Bear Electric Appliance Co.Ltd(002959)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Bear Electric Appliance Co.Ltd(002959) (hereinafter referred to as “the company”) conscientiously performed its duties and exercised its powers independently according to law in strict accordance with the provisions and requirements of relevant laws and regulations and the company’s internal system. By actively participating in the company’s general meeting of shareholders and attending the meeting of the board of directors as nonvoting delegates, the supervisors effectively supervised the agenda, voting procedures and voting results of the meeting, and focused on the company’s business decisions, financial conditions, decisions of directors and senior managers, so as to promote the standardized operation of the company and better safeguard the legitimate rights and interests of the company and all shareholders.
1、 Daily work of the board of supervisors
In 2021, the board of supervisors of the company held 7 meetings of the board of supervisors. The meetings are as follows:
(I) the fourth meeting of the second board of supervisors of the company was held in the company’s conference room on March 25, 2021. The meeting deliberated and adopted three proposals, including the proposal on the company’s stock option and restricted stock incentive plan in 2021 (Draft) and its summary.
(II) the fifth meeting of the second board of supervisors of the company was held in the company’s conference room on April 28, 2021, and 12 proposals including the full text and summary of 2020 annual report were considered and adopted.
(III) the sixth meeting of the second board of supervisors of the company was held in the company’s conference room on May 21, 2021. Two proposals including the proposal on granting stock options and restricted shares to incentive objects for the first time were considered and adopted.
(IV) the seventh meeting of the second board of supervisors of the company was held in the company’s conference room on July 30, 2021, and 11 proposals including the proposal on the company’s plan for issuing convertible corporate bonds to unspecified objects were considered and adopted.
(V) the eighth meeting of the second board of supervisors of the company was held in the company’s conference room on August 25, 2021, which deliberated and adopted two proposals, including the full text and summary of the 2021 semi annual report.
(VI) the ninth meeting of the second board of supervisors of the company was held in the company’s conference room on October 26, 2021, and the report for the third quarter of 2021 was reviewed and approved.
(VII) the 10th meeting of the second board of supervisors of the company was held in the company’s conference room on December 28, 2021. Seven proposals including the proposal on adjusting the company’s plan for issuing convertible corporate bonds to unspecified objects were considered and adopted.
2、 Performance of supervisory duties by the board of supervisors
(I) legal operation of the company
The board of supervisors of the company earnestly performs its duties in strict accordance with the provisions and requirements of relevant laws and regulations and the company’s internal system, actively participates in the discussion of major business decisions and the formulation of business policies of the company, and supervises the convening procedures, resolution matters, decision-making procedures of the board of directors and the general meeting of shareholders and the operation of the company.
The board of supervisors believes that all major decision-making procedures of the company comply with the company law, securities law and other relevant laws and regulations, the articles of association, rules of procedure of the board of supervisors and other relevant systems, and have established a relatively perfect internal control system. The board of directors and its special committees have standardized operation, reasonable decision-making and legal procedures, and earnestly implement the resolutions of the general meeting of shareholders. The directors, general manager and other senior managers of the company are devoted to their duties and perform their duties diligently, and do not violate laws, regulations, the articles of association or damage the interests of the company.
(II) check the company’s financial situation
The board of supervisors carefully inspected and reviewed the company’s financial situation and financial management in 2021. The company’s financial management is standardized and the financial system is sound, and can operate in accordance with the national fiscal and tax policies and relevant regulations during the reporting period. Improve the company’s financial system; The company’s regular reports and financial data truly, accurately and completely reflect the company’s financial situation and operating results, and there are no false records, misleading statements or major omissions. (III) check the information disclosure of the company
The board of supervisors carefully inspected the information disclosure work of the company in 2021 and held that the company has established a relatively perfect internal control management system for information disclosure and performed the disclosure obligations in strict accordance with the requirements of systems and regulations. The information disclosure content is true, accurate, timely and complete, without false records, misleading statements or major omissions, major errors in information disclosure, insider trading, etc, It can effectively protect the right to know of shareholders, especially small and medium-sized shareholders.
(IV) check the related party transactions of the company
During the reporting period, the decision-making procedures of all related party transactions of the company comply with the provisions of laws and regulations and the articles of association, and there is no situation that damages the interests of the company.
(V) check the external guarantee of the company
During the reporting period, the company has no illegal external guarantee and other matters, and there is no other situation that damages the interests of the company’s shareholders or causes the loss of the company’s assets.
(VI) use of raised funds
During the reporting period, the management, use and operation procedures of the company’s raised funds comply with the relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies No. 1 – regulated operation of listed companies on the main board of Shenzhen Stock Exchange and the relevant provisions of the company’s measures for the management of raised funds, There is no violation of laws and regulations or damage to the interests of shareholders.
3、 Work plan of the board of supervisors in 2022
In 2022, the board of supervisors of the company will continue to focus on strengthening the supervision and inspection function of the board of supervisors in strict accordance with the provisions and requirements of relevant laws and regulations and the company’s internal system, focus on the company’s development strategic objectives and annual work plan, fulfill their duties, continuously optimize the supervision methods, strengthen the supervision, supervise the compliance of various decision-making procedures, and promote the continuous improvement of the company’s governance structure and the further improvement of the company’s standardized operation level, Earnestly safeguard the legitimate rights and interests of the company and shareholders.
Bear Electric Appliance Co.Ltd(002959)
Board of supervisors
April 8, 2022
