Securities code: Guanglian Aviation Industry Co.Ltd(300900) securities abbreviation: Guanglian Aviation Industry Co.Ltd(300900) Announcement No.: 2022033 Guanglian Aviation Industry Co.Ltd(300900)
Work report of the board of supervisors in 2021
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
In 2021, the board of supervisors of Guanglian Aviation Industry Co.Ltd(300900) (hereinafter referred to as the company) strictly followed the requirements of relevant laws and regulations such as the company law, the securities law, the articles of association and the rules of procedure of the board of supervisors, from the perspective of earnestly safeguarding the interests of the company and the rights and interests of the majority of small and medium-sized investors, and in line with the principle of being serious and responsible to all shareholders, scrupulously performed its duties and earnestly performed the functions and powers conferred by relevant laws and regulations, The board of directors and supervisors will inspect the performance of the company's production and management activities in 2021, and the main contents are as follows:
1、 Meetings of the board of supervisors
In 2021, the company held 13 meetings of the board of supervisors. The convening, convening and voting procedures of the meetings were in accordance with the provisions of the company law, the articles of association and the rules of procedure of the board of supervisors. The details are as follows:
Meeting time: proposals considered and adopted at the session of the board of directors
On January 22, 2021, the second board of supervisors 1 Deliberating the proposal on the remuneration scheme of the company's directors, supervisors and senior managers at the 14th meeting in 2021;
2. Review the proposal on using part of the over raised funds to make paid in capital contributions to wholly-owned subsidiaries and provide loans to invest in the construction of Xi'an aviation industry processing and manufacturing base project;
3. Review the proposal on establishing a special account for raised funds and authorizing the signing of a supervision agreement for raised funds;
4. Review the proposal on using idle self owned funds for cash management.
The second session of the board of supervisors on April 20, 2021 Review of the regulation on the use of some over raised funds to replace pre investment
The 15th meeting "proposal on self financing of investment projects with over raised funds".
1. Review the proposal on the 2020 annual report of the company and its summary;
2. Review the work report of the board of supervisors in 2020; 3. Review the company's financial statement report for 2020; 4. Review the 2020 profit distribution plan of the company; 5. Review the self-evaluation report on internal control of the company in 2020;
6. Review the deposit and actual of the company's raised funds in 2020 and the second session of the board of supervisors
Special report on use on April 23, 2021;
Sixteenth meeting
7. Review the proposal on continuing to employ Tianzhi International Certified Public Accountants (special general partnership) as the audit institution for the company's financial report and internal control in 2021;
8. Review the proposal on the change of accounting policies of the company; 9. Review the proposal on the occupation of funds by controlling shareholders and other related parties and the company's external guarantee in 2020; 10. Review the proposal on convening the 2020 annual general meeting of shareholders.
1. Review the second session of the board of supervisors on the company's report for the first quarter of 2021
The case of 28 April 2021;
Seventeenth meeting
2. Review the proposal on the change of accounting policies of the company.
The second board of supervisors 1 Deliberation on the decision on foreign investment in the establishment of holding subsidiaries and customs declaration on May 27, 2021
Proposal on joint transaction at the 18th meeting;
1. Review the proposal on the acquisition of equity of subsidiaries by the company; The second board of supervisors
August 9, 2021 2 The 19th meeting to review the proposal on capital increase of the company to its holding subsidiaries
Case.
1. Review the "on adding implementing entities and the second board of supervisors for some raised investment projects"
Place of implementation and the 20th meeting of actually paying out the raised funds to subsidiaries on August 17, 2021
Proposal on providing loans to implement projects invested with raised funds;
2. Review the proposal on the company's 2021 semi annual report and its summary;
3. Review the special report on the deposit and actual use of the company's raised funds in the half year of 2021.
The second board of supervisors
1. Review the 21st Meeting on September 30, 2021 on applying for loans from banks for wholly-owned subsidiaries
Proposal on providing guarantee.
Discuss
The second board of supervisors
1. The 22nd Meeting on October 15, 2021 to review the report of the company for the third quarter of 2021
Case.
Discuss
The second board of supervisors
1. Deliberation on the 23rd Meeting of controlling shareholders on providing related party guarantee for the company on November 10, 2021
The motion of the.
Discuss
The second board of supervisors
1. The 24th Meeting on the proposed acquisition of Jingdezhen Hangsheng aviation machinery on November 26, 2021
Proposal on 51% equity of the limited company.
Discuss
The second board of supervisors
1. Review of the 25th meeting on capital increase and share expansion of wholly owned subsidiaries and introduction of investment on December 4, 2021
And the proposal of the company to waive the preemptive right.
Discuss
1. Review the proposal on 3009 Zoje Resources Investment Co.Ltd(002021) restricted stock incentive plan (Draft) and its summary;
The second board of supervisors
2. Consideration of the report of the 26th meeting on 3009 Zoje Resources Investment Co.Ltd(002021) December 31
Discussion on the implementation and assessment management of restricted stock incentive plan in 2021
Proposal on measures;
3. Review the proposal on submitting to the general meeting of shareholders to authorize the board of directors to handle matters related to the company's equity incentive plan.
2、 In 2021, the board of supervisors expressed opinions on relevant matters
1. Legal operation of the company
In 2021, the board of supervisors earnestly performed its duties in strict accordance with the provisions of the company law, the articles of association and other relevant laws, regulations and normative documents. The members of the board of supervisors shall, by attending the meetings of the board of directors and the general meeting of shareholders this year, supervise and inspect the convening procedures of the general meeting of shareholders and the board of directors, the resolutions, the implementation of the resolutions of the general meeting of shareholders by the board of directors, the construction of internal control system and the performance of duties by directors and senior managers. At the same time, he participated in the discussion of major business decisions and the formulation of business policies of the company, and supervised the operation of the company according to law.
It is believed that the company's major decisions strictly comply with the provisions of the company law and other laws and regulations as well as the articles of association, and the directors and senior managers of the company do not violate laws, regulations, the articles of association or damage the interests of the company when performing their duties; Clear business objectives and standardized operation; The decision-making basis is sufficient and the decision-making procedure is legal and effective; The company's internal control system is constantly improving and improving.
2. Inspection opinions of the board of supervisors on the company's finance
The board of supervisors of the company supervised and inspected the financial status of the company in 2021 by listening to the report of the financial department, reviewing and inspecting the financial statements and financial status of the company. It is believed that the company's current financial operation is standardized and in good financial condition. The audit opinion issued by Tianzhi International Certified Public Accountants (special general partnership) on the company's 2021 annual financial report is objective and fair, and there are no major omissions and false records in accounting. The preparation of the company's financial report complies with the relevant provisions of the accounting standards for business enterprises and the accounting system for business enterprises. The company's financial system is sound, all systems have been effectively implemented, and the financial report can truly and objectively reflect the company's financial situation and operating results.
3. Opinions of the board of supervisors on the occupation of funds by controlling shareholders and other related parties and the company's external guarantee
The board of supervisors of the company inspected the capital occupation of the company's controlling shareholders and other related parties and the external guarantee of the company in 2021, and held that the controlling shareholders, actual controllers and other related parties strictly complied with the relevant provisions of the CSRC, and there was no illegal occupation of the company's funds, no occupation of the company's funds from the previous period to the reporting period, and there was no non operational occupation of the company's funds.
In 2021, the company did not have any illegal guarantee, nor did it provide guarantee for the controlling shareholder of the company, its affiliates, any unincorporated unit or individual, nor did it have any guarantee extended to the reporting period in the previous period. The decision-making procedure complies with the provisions of the articles of association and relevant laws and regulations at that time, and there is no situation damaging the interests of the company and other shareholders.
4. Management and actual use of the company's raised funds
The board of supervisors checked the use and management of the company's raised funds in 2021 and believed that the management system of raised funds established by the company was in strict accordance with the Listing Rules of Shenzhen Stock Exchange on the gem and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2——
