Hangzhou Dadi Haiyang Environmental Protection Co.Ltd(301068)
2021 annual report of independent directors
As an independent director of Hangzhou Dadi Haiyang Environmental Protection Co.Ltd(301068) (hereinafter referred to as "the company"), in 2021, I strictly complied with the provisions and requirements of the company law, the rules for independent directors of listed companies, the Listing Rules of Shenzhen Stock Exchange gem, the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM, the articles of association, the working system of independent directors and other relevant laws and regulations, Faithfully perform their duties, timely attend relevant meetings, carefully consider various proposals of the board of directors, express independent opinions on major matters of the company, give full play to the role of independent directors and professional committees, and effectively safeguard 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 5 meetings of the board of directors and 2 general meetings of shareholders, all of which were attended in person. There was no absence or failure to attend the meeting in person for two consecutive times. I was elected as an independent director by the general meeting of shareholders of the company in October 2020. Since becoming an independent director of the company, I have carefully reviewed the meeting proposals and relevant materials with a diligent attitude, actively participated in the discussion of various topics and put forward reasonable suggestions, played a positive role in the correct and scientific decision-making of the board of directors, and voted in favour of the relevant matters considered at each meeting of the board of directors.
The convening of the board of directors and the general meeting of shareholders of the company complies with the legal procedures, and the relevant procedures have been fulfilled for major business decisions, which are legal and effective. I have not raised any objection to the proposals of the board of directors and other matters of the company.
2、 Daily work
During the reporting period, I exercised the rights conferred by the majority of shareholders carefully, seriously and diligently. Safeguard the overall interests of the company, earnestly implement the working system of independent directors formulated by the company, and perform their duties independently, free from the influence of major shareholders, actual controllers or other units or individuals with interests in the company, and protect the legitimate rights and interests of minority shareholders.
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 issued written independent opinions and prior approval opinions on the following relevant matters of the company:
Date of the meeting type of independent opinions on matters at the session of the meeting
1. Consent on the company's profit in 2020
Independence of profit distribution scheme
See;
The second meeting of the second board of directors 2. On the employment of Lixin Certified Public Accountants
March 19, 2021 Conference Office (special general partnership)
For the company's 2021 financial year
Independent opinions of audit institutions;
3. About confirming the company's 2020
Independence of related party transactions
Make comments.
The second meeting of the second board of directors 1 Consent on employing Lixin Certified Public Accountants
March 19, 2021 Conference Office (special general partnership)
For the company's 2021 Financial Review
Prior approval of accounting institutions
See you.
The fifth meeting of the second board of directors on October 13, 2021 1 1. Consent on adjusting the investment of raised funds
Proposed investment of the project to raise funds
Independent opinion on the amount;
2. About using raised funds for replacement
Advance investment and self financing of raised investment projects
Independent opinion on funding.
3、 On site inspection of the company
In 2021, I made many on-site visits to the company to understand the production, operation and financial status of the company, maintain close contact with other directors, supervisors, senior managers and other relevant personnel of the company, timely learn the progress of major matters of the company, pay attention to the relevant reports of the media on the company, and master the operation and governance of the company.
4、 Work of professional committees of the board of directors
In 2021, I was a member of the audit committee, nomination committee and salary and assessment committee, and served as the chairman of the salary and assessment committee.
As the director of the board of directors, I have carefully reviewed and arranged the remuneration and assessment committee of the company in 2021, and actively participated in the annual remuneration and assessment committee in 2021 in accordance with the provisions of the company's remuneration policy The appointment and performance of senior managers have earnestly fulfilled the responsibilities and obligations of the members of the remuneration and assessment committee.
As a member of the audit committee, he actively participated in the daily work of the audit committee in accordance with the working system of independent directors, the working rules of the audit committee of the board of directors and other relevant requirements, carefully reviewed relevant materials and audit opinions issued by audit institutions during the preparation and disclosure of the company's periodic reports, so as to ensure the compliance of matters related to periodic reports.
As a member of the nomination committee of the board of directors, he actively participated in the daily work of the nomination committee, paid attention to the selection criteria and procedures of the company's directors and senior managers, and earnestly performed the duties of the members of the nomination committee in accordance with the working system of independent directors, working rules of the nomination committee of the board of directors and other relevant requirements.
5、 Work done in protecting the rights and interests of investors
1. Information disclosure of the company
In 2021, I supervised and inspected the authenticity, accuracy, integrity, timeliness and fairness of the company's information disclosure, and safeguarded the rights and interests of the company and minority shareholders.
2. Corporate governance
According to the regulations and requirements of 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.
3. Self learning
Since I became an independent director of the company, I have always paid attention to learning the latest laws, regulations and various rules and regulations, deepened my understanding and understanding of relevant laws and regulations, especially those related to standardizing the corporate governance structure and protecting the shareholders' rights and interests of the public, more comprehensively understood the management systems of listed companies, continuously improved my ability to perform my duties, and formed the ideological consciousness of consciously protecting the shareholders' rights and interests of the public, Provide better opinions and suggestions for the company's scientific decision-making and risk prevention, and promote the company's further standardized operation.
6、 Work plan for 2022
In strict accordance with the provisions and requirements of the company law, the securities law, the rules for independent directors of listed companies and other laws and regulations, normative documents and the articles of association, I will continue to earnestly perform the obligations of independent directors, actively participate in the meetings of the board of directors and the general meeting of shareholders, give full play to my professional expertise, play a positive role in promoting the standardized operation, sustainable and stable development of the company, and earnestly safeguard the company and all investors, Especially the legitimate rights and interests of small and medium-sized investors.
7、 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.
Independent director: Marco I on March 31, 2022 (this page is blank, which is the signature page of Hangzhou Dadi Haiyang Environmental Protection Co.Ltd(301068) independent director's 2021 annual work report)
Marco I
