Jiangsu Jiuwu Hi-Tech Co.Ltd(300631)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of the company conscientiously performed its supervisory duties in accordance with the company law, the articles of association, the rules of procedure of the board of supervisors and relevant laws and regulations. The members of the board of supervisors attended and attended the board of directors and the general meeting of shareholders of the company as nonvoting delegates, and made comments on the convening procedures of the meeting, the company's business activities, financial status, major decisions and directors Senior managers have effectively supervised the performance of their duties and played a due role in safeguarding the overall interests of the company, the legitimate rights and interests of shareholders, establishing and improving the corporate governance structure, etc. The main work of the board of supervisors in 2021 is reported as follows:
1、 Work of the board of supervisors in 2021
The board of supervisors held 9 meetings of the board of supervisors in 2021, and the meeting procedures and relevant resolutions were in line with relevant laws and regulations and the articles of association. The details of the meeting are as follows:
Main contents of the preface session
Room No
The meeting deliberated and adopted the proposal on the work report of the board of supervisors in 2020, the proposal on the annual report in 2020 and its summary, and the proposal on the final financial report in 2020 Proposal on profit distribution plan in 2020, proposal on self-evaluation report on internal control in 2020, proposal on special report on deposit and use of raised funds by the 7th board of supervisors in April 2021 At the 9th meeting on January 11, the proposal on the confirmation of the remuneration of supervisors in 2020 and the remuneration scheme in 2021, the proposal on the renewal of Zhonghui Certified Public Accountants (special general partnership) as the audit institution of the company in 2021 Proposal on using some idle raised funds and self owned funds for cash management, proposal on adjusting the schedule of investment projects with raised funds, proposal on by election of non employee representative supervisors of the seventh board of supervisors Proposal on Amending the rules of procedure of the board of supervisors.
2. In April 2021, the 7th Meeting of the board of supervisors deliberated and adopted the proposal on the report of the first quarter of 2021.
10th meeting 28 August
3. In May 2021, the 7th Meeting of the board of supervisors deliberated and adopted the proposal on the election of the chairman of the board of supervisors.
11th meeting 7 July
The meeting deliberated and adopted the proposal of the 7th session of the board of supervisors in August 2021 on the semi annual report of 2021 and its summary, and the proposal of the 12th meeting report on the storage and use of raised funds in the semi annual report of 2021 on August 23 Proposal on using some idle raised funds to temporarily supplement working capital.
5. In September 2021, the 7th Meeting of the board of supervisors deliberated and adopted the proposal on early redemption of "Jiuwu convertible bonds".
13th meeting 13 June
The meeting deliberated and adopted the proposal on the company's meeting the conditions for issuing shares to specific objects through summary procedures, and the proposal on the company's plan for issuing shares to specific objects through summary procedures in 2021 Proposal on the company's plan to issue shares to specific objects in 2021 through simple procedures, proposal on the demonstration and analysis report of the company's plan to issue shares to specific objects in 2021 through simple 6 2021 procedures of the seventh board of supervisors The proposal on the feasibility analysis report on the use of funds raised by issuing shares to specific objects in 2021 through simple procedures at the 14th Meeting on October 7, the proposal on the report on the use of funds raised by the company in the previous time Proposal on diluting the immediate return and filling the return measures and commitments of relevant subjects when the company issues shares to specific objects, proposal on the planning of shareholders' dividend return in the next three years (20212023).
The 7th board of supervisors in 2021
On October 22, the 15th meeting deliberated and adopted the proposal on the third quarter report of 2021.
day
The meeting deliberated and adopted the proposal on the bidding results of the company's issuance of shares to specific objects in 2021 through simple procedures, the proposal on signing a share subscription agreement with specific objects with effective conditions, the proposal on the company's non recurring income statement and the proposal of the 7th board of supervisors in 2021 Proposal on the authenticity, accuracy and completeness of the prospectus of the 16th meeting on August 11 of the company's issuance of shares to specific objects by summary procedures in 2021, proposal on updating the company's plan for issuance of shares to specific objects by summary procedures in 2021 Proposal on updating the demonstration and analysis report of the company's plan to issue shares to specific objects in 2021 through simple procedures, and proposal on updating the feasibility analysis report of the company's plan to issue shares to specific objects in 2021 through simple procedures to raise funds.
The meeting deliberated and adopted the proposal on adjusting the company's scheme of issuing shares to specific objects through summary procedures in 2021, and the proposal on re signing the share subscription agreement with effective conditions between the company and specific objects The proposal on the company's plan for issuing shares to specific objects through summary procedures in 2021 (the second revised draft), the proposal on the company's plan for issuing shares to specific objects through summary procedures in 2021 (the second revised draft) and the demonstration and analysis report of the seventh board of supervisors on September 29 and November 29 The proposal on the feasibility analysis report on the use of funds raised by issuing shares to specific objects in a simple procedure at the 17th meeting of the company on December, 2021 (the second revised draft), the proposal on the report on the use of funds raised by the company in the previous time The proposal on the measures for diluting the immediate return and filling the return by issuing shares to specific objects and the commitments of relevant subjects (Revised Draft) Proposal on the achievement of the conditions for the release of restricted shares in the third release period of restricted shares granted for the first time by the restricted stock incentive plan in 2018.
2、 Independent opinions of the board of supervisors on the operation of the company in 2021
(I) legal operation of the company
In 2021, the board of supervisors attended the board of directors and the general meeting of shareholders of the company as nonvoting delegates according to law, and strictly supervised the decision-making procedures, the establishment and implementation of the internal control system, and the performance of the directors and senior managers of the company.
The board of supervisors believes that the company's decision-making procedures strictly comply with the company law, securities law and other laws and regulations, as well as the provisions of the CSRC and the articles of association, and have established a relatively perfect internal control system. The directors and senior managers of the company are devoted to their duties and perform their duties diligently. They do not violate laws and regulations, the articles of association or damage the interests of the company and shareholders.
(II) financial situation of the company
In 2021, the board of supervisors inspected and supervised the company's financial operation by listening to the report of the company's financial director, carefully reviewing the company's periodic report and reviewing the audit report issued by the company's audit institution.
The board of supervisors believes that the company's financial system is sound, the financial operation is standardized and the financial condition is good this year. The company's financial statements are prepared in accordance with the provisions of the accounting standards for business enterprises, and fairly reflect the company's financial position as of December 31, 2021 and its operating results and cash flow in 2021 in all major aspects.
(III) use of raised funds
In 2021, the board of supervisors supervised and inspected the deposit and use of the company's raised funds. The use and management of the company's raised funds comply with the relevant rules of Shenzhen Stock Exchange. The special report on the storage and use of raised funds in 2021 issued by the board of directors truthfully reflects the actual storage and use of the company's raised funds in 2021.
(IV) external guarantee of the company
In 2021, the company had no major external guarantees that needed to be reviewed by the board of supervisors.
(V) check the related party transactions of the company
In 2021, the company had no major related party transactions that needed to be reviewed by the board of supervisors.
(VI) self evaluation report on internal control of the company
After review, the board of supervisors believes that the company has established a relatively perfect internal control system and can be effectively implemented. The internal control system meets the requirements of relevant national laws and regulations and the actual needs of the company, and plays a good role in risk prevention and control of the company's operation and management. The self-evaluation report on internal control in 2021 issued by the board of directors truly, objectively and completely reflects the construction and operation of the company's internal control system.
Jiangsu Jiuwu Hi-Tech Co.Ltd(300631) board of supervisors
February 26, 2022
