Sinomag Technology Co.Ltd(300835)
Report on the work of independent directors in 2021
As an independent director of Sinomag Technology Co.Ltd(300835) (hereinafter referred to as “the company”), during his tenure in 2021, he performed his duties diligently and independently, actively attended relevant meetings and carefully considered various proposals in strict accordance with the company law, securities law and other laws, regulations and normative documents, as well as the articles of association and independent director appointment and discussion system, He expressed independent opinions on major issues of the company and effectively safeguarded the interests of the company and shareholders. The performance of the duties of independent directors in 2021 is reported as follows:
1、 Attendance at meetings
In 2021, the board of directors of the company held 8 meetings in total, and I should attend 8 meetings in person
8 times, no absence or entrusted others to attend.
In 2021, the board of directors proposed to hold three general meetings of shareholders, and I should attend three meetings,
Attend 3 times in person without absence.
In 2021, with the attitude of scrupulous and diligent, in the process of daily performance of duties, I believe
He really fulfilled his responsibilities as an independent director, actively participated in all the meetings of the board of directors and general meetings of shareholders held by the company, carefully reviewed the proposals and relevant materials, actively participated in the discussion of various proposals, put forward reasonable suggestions, fully expressed independent opinions, and played a positive role in the correct and scientific decision-making of the board of directors..
2、 Independent opinions
In 2021, as an independent director, I discussed the profit distribution and related party transactions considered by the board of directors of the company
Made an objective and fair judgment on the matter and issued independent opinions or special instructions, as follows:
Date of the opening of the meeting type of opinion number of the meeting session
2021.3.26 the 5th board of directors 1. Self evaluation report on internal control of the company in 2020
The 8th meeting 2. On the deposit and use of the company’s raised funds in 2020
Special report on the situation
3. About the company’s profit distribution plan in 2020
4. About the company’s plan to apply to financial institutions for comprehensive in 2021
1. The combined credit line and related parties agree to provide guarantee for the company’s application for comprehensive credit
5. About the directors, supervisors and senior managers of the company in 2021
Executive compensation scheme
6. About reappointment of the company’s audit institution in 2021
7. About the by election of independent director candidates of the 5th board of directors
8. About the occupation of funds by controlling shareholders and other related parties
Situation and external guarantee
1. On signing the framework agreement on outsourcing procurement and related
2.2021.6.4 the transaction matters of the 5th board of directors agree to the 10th meeting 2. On the appointment of the Secretary of the board of directors and deputy general manager of the company
separate opinion
1. Capital of controlling shareholders and other related parties in the half year of 2021
3.2021.8.26 occupation of funds and external guarantee of the 5th board of directors
The 11th meeting 2. On the deposit and of the company’s raised funds in the first half of 2021
Usage
3、 Performance of duties in each special committee of the board of directors
As a member of the strategy and Investment Committee under the board of directors and the chairman of the audit committee, I have earnestly performed relevant duties in accordance with the requirements of relevant systems such as the working rules of the strategy and Investment Committee and the working rules of the audit committee. During his tenure in 2021, he presided over the daily work of the audit committee, reviewed the company’s regular reports, listened carefully to the management’s report on the company’s production and operation and the progress of major events, gave full play to the supervision responsibilities of the special committee of the board of directors on relevant matters, and safeguarded the legitimate rights and interests of the company and shareholders.
4、 On site investigation in the company
During my tenure in 2021, I had many exchanges with the company’s management, focusing on the company’s production and operation status
Inspect the construction and implementation of systems such as, management and internal control, and the implementation of resolutions of the board of directors; Keep close contact with other directors, senior managers and relevant staff of the company, always pay attention to the impact of external environment and market changes on the company, pay attention to the relevant reports of the company by the media and network, timely learn the progress of major matters of the company and master the operation dynamics of the company.
5、 Other work done in protecting the rights and interests of investors
1. Effectively perform the duties of independent directors, carefully consult relevant documents and materials, timely investigate, ask relevant departments and personnel, consult relevant account books and meeting minutes of the company for each proposal submitted to the board of directors for deliberation, use their own professional knowledge to exercise their voting rights independently, objectively and impartially, and maintain full independence, prudence, loyalty Serve all shareholders diligently.
2. Supervise the company’s governance structure and operation management. According to relevant regulations and requirements, the company has carefully inspected matters related to the company’s production and operation, financial management and the construction of internal control system, promoted the compliance of corporate governance and actively and effectively performed the duties of independent directors.
3. Perform the duties of independent directors in accordance with the requirements of laws and regulations; At the same time, we always adhere to the principles of prudence, diligence and loyalty, actively study relevant laws, regulations and rules, further improve our professional level and strengthen cooperation with others
Communicate with other directors, supervisors and management, improve decision-making ability, objectively and fairly protect the legitimate rights and interests of investors, and play a due role in promoting the steady operation of the company and creating good performance.
6、 Other working conditions
1. During his tenure in 2021, there was no objection to the proposal of the board meeting and other matters of this year;
2. During his tenure in 2021, there was no proposal to convene the board of directors;
3. During his tenure in 2021, there was no independent engagement of external audit institutions and consulting institutions; 4. During his tenure in 2021, no independent director proposed to hire or dismiss an accounting firm. In 2022, I will continue to be diligent and responsible, in strict accordance with the provisions of relevant laws and regulations, make use of my professional knowledge and experience to provide reference opinions for the scientific decision-making of the company’s board of directors, perform the duties of independent directors objectively, fairly and independently, and provide more and more constructive opinions and suggestions for the development of the company, Earnestly safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially minority shareholders.
Report to:
(Zuo Yi)
March 14, 2022
