Shanghai Zhezhong Group Co.Ltd(002346) independent director’s report for 2021
As an independent director of Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as “the company”), in accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies, the articles of association, several provisions on strengthening the protection of the rights and interests of public shareholders, the working system of independent directors of the company and the provisions and requirements of relevant laws and regulations, In terms of safeguarding the interests of the company and shareholders, he has been scrupulous, diligent and conscientious, and actively played the role of independent directors. I hereby report my performance of duties in 2021 as follows:
1、 Attendance at meetings
In 2021, the company held 6 meetings of the board of directors and 3 general meetings of shareholders. In this year, I should attend 6 meetings of the board of directors, actually attended 6 meetings and attended 3 general meetings of shareholders. Before the meeting, take the initiative to understand or carefully study the meeting materials. I attended the meeting of the board of directors and the general meeting of shareholders on time, carefully considered the proposal, exercised the voting right with a cautious attitude, and safeguarded the legitimate rights and interests of all shareholders.
My attendance at the board of directors is as follows:
The name of the independent director shall be present at the meeting. The directors shall attend the meeting by means of communication. The number of absences of the entrusted directors
Number of meetings
Taotengyun 6 1 5 0 0
2、 Participation in professional committees
In 2021, as a member of the audit committee, I participated in the communication meeting before the entry of the annual financial statement audit and the communication meeting for the preliminary review of the annual financial statement audit. At the same time, I served as the chairman of the nomination committee of the board of directors and the member of the strategy committee of the board of directors. I personally participated in the meetings held by each special committee. I gave full play to my professional advantages and industry experience, provided professional suggestions for the company’s major strategic decisions such as investment and M & A, and gave full play to the due role of professional members.
3、 Independent opinions
I attended six Board meetings in 2021. After carefully listening to the reports of relevant personnel and making necessary questions, I voted in favour of all matters considered and expressed relevant independent opinions.
4、 On site investigation of the company
In 2021, I listened to the reports of relevant personnel on the company’s production and operation, financial management, basic accounting work, related transactions and foreign investment, took the initiative to conduct on-site investigation, obtain the information and materials required for making decisions, pay attention to the company’s daily business activities, and provide the necessary materials for expressing professional opinions in the decision-making of the board of directors.
5、 Work done in protecting the rights and interests of investors
(1) Inspected the information disclosure of the company.
I timely understand the concerns of shareholders, especially small and medium-sized shareholders, supervise and inspect the information disclosure of the company in 2021, let the public have equal access to information, and require the company to do a good job of information disclosure in strict accordance with the company law, securities law, stock listing rules and other laws and regulations and the relevant provisions of the company’s information disclosure management system, The information disclosure of the company in 2021 is true, accurate, timely and complete.
(2) Exercise voting rights prudently and objectively
In 2021, I effectively performed my duties as an independent director, expressed professional opinions on the proposals considered by the board of directors in decision-making, and exercised voting rights prudently; For proposals requiring independent opinions, fully understand the relevant situation from the company in time, consult relevant laws and regulations, and make independent and objective judgments.
(3) Investigation on corporate governance structure, internal control and basic accounting work construction.
I continued to pay attention to the corporate governance structure, internal control and accounting infrastructure, listened to the report of the management, and further tracked the problems that need to be improved.
6、 Other matters
In 2021, no independent director proposed to hold a meeting of the board of directors; No independent director proposes to hire or dismiss an accounting firm; There are no external audit institutions and consulting institutions employed by independent directors. The company has given active support to me in performing the work of independent directors, and there is no situation that hinders my independence.
Independent director: Tao Tengyun
March 9, 2002
Shanghai Zhezhong Group Co.Ltd(002346) independent director’s report for 2021
As an independent director of Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as “the company”), in accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies, the articles of association, several provisions on strengthening the protection of the rights and interests of public shareholders, the working system of independent directors of the company and the provisions and requirements of relevant laws and regulations, In terms of safeguarding the interests of the company and shareholders, he has been scrupulous, diligent and conscientious, and actively played the role of independent directors. I hereby report my performance of duties in 2021 as follows:
1、 Attendance at meetings
In 2021, the company held 6 meetings of the board of directors and 3 general meetings of shareholders. In this year, I should attend 6 meetings of the board of directors, actually attended 6 meetings and attended 3 general meetings of shareholders. Before the meeting, take the initiative to understand or carefully study the meeting materials. I attended the board meeting on time, carefully considered the proposal, exercised the voting right with a cautious attitude, and safeguarded the legitimate rights and interests of all shareholders.
My attendance at the board of directors is as follows:
The name of the independent director shall be present at the meeting. The directors shall attend the meeting by means of communication. The number of absences of the entrusted directors
Number of meetings
Jin Jingbo Tsingtao Brewery Company Limited(600600)
2、 Participation in professional committees
I have served as a member of the nomination committee, the strategy committee and the chairman of the remuneration and assessment committee of the board of directors. I personally attended the meetings of each special committee. I gave full play to my professional advantages and industry experience, actively issued suggestions, and gave full play to the due role of professional members.
3、 Independent opinions
I attended six Board meetings in 2021. After carefully listening to the reports of relevant personnel and making necessary questions, I voted in favour of all matters considered and expressed relevant independent opinions.
4、 On site investigation of the company
In 2021, I listened to the reports of relevant personnel on the company’s production and operation, financial management, basic accounting work, related transactions and foreign investment, took the initiative to conduct on-site investigation, obtain the information and materials required for making decisions, pay attention to the company’s daily business activities, and provide the necessary materials for expressing professional opinions in the decision-making of the board of directors.
5、 Work done in protecting the rights and interests of investors
(1) Inspected the information disclosure of the company.
I understand the concerns of shareholders, especially small and medium-sized shareholders, and supervise and inspect the information disclosure of the company in 2021, so that the public can have equal access to information. I require the company to do a good job of information disclosure in strict accordance with the company law, securities law, stock listing rules and other laws and regulations and the relevant provisions of the company’s information disclosure management system, The information disclosure of the company in 2021 is true, accurate, timely and complete.
(2) Exercise voting rights prudently and objectively
In 2021, I effectively performed my duties as an independent director, expressed professional opinions on the proposals considered by the board of directors in decision-making, and exercised voting rights prudently; For proposals requiring independent opinions, fully understand the relevant situation from the company in time, consult relevant laws and regulations, and make independent and objective judgments.
(3) Investigation on corporate governance structure, internal control and basic accounting work construction.
I continued to pay attention to the corporate governance structure, internal control and accounting infrastructure, listened to the report of the management, and further tracked the problems that need to be improved.
6、 Other matters
In 2021, no independent director proposed to hold a meeting of the board of directors; No independent director proposes to hire or dismiss an accounting firm; There are no external audit institutions and consulting institutions employed by independent directors. The company has given active support to me in performing the work of independent directors, and there is no situation that hinders my independence.
Independent director: Jin Jingbo March 9, 2002
Shanghai Zhezhong Group Co.Ltd(002346) independent director’s report for 2021
As an independent director of Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as “the company”), in accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies, the articles of association, several provisions on strengthening the protection of the rights and interests of public shareholders, the working system of independent directors of the company and the provisions and requirements of relevant laws and regulations, In terms of safeguarding the interests of the company and shareholders, he has been scrupulous, diligent and conscientious, and actively played the role of independent directors. I hereby report my performance of duties in 2021 as follows:
1、 Attendance at meetings
In 2021, the company held 6 meetings of the board of directors and 3 general meetings of shareholders. In this year, I should attend 6 meetings of the board of directors, actually attended 6 meetings and attended 3 general meetings of shareholders. Before the meeting, take the initiative to understand or carefully study the meeting materials. I attended the board meeting on time, carefully considered the proposal, exercised the voting right with a cautious attitude, and safeguarded the legitimate rights and interests of all shareholders.
My attendance at the board of directors is as follows:
The directors who should attend the meeting shall attend the meeting on site and entrust them to attend the meeting by means of communication
Name and number of absences of independent directors
Number of meetings
Zhang Bohua 6 0 6 0
2、 Participation in professional committees
As the chairman of the audit committee, I organized and participated in the communication meeting before the entry of the annual financial statement audit and the communication meeting for the preliminary review of the annual financial statement audit, and served as a member of the remuneration and assessment committee of the board of directors. I personally attended the meetings of each special committee. I gave full play to my professional advantages and industry experience, actively issued suggestions, and gave full play to the due role of professional members.
3、 Independent opinions
I attended six Board meetings in 2021. After carefully listening to the reports of relevant personnel and making necessary questions, I voted in favour of all matters considered and expressed relevant independent opinions.
4、 On site investigation of the company
In 2021, I listened to the reports of relevant personnel on the company’s production and operation, financial management, basic accounting work, related transactions and foreign investment, took the initiative to conduct on-site investigation, obtain the information and materials required for making decisions, pay attention to the company’s daily business activities, and provide the necessary materials for expressing professional opinions in the decision-making of the board of directors.
5、 Work done in protecting the rights and interests of investors
(1) Inspected the information disclosure of the company.
I understand the concerns of shareholders, especially small and medium-sized shareholders, and supervise and inspect the information disclosure of the company in 2021, so that the public can have equal access to information. I require the company to do a good job of information disclosure in strict accordance with the company law, securities law, stock listing rules and other laws and regulations and the relevant provisions of the company’s information disclosure management system, The information disclosure of the company in 2021 is true, accurate, timely and complete.
(2) Exercise voting rights prudently and objectively
In 2021, I effectively performed my duties as an independent director, expressed professional opinions on the proposals considered by the board of directors in decision-making, and exercised voting rights prudently; For proposals requiring independent opinions, fully understand the relevant situation from the company in time, consult relevant laws and regulations, and make independent and objective judgments.
(3) Investigation on corporate governance structure, internal control and basic accounting work construction.
I continued to pay attention to the corporate governance structure, internal control and accounting infrastructure, listened to the report of the management, and further tracked the problems that need to be improved.
6、 Other matters
In 2021, no independent director proposed to hold a meeting of the board of directors; No independent director proposes to hire or dismiss an accounting firm; There are no external audit institutions and consulting institutions employed by independent directors. The company has given active support to me in performing the work of independent directors, and there is no situation that hinders my independence.
Independent director: Zhang Bohua March 9, 2002
