Work report of the board of supervisors in 2021
During the reporting period, all members of the board of supervisors of the company in accordance with the company law, the securities law and
In accordance with the relevant provisions of the articles of association, earnestly perform the supervision duties, and timely understand and master the company
The production and operation status of the company, with risk prevention and control and enterprise development as the core, has an impact on the company’s financial activities
Supervise the operation and management of the company’s directors and senior managers, and pay special attention to the board of directors
The major decision-making process is supervised and the rights and interests of the company’s shareholders are safeguarded.
1、 Work of the board of supervisors
In 2021, the board of supervisors of the company held 5 meetings and considered and adopted 23 important proposals.
Number of meetings held 5
Meeting of the board of supervisors and meeting topics of the board of supervisors
China National Medicines Corporation Ltd(600511) the 22nd Meeting of the 7th board of supervisors 1. Work report of the company’s board of supervisors in 2020
2. Proposal on the full text and summary of the company’s 2020 annual report voted on site on March 17, 2021
3. The company’s 2020 financial statement report
The meeting was held in the form of, and three supervisors actually voted. 4. 2020 profit distribution plan of the company
5. Daily related party transactions of the company in 2020 and proposal for daily related party transactions in 2021
6. The company’s proposal on applying for entrusted loans and related party transactions from the holding subsidiary Sinopharm group Guorui Pharmaceutical Co., Ltd. in 2021
7. The company proposed to apply for comprehensive credit and other businesses from commercial banks in 2021. 8. The company proposed to issue internal loans for wholly-owned and holding subsidiaries in 2021
9. The company’s proposal on Issuing internal loans and related party transactions for the holding subsidiary Sinopharm holding Beijing Tianxing Puxin biomedical Co., Ltd. in 2021
10. The company’s proposal on Issuing internal loans and related party transactions for the holding subsidiary Sinopharm Beijing Medical Technology Co., Ltd. in 2021
11. Proposal of the company on providing comprehensive credit guarantee for the wholly-owned subsidiary Sinopharm Airport (Beijing) International Trade Co., Ltd. in 2021
12. The company’s proposal on related party transactions of Sinopharm Parkson commercial factoring Co., Ltd. providing financial services for the company in 2021
13. Proposal on the company’s plan to continue to use some idle raised funds to temporarily supplement working capital
14. The company’s special report on the deposit and actual use of raised funds in 202015, the company’s internal control audit report in 2020 and the company’s proposal on the internal control self-evaluation report in 2020
16. Proposal on reappointment of accounting firm in 2021
China National Medicines Corporation Ltd(600511) the 23rd Meeting of the 7th board of supervisors 1. Full text and text of Sinopharm’s report for the first quarter of 2021
2. Proposal of Sinopharm on the change of the company’s domicile, which was voted on site on April 23, 2021
The meeting was held in the form of, and three supervisors actually voted. 3. Proposal of Sinopharm on amending some articles of Association
China National Medicines Corporation Ltd(600511) the 24th Meeting of the 7th board of supervisors
The company’s proposal on investment and subscription of Sinopharm CICC medical industry innovation investment fund and related party transactions was voted on site on July 16, 2021
Motion
The meeting was held in the form of, and three supervisors actually voted.
China National Medicines Corporation Ltd(600511) the 25th meeting of the seventh board of supervisors 1. Proposal on the full text and summary of the 2021 semi annual report of Sinopharm
The meeting was held on August 18, 2021 in the form of on-site voting. 2. Sinopharm’s deposit and actual use of the raised funds in the half year of 2021, with three actual voting supervisors. Motion
China National Medicines Corporation Ltd(600511) the 26th meeting of the 7th board of supervisors
On October 20, 2021, the report of the third quarter of 2021 was voted on site
The meeting was held in the form of, and three supervisors actually voted.
2、 Independent opinions of the board of supervisors on the legal operation of the company
The board of supervisors shall comply with relevant national laws and regulations, the articles of association and the rules of procedure of the board of supervisors
The decision-making procedures, internal control system, directors and deputy directors of the company
The general manager (in charge of the operation) and other senior managers have supervised the performance of their duties,
It is believed that during the reporting period, the company has made great efforts to achieve the annual production and operation objectives, formulate sustainable development measures
Scientific decisions have been made on major issues such as improving the corporate governance structure, and the procedures are standardized and legal; common
Directors, deputy general managers (in charge of business) and other senior managers of the company can strictly follow
Conscientiously performed their duties according to relevant regulations and safeguarded the interests of the company and shareholders’ rights and interests. Meeting with the company
Major issues such as the handling and amendment of the articles of association and the reorganization of the company shall be mainly deliberated.
3、 Independent opinions of the board of supervisors on the inspection of the company’s financial situation
In 2021, the board of supervisors carefully reviewed the financial reports of the company and considered that the company
The annual financial report, the first quarter of 2021, the semi annual financial report and the third quarter financial report are true respectively
It reflects the company’s current financial situation and operating results on the spot. The company’s internal control system is sound and has not been improved
Ernst & Young Huaming certified public accountants took action against the company in case of any violation of the financial management system
The standard unqualified audit report issued in the 2020 financial report is true, objective and accurate
It accurately reflects the financial situation of the company. The board of supervisors believes that the company’s 2020 annual report and 2021
The preparation and review procedures of the first quarter, semi annual and third quarter reports of the year comply with the provisions of laws, regulations, the articles of association and the company’s internal management system; The content and format of the report comply with the provisions of China Securities Regulatory Commission and Shanghai Stock Exchange, and the information contained can truly reflect the current operation and management, financial status and cash flow of the company in all aspects; Before the board of supervisors put forward its opinions, it was not found that the personnel involved in the preparation and deliberation of each report had violated the confidentiality provisions; All members of the board of supervisors guarantee that the information disclosed in each report of the company is true, accurate and complete, and promise that there are no false records, misleading statements or major omissions.
4、 Independent opinions of the board of supervisors on the company’s connected transactions
In 2021, the price of related party transactions related to the company’s operation was fair, and the daily related party transactions met the procedural norms and the principle of market fairness. The above transactions will not affect the independence of the company’s assets, conform to the interests of the company and all shareholders, and will not damage the interests of non affiliated shareholders.
5、 Opinions of the board of supervisors on the temporary use of idle funds of the company
The company has fulfilled the necessary decision-making procedures for temporarily replenishing working capital with some idle raised funds, which is in line with the stock listing rules of Shanghai Stock Exchange and the measures for the administration of raised funds of listed companies of Shanghai Stock Exchange (revised in 2013) The provisions of relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies are conducive to improving the efficiency of the use of raised funds, do not affect the normal progress of the investment plan of raised funds, and there is no situation of changing the purpose of raised funds in a disguised manner and damaging the interests of shareholders. In conclusion, we agree to use some idle raised funds to temporarily supplement working capital.
6、 Independent opinions of the board of supervisors on the connected transactions of Sinopharm Parkson commercial factoring Co., Ltd. providing financial services to the company
The board of supervisors believes that Sinopharm Puxin commercial factoring Co., Ltd., as a commercial factoring company established with the approval of Tianjin Free Trade Zone, has various qualifications to provide factoring and financing services for accounts receivable for group member units, and provides financial services to the company in accordance with the principles of “equality, voluntariness, mutual benefit, reciprocity and integrity”, with fair pricing, The company’s cooperation with it is conducive to give full play to the advantages of capital scale, further improve the management level of the company’s capital and improve the efficiency of capital use China National Medicines Corporation Ltd(600511) March 16, 2022
