Hangzhou Weiguang Electronic Co.Ltd(002801)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Hangzhou Weiguang Electronic Co.Ltd(002801) (hereinafter referred to as “the company”) conscientiously performed its supervisory duties in accordance with the relevant provisions of the company law, the securities law, the articles of association and the rules of procedure of the board of supervisors, including the convening procedures and decision-making procedures of the general meeting of shareholders and the board of directors, the implementation of the resolutions of the general meeting of shareholders by the board of directors, the performance of senior managers, the implementation of the company’s management system, the internal control of the company The voting procedures, fairness, legitimacy and compliance of major matters such as periodic reports have been supervised and inspected, which has played a positive role in safeguarding the interests of the company, shareholders’ rights and interests and promoting the standardized operation of the company. All the supervisors of the Fourth Board of supervisors of the company faithfully and diligently performed their obligations and duties during their term of office. After the expiration of the Fourth Board of supervisors, the company completed the general election in December 2021 and established the team of the Fifth Board of supervisors. The work of the board of supervisors in 2021 is as follows: I. work of the board of supervisors in 2021
In 2021, the board of supervisors of the company prepared, convened and held the meeting in strict accordance with relevant regulations. During the reporting period, the board of supervisors of the company held 8 meetings and considered and adopted 22 proposals. The situation is as follows:
Meeting name and time proposal
1. Proposal on the work report of the board of supervisors in 2020;
2. Proposal on 2020 annual report and summary;
3. Proposal on 2020 financial final accounts report;
4. Proposal on the self inspection form for the implementation of internal control rules in 2020;
5. Proposal on self evaluation report on internal control in 2020;
The 4th board of supervisors 6. Proposal on the special report on the deposit and use of raised funds in 2020;
14th meeting 2021 / 3 / 22
7. Proposal on changes in accounting policies;
8. Proposal on financial budget report for 2021;
9. Proposal on the proposed reappointment of the audit institution in 2021;
10. Proposal on 2020 profit distribution plan;
11. Proposal on changing the registered capital and amending the articles of association.
The 4th board of supervisors 1. Proposal on the deliberation of the full text and text of the report for the first quarter of 2021.
15th meeting 2021 / 4 / 28
1. Proposal on continuing to carry out commodity futures hedging business;
The 4th board of supervisors 2. Proposal on continuing the long-term foreign exchange settlement and sales business;
16th meeting 2021 / 7 / 16
3. Proposal on using some idle self owned funds for entrusted financial management.
The 4th board of supervisors 1. Proposal on the full text and summary of the 2021 semi annual report;
The 17th meeting 2021 / 8 / 24 2. Proposal on the profit distribution plan for the half year of 2021. The 4th board of supervisors 2021 / 10 / 18 1. Proposal on transferring 100% equity of wholly-owned subsidiaries.
Eighteenth meeting
The 4th board of supervisors 1. Proposal on the third quarter report of 2021.
19th meeting 2021 / 10 / 28
The 4th board of supervisors 1. Proposal on the general election of shareholders’ representative supervisors of the 5th board of supervisors.
On November 15, 2021, the 20th meeting nominated Mr. Zhang Jisheng as the shareholder representative supervisor of the Fifth Board of supervisors;
1.2 nominate Mr. Chen Huaping as the shareholder representative supervisor of the Fifth Board of supervisors.
The 5th board of supervisors 1. Proposal on the election of the chairman of the 5th board of supervisors;
The first meeting 2021 / 12 / 7 2. Proposal on Approving the wholly-owned subsidiary LLL technology to participate in the bidding for 51% equity of Zhejiang Mar through the provincial industrial exchange.
The above eight meetings were held on site and were published in the securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN) according to relevant requirements The announcement of the meeting resolution was publicly disclosed.
2、 Supervision opinions of the board of supervisors on relevant matters in 2021
During the reporting period, the board of supervisors of the company carefully supervised and inspected the company’s legal operation, financial situation, internal control, insider information management, foreign investment, profit distribution, acquisition and sale of assets, related party transactions and external guarantee in strict accordance with relevant laws, regulations and the articles of association. According to the inspection results, the board of supervisors issued the following opinions:
(I) legal operation of the company
In 2021, all members of the board of supervisors attended all the board of directors and shareholders’ meetings held by the company during the reporting period according to law, and strictly supervised the convening procedures, voting procedures, resolution matters, the implementation of the board of directors’ resolutions on the shareholders’ meeting, the performance of directors and senior managers and the implementation of the company’s management system in accordance with the provisions of relevant laws and regulations.
The board of supervisors held that during the reporting period, the company’s major business decisions were reasonable, the decision-making procedures of the board of directors and the general meeting of shareholders were legal and effective, and the resolutions of the general meeting of shareholders and the board of directors could be well implemented; The information disclosure is timely, fair, true, accurate and complete, concise, clear and easy to understand, without false records, misleading statements or major omissions; The directors and senior managers of the company are diligent, honest, loyal to their duties, strictly abide by relevant national laws and regulations and various rules and regulations of the company, and the company has standardized operation, democratic decision-making and scientific management.
(II) check the company’s financial situation
The board of supervisors carefully supervised, inspected and reviewed the company’s financial status, financial management and financial results. The board of supervisors held that during the reporting period, the company had sound financial system, standardized financial operation, good financial status and operating results, and the financial report truly and fairly reflected the company’s financial status and operating results.
(III) internal control of the company
The board of supervisors believes that the company has actively promoted the construction and improvement of various management systems, established and improved the internal control mechanism, supervised the implementation of relevant work, played a good role in risk prevention and control in all processes and links of the company’s operation and management, and ensured the effective progress of the company’s business activities in accordance with the relevant regulations of the CSRC and Shenzhen Stock Exchange and in combination with the actual situation of the company, It protects the safety and integrity of the company’s assets.
The self-evaluation of the company’s internal control in 2021 comprehensively and truly reflects the actual situation of the company’s internal control and considers that the company’s internal control in 2021 is effective. The company did not violate the company’s internal control system this year.
(IV) establishment and implementation of insider information management system
The board of supervisors inspected and reviewed the establishment and implementation of the insider management system of the company. The board of supervisors believes that the company has established the registration and management system for insiders of inside information, and can do a good job in the management and registration of insiders of inside information in strict accordance with the system requirements, effectively prevent the occurrence of insider trading events and safeguard the legitimate rights and interests of investors. During the reporting period, the company did not use insider information for illegal trading and was required to rectify by the regulatory authorities.
(V) external investment of the company
The board of supervisors checked the company’s foreign investment. The board of supervisors held that during the reporting period, the company was in good financial condition, with sound internal control and effective risk control. The company and its subsidiaries used temporarily idle self owned funds to invest in external financial management, increased financial management varieties, optimized the investment portfolio and improved the efficiency of capital use; During the reporting period, the company’s foreign financial investment, participation in the establishment of Hangzhou CAITONG Haixin equity investment partnership (limited partnership) investment fund, investment in joint ventures Zhejiang Shunyun Internet Technology Co., Ltd. and Jiangsu youanshi battery materials Co., Ltd., commodity futures hedging business, long-term foreign exchange settlement and sales business and other foreign investment matters meet the development needs of the company and are conducive to improving the overall efficiency of the company, Moreover, the decision-making and deliberation procedures for matters related to foreign investment and daily business development are legal and compliant, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders.
(VI) formulation and implementation of profit distribution plan
The board of supervisors checked the formulation and implementation of the company’s profit distribution plan. The board of supervisors held that the company’s profit distribution plans for 2020 and 2021 are legal and compliant, strictly comply with the provisions of the securities regulatory authority on profit distribution and the requirements of the articles of association, comply with the shareholder return plan for the next three years (20192021) approved by the general meeting of shareholders, comply with the actual situation of the company’s operation, and the profit distribution plan has been effectively implemented.
(VII) acquisition and sale of assets
The board of supervisors checked the acquisition and sale of assets of the company. During the reporting period, in order to stop the loss in time, the company transferred 100% equity of its wholly-owned subsidiary Hangzhou Zhejiang Tiantai Xianghe Industrial Co.Ltd(603500) Co., Ltd; In order to grasp the investment opportunity of the great development of new energy, the company acquired 20% equity of Jiangsu youanshi battery materials Co., Ltd. and entered the lithium iron phosphate industry. The board of supervisors held that the deliberation and decision-making procedures on matters related to the acquisition and sale of assets during the reporting period of the company were legal and effective, followed the principles of objectivity, impartiality, fairness and reasonableness, and there was no situation damaging the interests of the company and all shareholders, especially minority shareholders.
(VIII) related party transactions and external guarantees of the company
During the reporting period, the company had no major related party transactions or external guarantees.
The board of supervisors will continue to faithfully perform its duties in strict accordance with the relevant provisions of the company law, the securities law, the articles of association and the rules of procedure of the board of supervisors, so as to further promote the standardized operation of the company.
Hangzhou Weiguang Electronic Co.Ltd(002801)
Board of supervisors
March 22, 2002
