the company during the reporting period. The board of supervisors of the company believes that the company has sound financial system, sound internal control mechanism and good financial status. The financial report of 2021 truly and objectively reflects the financial situation and operating results of the company. The standard unqualified audit report issued by Hexin Certified Public Accountants (special general partnership) truly and accurately reflects the financial situation of the company.
(III) use of funds raised by 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 of the company 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 raised funds management system, and there was no illegal use of the raised funds, The company has fulfilled the corresponding approval procedures for the purchase of bank financial products with idle raised funds and the change of some special accounts for raised funds, and made complete information disclosure, which meets the requirements of relevant regulations.
(IV) related party transactions of the company
During the reporting period, the related party transactions of the company performed the corresponding decision-making and approval procedures, complied with the provisions of relevant laws and regulations, the articles of association and relevant normative documents, and the transaction price was fair and reasonable; In case that the voting procedure of the general meeting of the board of directors or the related shareholders is not valid, especially when the related shareholders’ meeting is not considered or the related shareholders’ voting procedure is not valid.
(V) external guarantee of the company
During the reporting period, the board of supervisors supervised the company’s guarantee. By the end of the reporting period, the company’s external guarantee had fulfilled the necessary decision-making procedures, complied with the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange on the external guarantee of listed companies, and there was no behavior damaging the interests of the company and shareholders.
(VI) internal information management of the company
The board of supervisors has supervised and inspected the establishment and implementation of the insider management system of the company. The board of supervisors of the company believes that the insider management system formulated and implemented by the company meets the requirements of China Securities Regulatory Commission and Shenzhen Stock Exchange. The insider shall be registered and filed when the company issues major announcements and regular reports. After verification, the company did not use insider information for illegal stock trading in 2021.
(VII) opinions on the self-evaluation report of the company’s internal control
The board of supervisors of the company issued the following audit opinions on the self-evaluation report on the company’s internal control in 2021: the company has established a relatively perfect internal control system and a standardized internal control environment in accordance with relevant regulations; The establishment of the company’s internal control system has played a good role in risk prevention and control of all links of the company’s operation and management, ensured the legal compliance of operation and management and asset safety, ensured the authenticity and integrity of financial reports and relevant information, improved the operation efficiency and effect, and promoted the steady realization of the company’s development strategy; 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.
3、 2022 work plan of the board of supervisors
In 2022, the board of supervisors will continue to perform its duties faithfully and diligently with a more rigorous working attitude, further promote the improvement of the corporate governance structure and the standardized operation of operation and management, and establish a good integrity image of the company. In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other laws and regulations, the guidelines for self discipline supervision of listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem, the articles of association, the rules of procedure of the board of supervisors and other relevant systems, effectively supervise the performance of duties of the board of directors and senior managers, and actively attend the general meeting of shareholders The meeting of the board of directors shall timely understand the company’s financial situation, know and supervise the legality and compliance of the company’s major decision-making matters and their performance procedures, promote the improvement of the company’s standardized operation level, promote the sustainable and healthy development of the company, and safeguard the legitimate rights and interests of the company and all shareholders.
It is hereby reported.
Qingdao Tgood Electric Co.Ltd(300001)
Board of supervisors
March 7, 2022
