Guangzhou Echom Sci.&Tech.Co.Ltd(002420)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Guangzhou Echom Sci.&Tech.Co.Ltd(002420) (hereinafter referred to as “the company”), with the joint efforts of all supervisors, earnestly performed the functions and powers conferred by relevant laws and regulations in accordance with the provisions of the company law, the securities law, other laws, regulations, rules and the articles of association, in accordance with the rules of procedure of the board of supervisors and in the spirit of being responsible to all shareholders, Actively and effectively carried out work, supervised the legal operation of the company and the performance of duties by directors and senior managers of the company, and safeguarded the legitimate rights and interests of the company and shareholders. The main work in 2021 is described as follows:
1、 Meetings of the board of supervisors
During the reporting period, the board of supervisors of the company held 5 meetings, as follows:
1. On March 3, 2021, the company held the 10th meeting of the 5th board of supervisors in Conference Room 303 of phase II of the company, and deliberated and adopted the following proposals:
(1) Proposal on the work report of the board of supervisors in 2020;
(2) Proposal on 2020 financial final accounts report;
(3) Proposal on 2020 annual report and its summary;
(4) Proposal on 2020 profit distribution plan;
(5) Proposal on the self evaluation report on internal control in 2020;
(6) Proposal on the estimation of 2021’s daily connected transactions with Kingfa Sci.& Tech.Co.Ltd(600143) ;
(7) Proposal on the estimation of related party transactions with Guangdong Yichang Investment Co., Ltd. in 2021;
(8) Proposal on the prediction of daily connected transactions with GAOJIN FUHENG Group Co., Ltd. in 2021;
(9) Proposal on re employment of Daxin Certified Public Accountants (special general partnership); (10) Proposal on providing guarantee for the financing of subsidiaries and subsidiaries;
(11) Proposal on formulating the shareholder return plan for the next three years (20212023). The above resolutions were published in the securities times, China Securities News and cninfo (www.cn. Info. Com. CN.) on March 5, 2021.
2. The company held the 11th meeting of the 5th board of supervisors by means of communication on April 26, 2021, and deliberated and adopted the following proposals:
(1) Proposal on the full text and text of the first quarter report of 2021;
The resolutions of the above meeting were published in the securities times, China Securities News and cninfo (www.cn. Info. Com. CN.) on April 27, 2021.
3. The company held the 12th meeting of the 5th board of supervisors by means of communication on July 26, 2021, and deliberated and adopted the following proposals:
(1) Proposal on applying for credit extension from banks with self owned assets as collateral;
(2) Proposal on applying for comprehensive credit line from banks;
(3) Proposal on capital increase of the subsidiary Qingdao HENGJIA Precision Technology Co., Ltd; (4) Proposal on Amending the articles of Association;
(5) Proposal on Amending the rules of procedure of the general meeting of shareholders;
(6) Proposal on Amending the rules of procedure of the board of supervisors;
(7) Proposal on Amending the rules of procedure of the Audit Committee;
(8) Proposal on Amending the working rules of the nomination and salary assessment committee;
(9) Proposal on Amending the management method of related party transactions;
(10) Proposal on Amending the working system of independent directors;
(11) Proposal on Amending the chairman’s working rules;
(12) Proposal on Amending the working rules of the Secretary of the board of directors;
(13) Proposal on Revising the internal accountability of directors, supervisors and senior managers;
(14) Proposal on Amending the company’s share and change management system held by directors, supervisors and senior managers;
(15) Proposal on Revising the profit distribution management system;
(16) Proposal on Amending the subsidiary management system;
(17) Proposal on Amending the detailed rules for the implementation of the cumulative voting system;
(18) Proposal on Amending the investor complaint management system;
The resolutions of the above meeting were published in the securities times, China Securities News and cninfo (www.cn. Info. Com. CN.) on July 28, 2021.
4. The company held the 13th meeting of the 5th board of supervisors by means of communication on August 26, 2021, and deliberated and adopted the following proposals:
(1) Proposal on the 2021 semi annual report and its summary;
The above resolutions were published in the securities times, China Securities News and cninfo (www.cn. Info. Com. CN.) on August 27, 2021.
5. On October 21, 2021, the company held the 14th meeting of the 5th board of supervisors by means of communication, and deliberated and adopted the following proposals:
(1) Proposal on the full text and text of the third quarter report of 2021.
The above resolutions were published in the securities times, China Securities News and cninfo (www.cn. Info. Com. CN.) on October 22, 2021.
2、 Independent opinions of the board of supervisors on relevant matters
In 2021, in strict accordance with the company law, the securities law, the articles of association, the stock listing rules and other relevant provisions, the board of supervisors earnestly performed the duties of the board of supervisors, and comprehensively supervised, inspected and reviewed the company’s operation and management, financial status and the performance of duties of senior managers in order to effectively safeguard the interests of the company and the rights and interests of small and medium-sized investors, And unanimously considered that:
(I) legal operation of the company
The company operates in strict accordance with the company law, securities law, articles of association and other regulations. The company’s business decisions are reasonable, its procedures are legal and effective, and the operation of the three committees is standardized. In order to further improve the corporate governance, the company has been continuously establishing and improving the internal control system; The directors and senior managers of the company perform their duties with due diligence and do not violate relevant laws, regulations and the articles of association or damage the interests of the company and its shareholders.
(II) check the financial situation of the company
During the reporting period, the board of supervisors carefully reviewed the company’s accounting statements and financial data, and believed that the company could formulate a complete set of sound financial system in strict accordance with the accounting law, accounting standards for business enterprises and other relevant provisions, combined with the actual situation of the company, strengthen the company’s financial management and economic accounting, standardize the financial operation and maintain a good financial condition. The financial report truly, accurately and objectively reflects the financial status and operating results of the company.
(III) check the internal control
During the reporting period, the company has been committed to continuously establishing, improving and improving the internal control system. The current system is relatively complete, reasonable and effective, and can be effectively implemented.
(V) related party transactions
During the reporting period, the board of supervisors checked the related party transactions of the company. The decision-making procedures of the related party transactions of the company comply with the provisions of relevant laws and regulations, the articles of association and relevant systems of the company. According to the actual business needs of the company, the pricing is based on the principles of mutual benefit, compensation for equal value and fair market price. The price is fair and does not violate the principles of openness, fairness The principle of fairness does not harm the interests of the company and minority shareholders.
(VI) opinions of the board of supervisors on the self-evaluation report of internal control
The board of supervisors of the company reviewed the self-evaluation report on internal control of the company in 2021 and issued the following opinions: the company followed the basic principles of internal control and combined with its own actual situation, established a relatively perfect internal control system, met the requirements of relevant laws and regulations, and could be effectively implemented, ensuring the normal development of the company’s business activities and risk control, Ensure the safety and integrity of the company’s assets. The self-evaluation of the company’s internal control is comprehensive, true and accurate, which objectively reflects the construction and operation of the company’s internal control.
(VII) opinions of the board of supervisors on the establishment and implementation of the insider management system of the company. During the reporting period, the board of supervisors regularly inspected the insider files and supervised the information disclosure of major matters. The board of supervisors believes that the company can do a good job in the management and registration of insider information in accordance with the provisions on the registration and management system of insiders of listed companies and the investor relations management system, and effectively prevent the occurrence of violations such as abuse of the right to know, disclosure of insider information and insider trading by insiders, It has protected the legitimate rights and interests of investors.
During the reporting period, no insider trading was found by relevant personnel using insider information Guangzhou Echom Sci.&Tech.Co.Ltd(002420) board of supervisors March 14, 2022
