Xinjiang Daqo New Energy Co.Ltd(688303)
Performance report of the board of directors in 2021
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the company law), the securities law of the people’s Republic of China, the standards for the governance of listed companies, the self regulatory guidelines for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the Xinjiang Daqo New Energy Co.Ltd(688303) articles of Association (hereinafter referred to as the articles of association), and the working rules of the audit committee of the Xinjiang Daqo New Energy Co.Ltd(688303) board of directors (hereinafter referred to as “detailed rules of the audit committee”) and other relevant laws, regulations, normative documents and the provisions and requirements of the company’s system, Xinjiang Daqo New Energy Co.Ltd(688303) (hereinafter referred to as “the company”) the audit committee of the board of directors of Xinjiang Daqo New Energy Co.Ltd(688303) (hereinafter referred to as “the company”) is diligent and conscientious in performing its duties. The performance of the audit committee of the board of directors in 2021 is reported as follows:
1、 Basic information of the audit committee
The audit committee of the second session of the board of directors of the company is composed of three members: independent director Mr. Yuan Yuan, Mr. Yao Yi and non independent director Mr. longgenzhang (Zhang Longgen). The chairman is served by independent director Mr. Yuan Yuan with professional qualification of accounting, All members of the audit committee have professional knowledge and relevant work experience that can be competent for the duties of the audit committee, and the composition of the members complies with the provisions of relevant laws and regulations.
2、 Meetings of the audit committee of the board of directors in 2021
In 2021, the audit committee of the board of directors of the company held 7 meetings and considered and passed 17 proposals. The details are as follows:
No. time of the session of the meeting
The second board of directors reviewed April 1, 2021. About the company and Daquan Group Co., Ltd. and its subsidiaries
Proposal of the Planning Commission on connected transactions on September 9, 2021
First meeting
1. Proposal on the company’s 2020 financial final accounts report;
2. Proposal on 2020 profit distribution plan of the company;
3. Proposal on the company’s 2021 annual financial budget report;
The second session of the board of directors review 4. About employing Deloitte Touche Tohmatsu (special)
Proposal that the Audit Committee (through partnership) in May 2021 be the audit institution of the company in 2021;
On the 10th of the second meeting 5. About the company’s 2018, 2019 and 2020
Proposal on financial report;
6. Proposal on confirming related party transactions of the company in 2020;
7. About the company and Jingke energy and its related parties 2021
Annual related party transaction proposal
The second board of directors reviewed the proposal on establishing a special account for raised funds on July 1, 2021;
Discussion on signing the tripartite supervision agreement for raised funds by the Planning Commission on June 2, 2021
Proposal of the third meeting
No. time of the session of the meeting
On August 1, 2021, the second board of directors reviewed the proposal on the company’s 2021 semi annual report and its summary
Commission’s decision of 18 December 2021;
Fourth meeting
Review of the second board of directors October 2021
Planning Committee January 28, 2021 1. Proposal on the third quarter report of the company in 2021
Fifth meeting
The second session of the board of directors reviewed 1. On using part of the over raised funds to increase the investment of raised investment projects
Proposal of the Planning Commission on the amount of in November 2021;
The 6th meeting on February 25th 2. On purchasing shares for directors, supervisors and senior managers of the company
Proposal on purchasing liability insurance
1. On signing Baotou strategic cooperation framework agreement and project investment
Proposal of the second board of directors to review the December 2021 investment agreement and letter of intent;
Planning Commission on December 31, 2021 2. On adjusting the implementation location and main implementation of some raised investment projects
Proposal on the body and investment amount of the seventh meeting;
3. Proposal on capital increase of subsidiaries
3、 Main work of the audit committee of the board of directors in 2021
In 2021, the audit committee of the board of directors of the company, in accordance with the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange, timely held various audit committee meetings under the condition of fully understanding the operation and development of the company, so as to ensure that there was enough time and energy to complete its duties and effectively perform the review and supervision functions of the audit committee, It has played a constructive role in the decision-making of the board of directors and the standardized operation of the company.
(I) supervise and evaluate the work of external audit institutions
1. Evaluate the independence and professionalism of external audit institutions
Deloitte Touche Tohmatsu Certified Public Accountants (special general partnership), an external audit institution, has the qualification to audit securities, futures and other related businesses, adheres to the independent audit with a fair and objective attitude, and completes the audit work entrusted by the company on time.
In the audit work, Deloitte Touche Tohmatsu (special general partnership) and its audit members have always maintained the dual independence in form and substance, and adhered to the basic principles of professional ethics.
2. Discuss and communicate with external auditors
During the audit, the audit committee and Deloitte Touche Tohmatsu (special general partnership) had full communication on the audit scope, audit plan and audit methods in the annual report audit. Urge the annual audit certified public accountants to audit according to the agreed plan and submit the audit report within the agreed time limit. No other major matters that should be disclosed but not disclosed are found in the audit.
3. Monitor and evaluate the diligence of external audit institutions
He was diligent and conscientious, and followed the professional standards of independence, objectivity and impartiality.
(II) review the company’s financial report and express opinions
During the reporting period, we carefully reviewed the relevant financial reports of the company and believed that the financial reports of the company during the reporting period were prepared in accordance with the accounting standards for business enterprises, which fairly reflected the financial status, operating results and cash flow of the company, and there were no major misstatements caused by fraud or error, no major accounting error adjustment Significant changes in accounting policies and estimates (except for changes in applicable standards and the requirements of the latest national regulations), matters involving important accounting judgments, and matters leading to non-standard unqualified audit reports.
(III) guide internal audit
During the reporting period, the audit committee carefully reviewed the company’s 2021 internal audit work plan, confirmed the feasibility of the plan, urged the company’s internal audit organization to implement it in strict accordance with the audit plan, and put forward guiding opinions on the problems in internal audit, which strengthened the company’s internal audit supervision and inspection ability as a whole. After reviewing the internal audit work report, no major problems were found in the internal audit work.
(IV) evaluate the effectiveness of the company’s internal control
During the reporting period, the audit committee gave full play to its professional advantages, actively urged the construction of the company’s internal control system, guided the company’s internal audit department to complete the company’s internal control self-evaluation work, completed the company’s internal control evaluation report, and urged and reviewed the company’s internal control audit report issued by Deloitte Huayong Certified Public Accountants (special general partnership). After inspecting the operation of the company’s internal control system, the Audit Committee believes that the company’s internal control system is relatively complete, reasonable and effective, meets the relevant requirements of the CSRC on the governance norms of listed companies, has no major defects, and can meet the requirements of the company’s current management and development needs.
(V) coordinate the communication between the management, internal audit department and relevant departments and external audit institutions
During the reporting period, in order to enable the company’s management, internal audit department and other relevant departments to fully and effectively communicate with Deloitte Touche Tohmatsu (special general partnership), after listening to the demands and opinions of both parties, we carried out necessary coordination and performed various responsibilities to assist the smooth completion of the company’s audit work, In order to complete the relevant audit work in the shortest time. Make rational use of the results of external audit work, ensure sufficient audit scope, reduce repeated audit, improve audit efficiency, share audit results, reduce audit costs, improve the quality of internal auditors, effectively promote the optimization of internal audit work and jointly play the supervision function.
(VI) supervise the related party transactions of the company
During the reporting period, the audit committee of the company reviewed the related party transactions of the company, made an objective judgment on the necessity and rationality of each related party transaction and whether it harmed the interests of the company and shareholders, especially small and medium-sized shareholders, and submitted the agreed review conclusion to the board of directors for review. When relevant related party transactions are submitted to the board of directors for deliberation, the related directors avoid voting, and the deliberation procedures comply with the provisions of relevant laws and regulations and the articles of association.
(VII) improve corporate governance
During the reporting period, the audit committee of the company successfully completed all the work in 2021 with a high sense of dedication and responsibility, concerted efforts, dedication and diligence. The audit committee gave full play to its professional role, faithfully and diligently exercised its functions and powers with an attitude of being responsible to shareholders, urged the continuous standardization of corporate governance and internal control, maintained the standardization and preciseness of the company’s audit work, and promoted the construction of standardized governance of the company.
4、 Overall evaluation
During the reporting period, the members of the audit committee of the board of directors of the company actively, actively and fully performed their functions in strict accordance with the self regulatory guidelines for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the articles of association, the working rules of the Audit Committee and other relevant provisions, attended all meetings on time, and promoted the company to establish an effective internal control system, Supervise and urge the company’s financial report preparation procedures to be in place and the financial report information to be truthful, accurate and complete disclosure; In terms of supervision and evaluation of external audit institutions, guidance of internal audit work, effectiveness of internal control, annual report audit coordination, etc., he made suggestions, scrupulously and diligently performed the duties of the audit committee of the board of directors, better completed various tasks assigned by the company, and made positive contributions to improving the level of corporate governance.
In 2022, the audit committee of the board of directors of the company will continue to effectively supervise the external audit and improve the internal audit of the company in strict accordance with the self regulatory guidelines for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the articles of association, the working rules of the audit committee and other relevant provisions, based on the principles of prudence, diligence and loyalty, Promote the company to continuously improve the internal control system, complete the internal control audit, fully safeguard the common interests of the company and all shareholders, and give better play to the important role of the audit committee.
It is hereby reported.
Xinjiang Daqo New Energy Co.Ltd(688303) board of directors audit committee March 15, 2022 (no text below)
(there is no text on this page, which is the signature page of the performance report of the audit committee of the board of directors in Xinjiang Daqo New Energy Co.Ltd(688303) 2021) (signature):
Yuan yuan, Yao Yi, Longgen Zhang date: March 15, 2022
