Hangzhou Weiguang Electronic Co.Ltd(002801) independent director
Report on work in 2021
Shareholders and shareholder representatives:
As an independent director of Hangzhou Weiguang Electronic Co.Ltd(002801) (hereinafter referred to as “the company”), I faithfully performed my duties and attended relevant meetings on time in 2021 in strict accordance with the company law, the securities law, several provisions on strengthening the protection of the rights and interests of shareholders of social public shares, the guidance on establishing an independent director system in listed companies, the articles of association and the company’s independent director system, Carefully deliberated various proposals of the board of directors, expressed independent opinions on major issues of the company, gave full play to the role of independent directors and members of special committees, and effectively safeguarded the overall interests of the company and the legitimate rights and interests of all shareholders, especially minority shareholders. The work in 2021 is briefly reported as follows:
1、 Attendance at meetings
In 2021, the company held 8 board meetings and 4 general meetings of shareholders. On December 1, 2021, as a candidate for independent director of the Fifth Board of directors, I attended the third extraordinary general meeting of shareholders in 2021, explained my personal situation, and became an independent director of the Fifth Board of directors after deliberation and approval by the general meeting of shareholders. I carefully reviewed the proposals of the 5th board of directors meeting, carefully voted for the relevant issues of the 5th board of directors meeting with a reasonable attitude, and actively participated in the 5th board of directors meeting with a correct and prudent attitude.
The convening of the first meeting of the Fifth Board of directors of the company complies with the legal procedures, and the relevant procedures have been fulfilled for major business decision-making matters, which are legal and effective. I have not raised any objection to the proposals of the first meeting of the Fifth Board of directors and other matters of the company.
2、 Independent opinions
At the first meeting of the Fifth Board of directors held on December 7, 2021, I expressed independent opinions on matters related to the appointment of senior managers by the company and the wholly-owned subsidiary Hangzhou Weiguang Technology Co., Ltd. participating in the bidding for 51% equity of Zhejiang Mar fan Co., Ltd. through Zhejiang property exchange.
Based on my independent judgment, I believe that the matters considered at the first meeting of the Fifth Board of directors of the company comply with the provisions of the company law, the securities law and other relevant laws and regulations and the articles of association, reflect the principles of openness, fairness and impartiality, the company’s procedures for considering major matters are legal and effective, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. 3、 Investigation of the company
Since I joined the company in December 2021, I have actively communicated with the company on the daily operation, financial situation and internal control of the company, and maintained close communication with other directors, supervisors, senior executives and other relevant personnel of the company on the appointment of senior managers and the participation of Hangzhou Weiguang Technology Co., Ltd., a wholly-owned subsidiary of the company, in bidding for 51% equity of Zhejiang Mar fan Co., Ltd. through Zhejiang property exchange, Learn the progress of major issues of the company in time, pay attention to the media reports on the company, understand the operation and governance of the company, and provide reference and suggestions for the decision-making of the board of directors.
4、 Work of special committees of the board of directors
I am a member of the strategy committee, nomination committee and remuneration and assessment committee of the 5th board of directors of the company, and served as the convener of the remuneration and assessment committee of the 5th board of directors.
In December 2021, after being elected by all members of the remuneration and assessment committee, I presided over a meeting of the remuneration and assessment committee in accordance with relevant regulations, elected the convener of the remuneration and assessment committee of the Fifth Board of directors, and earnestly performed my duties.
As a member of the nomination committee, I attended the meeting of the nomination committee, elected the convener of the nomination committee of the Fifth Board of directors, carefully checked the qualifications of senior managers and the person in charge of internal audit, and earnestly performed my duties.
5、 Work done in protecting the rights and interests of investors
(I) information disclosure of the company
Since I took office on December 1, 2021, I have required the company to provide relevant information in advance for careful review of major matters considered and decided by the board of directors, pay attention to the company’s information disclosure, and supervise and inspect the authenticity, accuracy, integrity, timeliness and fairness of the company’s information disclosure in strict accordance with relevant laws and regulations and the relevant provisions of the company’s information disclosure system, Effectively safeguard the legitimate rights and interests of the company and shareholders.
(II) corporate governance
In accordance with the provisions and requirements of the notice on matters related to carrying out special activities to strengthen the governance of listed companies issued by the CSRC and the relevant documents of the regulatory authorities, I continue to pay attention to the corporate governance, carefully review the relevant materials of the company and put forward suggestions. Through effective supervision and inspection, fully perform the duties of independent directors, promote the scientific and objective decision-making of the board of directors, and effectively safeguard the rights and interests of the company and the majority of investors.
(III) training and learning
After becoming an independent director of the 5th board of directors of the company, I checked the announcements issued since the listing of the company to understand the information disclosure of the company. In order to better perform my duties and give full play to the role of independent directors, I carefully study the latest laws, regulations and various rules and regulations, deepen my understanding and understanding of relevant laws and regulations, especially those related to standardizing the corporate governance structure and protecting the rights and interests of public shareholders, actively participate in training, fully understand the management systems of listed companies, and constantly improve my ability to perform my duties, Form the ideological consciousness of consciously protecting the interests of shareholders of the public, and provide better opinions and suggestions for the company’s scientific decision-making and risk prevention.
6、 Other work
1. There is no proposal to convene the board of directors;
2. There is no proposal to hire or dismiss an accounting firm;
3. There are no independent external audit institutions and consulting institutions.
In 2022, based on the principles of loyalty, diligence, independence and impartiality, I will actively study securities related laws and regulations, use my professional knowledge and experience to provide more constructive suggestions for the healthy development of the company, earnestly perform my duties, provide reference opinions for the scientific decision-making of the board of directors, and give full play to the role of independent directors.
Independent director: Shen Jianxin
March 22, 2022
