Changchun High And New Technology Industries (Group) Inc(000661) Technology (industry) Group Co., Ltd
Independent directors of the 9th board of directors
Report on work in 2021
(Cheng songbin, Mao Zhihong, Zhang Hui)
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”), in accordance with the company law, the guidelines for the governance of listed companies and other laws and regulations, as well as the provisions and requirements of the articles of association, I scrupulously perform my duties, faithfully perform the duties of an independent director, and actively attend relevant meetings, During his tenure, he carefully considered various proposals of the board of directors, expressed independent opinions on relevant matters, gave full play to the role of independent directors and safeguarded the interests of the company and shareholders, especially the public shareholders.
Since the board of directors of the company has completed the change of office on June 23, 2021, the performance of our duties in 2021 as an independent director of the ninth board of directors of the company from January 1 to June 23, 2021 is reported as follows:
1、 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 the absent directors to attend the board of directors in the name of shareholders for two consecutive times. The number of times they attend the board of directors in the form of directors and the number of times they do not attend the board of directors in person
Cheng songbin 5 3 2 0 0 No 2
Mao Zhihong 5 2 3 0 0 0 No 1
Zhang Hui 5 1 4 0 0 0 No 1
2、 Independent opinions
In 2021, we issued independent opinions on major issues related to the company, as follows:
1. On January 25, 2021, the company held the 31st meeting of the ninth board of directors, and we expressed independent opinions on the use of some temporarily idle self owned funds for non breakeven and low-risk cash management;
2. On March 1, 2021, we obtained and carefully reviewed the relevant proposals and documents deliberated at the 32nd meeting of the ninth board of directors, and issued prior approval opinions on relevant matters; 3. On March 10, 2021, the company held the 32nd meeting of the 9th board of directors. We discussed the financial statement report of 2020, profit distribution plan of 2020, proposal on renewing the employment of financial audit institution of 2021, proposal on renewing the employment of internal control audit institution of 2021, and Independent opinions were expressed on the self-evaluation report on internal control in 2020 and the special report on the actual storage and use of raised funds in 2020; It also checked the funds occupied by the company and its controlling shareholders and other related parties and external guarantees, and issued special instructions and independent opinions;
4. On June 3, 2021, we expressed our prior approval opinions on the related party transactions of the company and its subsidiaries Changchun Bcht Biotechnology Co(688276) and Guangzhou sianxin signing the license cooperation agreement to be submitted to the board of directors for consideration;
5. On June 7, 2021, the company held the 34th meeting of the 9th board of directors, and we expressed independent opinions on matters such as the replacement of the board of directors and the election of directors of the 10th board of directors, the signing of license and cooperation agreement between the company and its subsidiaries Changchun Bcht Biotechnology Co(688276) and Guangzhou sianxin;
6. On June 22, 2021, the company held the 35th meeting of the ninth board of directors. We expressed independent opinions on the equity merger and acquisition of Beijing Xinyuan Changqing 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 ninth board of directors) signature of independent director:
Cheng songbin, Mao Zhihong, Zhang Hui
March 15, 2022
