Zhejiang Meorient Commerce & Exhibition Inc(300795)
Report on the work of independent directors in 2021 (Cao Huimin)
As an independent director of Zhejiang Meorient Commerce & Exhibition Inc(300795) (hereinafter referred to as “the company”), in accordance with the company law, the articles of association, the working system of independent directors and relevant laws and regulations, I faithfully performed the duties of an independent director in my work in 2021, actively attended the relevant meetings of the company in 2021, carefully considered various proposals of the board of directors, and expressed independent opinions on relevant matters of the company, Conscientiously perform the duties and obligations of independent directors, give full play to the role of independent directors, and effectively safeguard the legitimate rights and interests of the company and all shareholders. The performance of the duties of independent directors in 2021 is reported as follows:
1、 Attendance at meetings
In 2021, I seriously participated in the board of directors of the company and fulfilled the obligations of independent directors. The convening of the board of directors of the company in 2021 was in line with legal procedures. Relevant procedures were performed for major business decisions and other major matters, which were legal and effective. There was no objection to the proposals of the board of directors and other matters of the company.
1. The meetings held by the company are as follows:
(1) In 2021, the company held six Board meetings.
(2) In 2021, the company held four general meetings of shareholders.
2. My attendance is shown in the table below:
Attendance of directors at the board of directors held this year number of shareholders’ meetings held this year number of shareholders’ meetings attended in person number of absentee meetings
6 6 0 0 4 4
3. I actively participated in the board of directors and shareholders’ meeting held by the company, carefully reviewed the meeting materials, actively participated in the discussion of various topics and put forward reasonable suggestions. We believe that the convening of the board of directors and the general meeting of shareholders of the company meets the legal requirements, and the relevant examination and approval procedures have been performed for major matters. We voted in favour of all proposals on the board of directors, without negative votes or abstention. 2、 Appointment to the special committee of the board of directors
As the chairman of the audit committee of the third session of the board of directors and the member of the remuneration and assessment committee of the third session of the board of directors, I actively performed my corresponding duties as a member in 2021 in accordance with the relevant requirements of the rules of procedure of the special committee of the company, reviewed major matters of the company, and put forward opinions to the board of directors as the chairman of the audit committee and the member of the remuneration and assessment committee, so as to standardize the operation of the company, Improve the company’s internal control.
3、 On site investigation of the company
In 2021, I made many on-site visits to the company to understand the operation of the company, the construction and implementation of internal control system, maintain close contact with other directors, senior managers and relevant staff of the company, timely learn the progress of major events of the company and master the operation dynamics of the company. I also always pay attention to the impact of external environment and market changes on the company, pay attention to the relevant reports of the media and network, pay attention to the impact of capital market fluctuations on the company, and earnestly perform the duties of independent directors.
4、 Work done in protecting the rights and interests of investors
1. Continue to pay attention to the company’s information disclosure, and urge the company to improve the company’s information disclosure management system in strict accordance with the requirements of laws and regulations such as Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020) and Shenzhen Stock Exchange GEM listed companies standardized operation guidelines (revised in 2020); The company is required to strictly implement the relevant provisions on information disclosure to ensure the authenticity, accuracy, integrity, timeliness and impartiality of the company’s information disclosure.
2. Perform the duties of independent directors in accordance with the company law, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange (revised in 2020) and other laws and regulations; Carefully review the proposals submitted to the board of directors for deliberation, and exercise the voting rights independently, objectively and prudently on the basis of full understanding.
Through the implementation of the above work, we have earnestly fulfilled the obligations of loyalty and diligence of independent directors, gave full play to the role of independent directors, and safeguarded the overall interests of the company and the interests of minority shareholders.
5、 Training and learning
Since I became an independent director, I have always focused on learning the latest laws, regulations and various rules and regulations, deepened my understanding and understanding of relevant regulations, especially those related to standardizing the corporate governance structure and protecting the interests of social public shareholders, and participated in the fourth follow-up training for independent directors in 2021 (Shanghai Stock Exchange). Actively participate in the relevant training organized by the company in various ways, more comprehensively understand the management systems of listed companies, continuously improve their ability to perform their duties, form the ideological awareness of consciously protecting the rights and interests of social public shareholders, provide better opinions and suggestions for the company’s scientific decision-making and risk prevention, and promote the company’s further standardized operation.
6、 Other matters
1. During the reporting period, no independent directors proposed to convene the board of directors;
2. During the reporting period, no independent director proposed to hire or dismiss an accounting firm;
3. During the reporting period, there was no engagement of external audit institutions and consulting institutions by independent directors.
In 2021, I actively, professionally and efficiently performed the duties of independent directors, made independent judgments and decisions on major matters of the company, and made due contributions to the optimization of the corporate governance structure and the progress of operation and management. In 2022, I will continue to fulfill the obligations of independent directors, give full play to the role of independent directors, use my professional knowledge and rich experience to provide more constructive suggestions and opinions for the development of the company, provide reference opinions for the scientific decision-making of the company’s board of directors, and ensure the objectivity of the company’s board of directors Operate fairly and independently, and safeguard the overall interests of the company and the legitimate rights and interests of all shareholders.
It is hereby reported.
(there is no text on this page, which is the signature page of Zhejiang Meorient Commerce & Exhibition Inc(300795) 2021 annual report on the work of independent directors)
independent director:
Cao Huimin
specific date
