Changchun High And New Technology Industries (Group) Inc(000661) technology industry (Group) Co., Ltd
Independent directors of the 10th board of directors
Report on work in 2021
(Li Chunhao, Zhang Chunying, Zhang Weiming)
Changchun High And New Technology Industries (Group) Inc(000661) technology industry (Group) Co., Ltd. (hereinafter referred to as “the company”) held the first extraordinary general meeting of shareholders in 2021 on June 23, 2021, deliberated and adopted the proposal on general election of the board of directors and nomination of independent director candidates for the 10th board of directors, and completed the general election of the 9th board of directors, We were elected as independent directors of the 10th board of directors of the company.
In 2021, as an independent director of Changchun High And New Technology Industries (Group) Inc(000661) technology industry (Group) Co., Ltd. (hereinafter referred to as “the company”), we independently and objectively participated in the decision-making of major issues of the 10th board of directors of the company in the second half of 2021 in accordance with the company law, the guidelines for the governance of listed companies and other laws and regulations, as well as the relevant provisions and requirements of the articles of association, Carefully deliberated the proposal of the board meeting, prudently expressed independent opinions, diligently performed the duties of independent directors, effectively safeguarded the overall interests of the company and the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders, and gave full play to the role of independent directors.
The performance of our duties as independent directors of the 10th board of directors of the company in 2021 is reported as follows: I. attendance at the board of directors and shareholders’ meeting
In 2021, the company held 14 board meetings and 5 shareholders’ meetings. Our attendance at the board of directors and shareholders’ meeting is as follows:
Independent directors should be on the spot this year to entrust absent directors to attend the board meeting in the name of shareholders who have not attended the board meeting twice in a row. The number of directors attending the board meeting in person the number of meetings of the board of directors the number of meetings of the board of directors
Li Chunhao 9 45 00 No 2
Zhang Chunying 9 4 5 0 0 0 No 2
Zhang Weiming 9 4 5 0 0 0 No 2
2、 Independent opinions
In 2021, we issued independent opinions on major issues related to the company, as follows:
1. On June 23, 2021, the company held the first meeting of the 10th board of directors. We issued independent opinions on the matters considered at the meeting, such as the appointment of senior managers and the cash management of the company’s temporarily idle self owned funds by purchasing non breakeven and low-risk financial products.
2. On August 13, 2021, the company held the second meeting of the 10th board of directors, and we issued independent opinions on the fund occupation and external guarantee of the company’s related parties in the half year of 2021;
3. On September 24, 2021, we gave our prior approval opinions on the related party transactions of the company and its subsidiaries Changchun Bcht Biotechnology Co(688276) terminating the signing of the license cooperation agreement with Guangzhou sianxin;
4. On September 26, 2021, the company held the third meeting of the 10th board of directors, and we expressed independent opinions on the proposal on the termination of the licensed cooperative related party transactions between the company and its subsidiaries and Guangzhou sianxin Biotechnology Co., Ltd;
5. On November 12, 2021, the company held the sixth meeting of the 10th board of directors, and we expressed independent opinions on the proposal on the company’s proposed cooperative investment and related party transactions with professional investment institutions;
6. On November 23, 2021, the company held the 7th Meeting of the 10th board of directors. We expressed independent opinions on the formulation of the measures for the administration of remuneration of directors and senior managers, the measures for the administration of stock incentive fund for directors and senior managers and the share repurchase scheme of the company;
7. On December 21, 2021, the company held the 9th meeting of the 10th board of directors, and we expressed independent opinions on matters related to the acquisition of part of the equity of Hangzhou wowei Medical Biotechnology Co., Ltd.
3、 Work done to protect the legitimate rights and interests of shareholders
1. Continue to pay attention to the company’s information disclosure, and effectively supervise and verify the company’s information disclosure, so that the company can strictly abide by the relevant provisions of laws and regulations such as the Listing Rules of Shenzhen Stock Exchange and the company’s information disclosure management system, and promote the company’s standardized operation according to law, Effectively safeguard the legitimate rights and interests of the company’s shareholders and other stakeholders, and complete the information disclosure in a true, accurate, timely, complete and fair manner.
2. Pay close attention to the operation and management of the company. As an independent director of the company, he carefully reviews each proposal during his term of office, understands and grasps the macro-economic situation, industry development trend and other macro information faced by the company and the progress of production, operation and management of the company through on-site investigation, telephone inquiry and communication with the management, and expresses his opinions on major matters of the company; Supervise and verify the performance of directors and senior executives, information disclosure and internal system construction of the company, and actively safeguard the legitimate rights and interests of the company and minority shareholders; During the preparation and disclosure of the company’s annual report, the company fulfilled the responsibilities and obligations of independent directors, played a supervisory role, maintained the independence of audit, and safeguarded the legitimate rights and interests of the company and minority shareholders; Actively attended relevant meetings, carefully reviewed various materials submitted by the company, actively asked and understood the specific situation from relevant personnel, exercised voting rights independently, objectively and prudently, fully fulfilled the responsibilities of independent directors, promoted the scientificity and objectivity of the decision-making of the board of directors, and effectively safeguarded the interests of the company and shareholders.
3. Keep learning laws and regulations. Pay attention to learning the latest laws, regulations and various rules and regulations of the CSRC and Shenzhen Stock Exchange, actively participate in the relevant training organized by the regulatory authorities, the exchange and the company in various ways, deepen the understanding and understanding of relevant regulations, fully understand the management systems of listed companies, and continuously improve the ability to perform their duties, Form the ideology of consciously protecting the shareholders’ rights and interests of the public, provide better opinions and suggestions for the company’s scientific decision-making and risk prevention, and promote the company’s further standardized operation.
4、 On site investigation of the company
As an independent director of the company, we maintain communication with other directors, senior executives and relevant staff of the board office by participating in board meetings, daily research and telephone, so as to timely grasp the major events, production and operation status and other information of the company; Timely pay attention to the implementation of relevant resolutions of the board of directors, the impact of external environment and market changes on the company, pay attention to relevant reports of the company such as media and network, timely learn about the operation dynamics of the company and understand the progress of major matters of the company, which has played an effective role of supervision and guidance.
5、 Other matters
1. No independent director proposed to hold a meeting of the board of directors;
2. There is no external audit institution or consulting institution employed by independent directors;
3. No independent director proposed to hire or dismiss the accounting firm.
(there is no text on this page, which is the signature page of the 2021 annual report of independent directors of the 10th board of directors) signature of independent director:
Li Chunhao, Zhang Chunying, Zhang Weiming
March 15, 2022
