Allwinnertech Technology Co.Ltd(300458)
2021 annual report of independent directors
Dear directors
As an independent director of Allwinnertech Technology Co.Ltd(300458) (hereinafter referred to as “the company”), in 2021, I Zhang Ruizhi strictly followed the company law, the securities law, the guidance on establishing independent directors in listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the guidelines for the standardized operation of GEM listed companies of Shenzhen Stock Exchange and other relevant laws and regulations, as well as the articles of association The working system of independent directors and other relevant regulations and requirements of the company, perform the duties of independent directors in good faith, diligence, due diligence and loyalty, give full play to the independent and professional role of independent directors, and safeguard the legitimate rights and interests of the company and all shareholders, especially small and medium-sized shareholders. I hereby report on my performance of duties as an independent director in 2021 as follows:
1、 Attendance at meetings
In 2021, during my tenure, the company held seven board meetings and one general meeting of shareholders. With a diligent and responsible attitude, I actively participated in the relevant meetings held by the company, carefully reviewed the relevant materials of the meeting, actively participated in the discussion of various proposals, and played a positive role in the correct decision-making of the board of directors.
In 2021, the convening and convening procedures of the board of directors and the general meeting of shareholders of the company met the legal requirements, and the relevant examination and approval procedures were performed for major matters, which were legal and effective. I carefully considered various proposals on the board of directors and believed that these proposals did not harm the interests of all shareholders, so I voted in favour, no dissenting vote and no abstention.
2、 Independent opinions
During the reporting period, my independent opinions on relevant matters of the company are as follows:
On March 30, 2021, at the seventh meeting of the Fourth Board of directors of the company, the independent opinions on the company’s 2020 financial final account report, the company’s 2020 profit distribution plan, the storage and use of raised funds in 2020, the occupation of non operating funds and other related capital transactions and external guarantees of the company, the 2020 internal control evaluation report, the company’s renewal of the 2021 audit institution and other matters were issued.
On April 9, 2021, at the 8th meeting of the Fourth Board of directors of the company, the independent opinions on participating in investment in industrial funds were issued.
On April 22, 2021, at the ninth meeting of the Fourth Board of directors of the company, the independent opinions on the change of accounting policies were issued.
On August 19, 2021, at the 10th meeting of the Fourth Board of directors of the company, the special report on the deposit and use of the raised funds of the company in the half year of 2021, the independent opinions on the occupation of funds by the controlling shareholders and other related parties of the company in the half year of 2021 and the external guarantee of the company were issued.
On September 30, 2021, at the 11th meeting of the Fourth Board of directors of the company, the independent opinions on the participation of the wholly-owned subsidiary in the investment of industrial funds and the independent opinions on providing guarantee for the wholly-owned subsidiary Guangzhou xinzhilian were issued.
On November 26, 2021, at the 13th meeting of the Fourth Board of directors of the company, the independent opinions on granting restricted shares to incentive objects for the first time were issued.
4、 On site investigation of the company
In 2021, during my term of office, I conducted on-site investigation on the company and listened to the report of the company’s management on the company’s operation and standardized operation. In addition, I also kept close contact with other directors, senior executives and relevant staff of the company by telephone, e-mail and other means to get the latest developments of the company; He always paid attention to the impact of external environment and market changes on the company, put forward suggestions on the operation and management of the company, and faithfully performed the duties of independent directors.
3、 Work of special committees of the board of directors
During my tenure, as a member of the strategy committee and the nomination committee, I actively performed my corresponding duties as a member, deliberated on major matters of the company, and played the supervisory role of independent directors.
4、 Work done to protect the rights and interests of investors
1. In 2021, I effectively performed my duties as an independent director. For each proposal submitted to the board of directors for consideration, I carefully consulted relevant documents and materials and communicated and contacted with relevant personnel in a serious, diligent and cautious manner, exercised my voting rights independently, objectively, fairly and prudently, promoted the scientificity and objectivity of the decision-making of the board of directors, and effectively safeguarded the legitimate rights and interests of the company and shareholders.
2. Continue to pay attention to the company’s information disclosure, and urge the company to complete the company’s information disclosure in a true, accurate, complete and timely manner in strict accordance with the relevant provisions of laws and regulations such as the Shenzhen Stock Exchange GEM Listing Rules.
5、 Training and learning
Since I became an independent director, I have carefully studied the relevant laws and regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, and continuously improved my ability to perform my duties; Actively participate in the relevant training organized by the company in various ways, have a more comprehensive understanding of the management systems of listed companies, constantly improve their ability to perform their duties, provide better opinions and suggestions for the company’s scientific decision-making and risk prevention, promote the company’s further standardized operation and protect the rights and interests of the company and all shareholders.
6、 Other work
1. There is no proposal to convene the board of directors;
2. There is no proposal to appoint or dismiss an accounting firm;
3. No external audit institutions and consulting institutions have been hired.
In 2022, I will continue to conscientiously, prudently, faithfully and diligently perform the duties of independent directors in accordance with the provisions and requirements of relevant laws and regulations on independent directors, provide more constructive suggestions and opinions for the development of the company, give full play to the role of independent directors, promote the steady development of the company, standardize the operation, and safeguard the rights and interests of the company and all shareholders, especially minority shareholders.
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independent director:
Zhang Ruizhi MM DD YY
