Hunan Xiangjia Animal Husbandry Company Limited(002982)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Hunan Xiangjia Animal Husbandry Company Limited(002982) (hereinafter referred to as "the company") strictly complied with the relevant provisions and requirements of the company law, the securities law, the articles of association, the rules of procedure of the board of supervisors and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of companies listed on the main board, and in the spirit of being responsible to all shareholders, Earnestly perform and independently exercise the supervisory powers and duties of the board of supervisors. Actively attended the board of directors and the general meeting of shareholders as nonvoting delegates, supervised the company's production and operation, major events, financial status, and the performance of directors and senior managers, and played a positive role in the standardized operation and healthy development of the company. The main work report of the board of supervisors in 2021 is as follows:
1、 Work of the board of supervisors during the reporting period
In 2021, the board of supervisors of the company held 11 meetings, and the convening and voting procedures of the meetings were in line with the company law, the articles of association and other relevant provisions. The details of the meeting are as follows:
1. On January 11, 2021, the 11th meeting of the third board of supervisors deliberated and adopted the proposal on the company's compliance with the conditions for public issuance of convertible corporate bonds, the proposal on the company's plan for public issuance of convertible corporate bonds, and the proposal on the company's plan for public issuance of convertible corporate bonds Proposal on the feasibility analysis report on the use of funds raised by the company's public issuance of convertible corporate bonds, proposal on diluting the immediate return, taking filling measures and commitments of relevant subjects, proposal on the proposed formulation of Hunan Xiangjia Animal Husbandry Company Limited(002982) rules for bondholders' meeting of convertible corporate bonds ", proposal on the report on the use of funds raised by the company in the previous time Proposal on formulating Hunan Xiangjia Animal Husbandry Company Limited(002982) raised funds management system.
2. On February 5, 2021, the 12th meeting of the third session of the board of supervisors deliberated and adopted the proposal on ratification of related party transactions of subsidiaries and the proposal on renewal of rent of related party houses by subsidiaries.
3. On March 15, 2021, the 13th meeting of the third session of the board of supervisors deliberated and adopted the proposal on the work report of the board of supervisors in 2020, the proposal on the annual report of 2020 and its summary, the proposal on the final financial report of 2020, the proposal on the profit distribution plan of 2020, the proposal on the self-evaluation report of internal control in 2020 Proposal on the special report on the annual deposit and use of raised funds, proposal on the report on the use of the company's previous raised funds, proposal on the remuneration of the company's supervisors in 2021, proposal on the renewal of the employment of the audit institution in 2021, proposal on the company's expected daily connected transactions in 2021, and proposal on the change of accounting policies.
4. On April 13, 2021, the 14th meeting of the third board of supervisors deliberated and adopted the proposal on adjusting the company's public issuance of convertible corporate bonds, the proposal on the company's public issuance of convertible corporate bonds (Revised Draft), the proposal on the feasibility analysis report on the use of funds raised by the company's public issuance of convertible corporate bonds (Revised Draft) Proposal on diluting the immediate return of convertible corporate bonds, taking filling measures and commitments of relevant subjects (Revised Version), proposal on rules of bondholders' meeting of Hunan Xiangjia Animal Husbandry Company Limited(002982) convertible corporate bonds (Revised Version). 5. On April 27, 2021, the 15th meeting of the third board of supervisors deliberated and adopted the report of the first quarter of Hunan Xiangjia Animal Husbandry Company Limited(002982) 2021.
6. On May 25, 2021, the 16th meeting of the third board of supervisors deliberated and adopted the proposal on the election of non employee representative supervisors of the Fourth Board of supervisors of the company.
7. On June 11, 2021, the first meeting of the Fourth Board of supervisors deliberated and adopted the proposal on electing the chairman of the Fourth Board of supervisors of the company.
8. On August 11, 2021, the second meeting of the Fourth Board of supervisors deliberated and adopted the proposal on investment and establishment of holding subsidiaries and related party transactions.
9. On August 25, 2021, the third meeting of the Fourth Board of supervisors deliberated and adopted the proposal on Hunan Xiangjia Animal Husbandry Company Limited(002982) 2021 semi annual report.
10. On October 25, 2021, the fourth meeting of the Fourth Board of supervisors deliberated and adopted the proposal on the third quarter report of Hunan Xiangjia Animal Husbandry Company Limited(002982) 2021.
11. On December 28, 2021, the fifth meeting of the Fourth Board of supervisors deliberated and adopted the proposal on extending the validity period of the public issuance of convertible corporate bonds.
2、 Performance of the board of supervisors in 2021
During the reporting period, the board of supervisors of the company carefully supervised and inspected the company's legal operation, financial situation, related party transactions and other matters in strict accordance with relevant laws, regulations and the articles of association.
(I) legal operation of the company
During the reporting period, the board of supervisors of the company participated in the discussion of major decisions of the company by reading relevant documents, attending the meetings of the board of directors and attending the general meeting of shareholders, and strictly supervised the decision-making procedures of the company and the performance of duties of directors and senior managers of the company.
After careful inspection, the board of supervisors believed that the decision-making procedures of the board of directors of the company strictly followed the provisions of the company law, securities law and other laws and regulations and the articles of association, and established a relatively perfect internal control system. The directors and senior managers of the company do not violate laws, regulations and the articles of association or damage the interests of the company and shareholders when performing their duties.
(II) financial situation of the company
The board of supervisors carefully inspected and reviewed the company's financial status, financial management and operating results during the reporting period. The board of supervisors believed that the company had sound financial system, sound internal control mechanism and good financial status. The financial report of 2021 truly and objectively reflects the financial situation and operating results of the company.
(III) related party transactions of the company
After checking the related party transactions of the company during the reporting period, the board of supervisors believes that the related party transactions of the company in 2021 are necessary, the pricing is fair and reasonable, the related party transactions have performed the necessary decision-making procedures, the decision-making procedures are legal and compliant, the price is fair and fair, and there is no damage to the interests of the company and shareholders. (IV) acquisition and sale of assets by the company
In 2021, the board of supervisors checked the acquisition and sale of assets during the reporting period and believed that the company had fulfilled the corresponding approval procedures and information disclosure obligations for the acquisition of assets, and the transaction price of the acquired assets was reasonable without damaging shareholders' rights and interests and causing the loss of the company's assets.
(V) check the operation of the internal control system
The board of supervisors of the company reviewed the internal control evaluation report of the company in 2021 and the construction and operation of the company's internal control system, and held that the company has formulated a series of relatively perfect internal control management systems according to the requirements of laws and regulations, its own characteristics and actual operation, which can be effectively implemented.
The self-evaluation report of the company's internal control truly and objectively reflects the construction and operation of the company's internal control system.
(VI) check the use of raised funds
During the reporting period, the board of supervisors effectively supervised the use and management of the company's raised funds and believed that the company could reasonably use and effectively manage the company's raised funds in strict accordance with the provisions and requirements of relevant laws and regulations such as the company law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, and the raised funds management system, The actual use direction of the raised funds is legal and compliant, and there is no behavior damaging the interests of shareholders.
(VII) establishment and implementation of insider information management system by the company
The company has established the registration and management system for insiders of inside information, and the board of supervisors has supervised and managed the registration of insiders of major matters of the company. It believes that the company can do a good job in the management of inside information and the registration of insiders of inside information in accordance with the requirements of the registration and association system for insiders of inside information, and can truthfully and completely record the report, transmission, preparation, review and approval of inside information before public disclosure The list of insiders of all insider information in all links such as disclosure has not been subject to insider trading, which maintains the principles of openness, fairness and impartiality of the company's information disclosure and can effectively protect the legitimate rights and interests of investors, especially small and medium-sized investors.
3、 2022 annual work plan of the board of supervisors of the company
In 2022, the current board of supervisors will continue to be diligent and responsible in strict accordance with the provisions of the company law, the securities law and other laws and regulations and the articles of association, actively perform the supervision function, and earnestly safeguard and protect the interests of the company and shareholders.
(I) supervise the operation of the company according to law and actively urge the construction and effective operation of the internal control system. (II) check the company's financial situation, and supervise the company's financial operation through regular understanding and review of financial reports.
(III) supervise the diligence of directors and senior managers of the company to prevent acts damaging the interests and image of the company.
(IV) strengthen learning and effectively improve professional ability and supervision level.
Hunan Xiangjia Animal Husbandry Company Limited(002982) board of supervisors March 22, 2022
