Longshine Technology Group Co.Ltd(300682)
Work report of independent directors
(Lin LE)
As an independent director of the third board of directors of Longshine Technology Group Co.Ltd(300682) (hereinafter referred to as “the company”), I have strictly followed the company law, securities law, Shenzhen Stock Exchange GEM Listing Rules, guidelines for corporate governance of listed companies, guidelines for self regulatory supervision of listed companies No. 2 – standardized operation of GEM listed companies and other laws and regulations, as well as the articles of association According to the working system of independent directors and other provisions, faithfully perform their duties, give full play to the role of independent directors, and earnestly safeguard the rights and interests of the company and minority shareholders. I hereby report my performance of duties in 2021 as follows:
1、 Attendance at meetings
I actively participated in the board of directors and shareholders’ meeting held by the company. In 2021, the company held 17 board of directors and 3 shareholders’ meetings. I should have attended the board of directors 17 times and actually attended 17 times. There is no case of not attending the meeting in person for two consecutive times. In 2021, based on the principles of diligence, pragmatism, honesty and responsibility, I carefully considered various proposals of the board of directors, maintained full communication with the company’s management, exercised voting rights with a cautious attitude, and played a positive role in making correct decisions for the board of directors of the company.
I believe that the convening of the board of directors of the company in 2021 complies with the legal procedures, and the relevant examination and approval procedures have been performed for major matters, which is legal and effective. As an independent director, I have no objection to the proposals and related matters of the board of directors and voted in favour of the relevant proposals considered at each meeting of the board of directors.
2、 Independent opinions
In accordance with the articles of association, working system of independent directors and relevant provisions of other laws and regulations, during the reporting period, I and other independent directors of the company jointly expressed independent opinions on relevant matters and issued written opinions:
1. On January 28, 2021, at the 17th meeting of the third board of directors, independent opinions were expressed on increasing the implementation subjects of some raised investment projects, using the raised funds to provide loans to wholly-owned subsidiaries for the implementation of raised investment projects, using the raised funds to replace the self financing funds invested in the raised investment projects in advance and paid issuance expenses.
2. On February 3, 2021, at the 18th meeting of the third board of directors, the company expressed independent opinions on the company’s adjustment of share repurchase plan.
3. On March 30, 2021, at the 20th meeting of the third board of directors, the company expressed independent opinions on the company’s profit distribution plan in 2020, the company’s directors and senior managers’ salary in 2020, the salary and assessment plan in 2021, the special statement on the occupation of funds by controlling shareholders and other related parties, the company’s expected daily related party transactions in 2021, and the company’s renewal of the accounting firm in 2021.
4. On April 28, 2021, at the 21st Meeting of the third board of directors, independent opinions were expressed on the change of the company’s accounting policies and the adjustment of the option exercise price of the 2018 restricted stock and stock option incentive plan.
5. On June 25, 2021, at the 22nd Meeting of the third board of directors, the company expressed independent opinions on the change of part of the special account for raised funds.
6. On July 23, 2021, at the 23rd Meeting of the third board of directors, the company expressed independent opinions on the granting of reserved restricted shares to incentive objects and the granting of restricted shares to incentive objects.
7. On September 8, 2021, at the 24th Meeting of the third board of directors, independent opinions were expressed on adjusting the attribution price of the restricted stock incentive plan in 2020 and the repurchase price of the restricted stock and stock option incentive plan in 2018.
8. On August 26, 2021, at the 25th meeting of the third session of the board of directors, independent opinions were expressed on the special report on the deposit and actual use of raised funds in the half year of 2021, the occupation of the company’s funds by controlling shareholders and other related parties and the company’s external guarantee.
9. On October 28, 2021, at the 28th meeting of the third board of directors, the company expressed independent opinions on the cancellation of some stock options in the 2018 restricted stock and stock option incentive plan, the achievement of the exercise conditions in the third exercise period of the company’s 2018 restricted stock and stock option incentive plan, and the achievement of the release of the restrictions in the first release period of the company’s 2020 restricted stock incentive plan.
10. On November 23, 2021, at the 30th meeting of the third session of the board of directors, independent opinions were expressed on the first granting of restricted shares in the 2018 restricted stock and stock option incentive plan, the achievement of lifting the restrictions in the third lifting period, the repurchase and cancellation of some restricted shares in the 2018 restricted stock and stock option incentive plan.
The above independent opinions have been published on cninfo.com.
3、 Performance of special committees
The board of directors of the company has established an audit committee, a remuneration and assessment committee, a nomination committee and a strategy committee. In 2021, as the chairman of the audit committee and the member of the nomination committee, I performed the duties of the members of the special committees in strict accordance with the articles of association, the rules of procedure of the board of directors and the rules of procedure of the special committees.
4、 Other work
1. During the reporting period, I effectively performed the duties of independent directors in accordance with relevant laws, regulations, rules and normative documents, made independent and objective judgments and decisions on major matters of the company, and timely learned about the company’s production and operation, financial management, business development, etc. I also keep close contact with other directors, supervisors, senior managers and relevant personnel of the company through telephone and Internet, 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 Internet on the company, and master the business dynamics of the company.
2. As an independent director of the company, I perform my duties in strict accordance with relevant laws and regulations, the articles of association and the working system of independent directors, pay attention to my own training and learning, actively participate in relevant training organized by the regulatory authorities, constantly improve my awareness of protecting the interests of the company and investors, and strengthen my ability to perform my duties, So as to safeguard the legitimate rights and interests of all shareholders, especially minority shareholders.
3. During my tenure as an independent director in 2021, there was no objection to the proposal of the board meeting and other matters in this year, no proposal to convene the board of directors, no independent engagement of external audit institutions or consulting institutions, and no proposal to hire or dismiss accounting firms.
The above is my report on my performance of duties in 2021. In my future work, I will continue to give full play to the role of independent directors in accordance with the provisions and requirements of laws, regulations and the articles of association, in the spirit of good faith and diligence, make use of my professional knowledge and experience to provide more constructive suggestions for the development of the company, provide reference opinions for the decision-making of the board of directors, safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, and ensure the objective Fair and standardized operation.
