Work report of the board of supervisors in 2021
In 2021 (the "reporting period"), the board of supervisors of the company had
In accordance with the requirements of relevant laws and regulations, we should constantly strengthen our own construction, exercise our functions and powers independently according to law, perform our duties diligently and effectively
It has performed the function of supervision and played a positive role in the standardized operation and development of the company. The details are reported as follows:
1、 Meetings of the board of supervisors
During the reporting period, the board of supervisors of the company held 7 meetings.
No. date of the session of the board of supervisors deliberation proposal
The fourth session of the board of supervisors on the company's external transfer of assets of terminated raised investment projects and the recovery of 1 2021.2.22
Proposal on permanent replenishment of working capital at the 16th meeting
Proposal on the company's 2020 annual work report of the board of supervisors, proposal on the company's 2020 annual financial statement report and proposal on write off of bad debts
Proposal on the company's 2020 annual report and its summary proposal on the company's 2020 profit distribution of the 4th board of supervisors
2 2021.4.15
Proposal on reappointment of the company's audit institution in 2021, proposal on the company's internal control evaluation report in 2020 and proposal on the remuneration distribution plan of supervisors at the 17th meeting
Proposal on using self owned idle funds for investment and financial management
The fourth session of the board of supervisors
3. Proposal on the company's report for the first quarter of 2021 on April 28, 2021
Eighteenth meeting
The fourth session of the board of supervisors
4. On August 11, 2021, the 19th meeting of the proposal on the company's 2021 semi annual report and its summary
Proposal on the company's report for the third quarter of 2021
The fourth session of the board of supervisors on the use of part of the surplus raised funds to permanently supplement working capital 5 202110.29
Proposal of the 20th meeting
Proposal on the extension of some investment projects with raised funds
On the postponement of some investment projects with raised funds and the transfer of raised funds to 6 202111.5 of the fourth session of the board of supervisors
Discussion on capital increase of Hangzhou Hezhong Data Technology Co., Ltd., a wholly-owned subsidiary of the 21st Meeting
Case
Proposal on the closing and termination of some raised investment projects and the permanent supplement of surplus and remaining raised funds to working capital
Proposal on the achievement of unlocking conditions in the first unlocking period of the company's phase III employee stock ownership plan
The fourth session of the board of supervisors on the use of some temporarily idle raised funds for investment and financial management 7 202112.22
Proposal of the 22nd Meeting
2、 Main work of the board of supervisors during the reporting period
During the reporting period, the members of the board of supervisors of the company attended all the meetings of the board of directors and the general meeting of shareholders as nonvoting delegates, and paid close attention to the company's regulations
Supervise the operation of fan, regularly review the company's financial reports, and supervise and inspect the use and closing of raised funds
The implementation of joint stock transaction and internal control system, and the specific work is as follows:
(I) legal operation of the company
During the reporting period, the board of directors of the company was able to strictly comply with the company law, the securities law, the articles of association and other regulations
He operates in accordance with the requirements of relevant laws, regulations and systems.
The company's major business decision-making procedures are legal and effective; common
When performing their duties, the directors and senior managers of the company strictly implement the national laws, regulations and corporate governance
According to the articles of association of the company and the resolutions of the general meeting of shareholders and the board of directors, it is not found that the directors and senior managers of the company are performing the company's duties
Acts in violation of laws, regulations, articles of association or harming the interests of the company when taking office.
(II) financial situation of the company
During the reporting period, the company's financial and accounting internal control system was gradually improved, and there were no major omissions and false records in accounting,
The company's financial condition, operating results and cash flow are in good condition. Financial confirmed by audit of accounting firm
The report truly, objectively and accurately reflects the financial status and operating performance of the company.
(III) acquisition and sale of assets by the company
On February 24, 2021, the company published in the securities times, China Securities News and cninfo
（www.cn.info.com.cn.） The company disclosed the "on the company's external transfer of the assets of the terminated raised investment project and the return of the assets"
According to the resolution of the company's second extraordinary general meeting in 2021, the company plans to use the relevant state-owned construction land of the "construction project of Kunming security operation center and network security training center"
The use right was transferred to Kunming Agricultural Park Development Co., Ltd. with a transaction amount of 15.25 million yuan, and the land was sold
The proceeds will be used to permanently supplement the working capital of the company.
The board of supervisors believes that the company transfers the assets of the terminated raised investment project to the outside world and permanently replenishes the flow of the recovered funds
Capital matters are adjusted in combination with the company's development, which is in line with the company's development plan and the reality of raised investment projects
The contents and procedures comply with the relevant provisions of the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies and the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, which is conducive to the more rational and effective use of raised funds. The company transfers the assets of the terminated raised investment projects and permanently replenishes the working capital with the recovered funds, which will not affect the normal progress of other raised investment projects. The transaction price is determined according to the market-oriented principle, and there is no damage to the interests of the company and shareholders. This event has fulfilled the specified procedures and is in line with the needs of safeguarding the development interests of the company.
In addition to the above asset sales, the company did not have other major acquisitions and asset sales in 2021.
(IV) use and management of the company's raised funds
The board of supervisors inspected the use and management of the company's raised funds during the reporting period. The board of supervisors believed that the company used and managed the raised funds in strict accordance with the articles of association and the management system of the company's raised funds, and there was no illegal use of the raised funds.
(V) review opinions on the preparation of the company's periodic report
During the reporting period, the board of supervisors carefully reviewed the periodic reports prepared by the board of directors of the company, and considered that the preparation and review procedures of the reports were in line with laws, regulations, the articles of association and other relevant provisions, and its content and format were in line with the provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange. The contents of the regular report truly, accurately and completely reflect the actual operation of the company during the reporting period, and there are no false records, misleading statements or major omissions. (VI) related party transactions
In 2021, the company did not have any related party transactions that need to be reviewed and disclosed by the board of directors.
(VII) comments of the board of directors on the company's internal control report
The board of supervisors carefully reviewed the 2021 internal control evaluation report issued by the board of directors. The board of supervisors believes that the company has established a relatively perfect internal control system. The existing internal control system meets the requirements of national laws and regulations, meets the actual needs of the current production and operation of the company, has been effectively implemented in the operation and management of the company, and has played a better role in control and prevention.
(VIII) establishment and implementation of insider information management system by the company
During the reporting period, the company strictly implemented relevant laws, regulations and rules and the company's registration and management system for insiders of inside information, and earnestly did a good job in the confidentiality and management of inside information. The company did not violate the rules of insiders of inside information.
3、 2022 annual work plan
In 2022, the board of supervisors will continue to strictly implement the relevant provisions of the company law, the securities law and the articles of association, and supervise and inspect the business behavior of the board of directors and senior managers according to law; At the same time, the board of supervisors will continue to strengthen the implementation of the supervision function, earnestly perform its duties, attend the board of directors, shareholders' meetings and relevant business meetings of the company according to law, timely grasp the legitimacy of the company's major decision-making matters and decision-making procedures, and carry out supervision activities around the company's business and investment activities; Actively participate in financial audit, focusing on the supervision and inspection of the use of the company's raised funds; Further enhance the awareness of risk prevention, so as to better safeguard the interests of the company and shareholders Venustech Group Inc(002439) board of supervisors April 6, 2022
