Guangzhou Hengyun Enterprises Holdings Ltd(000531)
Report on the work of independent directors in 2021
As an independent director of Guangzhou Hengyun Enterprises Holdings Ltd(000531) (hereinafter referred to as “the company”), we faithfully and independently performed our duties in 2021 in strict accordance with the provisions of the company law, the guiding opinions on the establishment of independent director system in listed companies, several provisions on strengthening the protection of the rights and interests of public shareholders and other relevant laws and regulations, as well as the requirements of the articles of association Diligently exercised the rights granted, actively attended the relevant meetings of the company in 2021, carefully considered various proposals of the board of directors, put forward pertinent suggestions and expressed independent opinions on relevant matters of the company, and effectively safeguarded the interests of the company and shareholders, especially small and medium-sized shareholders. The performance of duties in 2021 is reported as follows: I. attendance at the board of directors of the company this year
In 2021, the company held 14 board meetings, and the attendance of independent directors is as follows:
Independent directors should participate in the Commission in person this year
Absence (Times) remarks name number of board meetings attendance (Times) attendance (Times)
Chen Qian 14 0 0
Xie Xiaoyao 14 0 0
Yuan Yinghong 13 12 1 0
Ma Xiaoqian
Before each meeting of the board of directors, actively obtain the information and materials needed to make resolutions, and make full preparations for various decisions of the board of directors. At the meeting, we carefully considered each topic, actively participated in the discussion and put forward professional and reasonable suggestions, which played a positive role in promoting the board of directors to make scientific and objective decisions.
2、 Attendance at the annual general meeting of shareholders
Attended the first extraordinary general meeting of shareholders in 2021 held on January 29, 2021, the second extraordinary general meeting of shareholders in 2021 held on February 8, 2021, the third extraordinary general meeting of shareholders in 2021 held on March 22, 2021, the 2020 annual general meeting held on April 23, 2021 and the fourth extraordinary general meeting of shareholders in 2021 held on November 30, 2021.
3、 Whether to raise objections to relevant matters of the company
During the reporting period, there was no objection to the proposals of the board of directors and other important matters of the company, and the meeting voted for all matters considered.
4、 Special independent opinions
In 2021, in accordance with relevant regulations and requirements, we participated in the discussion of major issues of the company. After carefully understanding the situation and reviewing relevant documents, we gave independent opinions on some major issues of the company, effectively ensured the scientific decision-making of the board of directors and safeguarded the overall interests of the company and the interests of the majority of small and medium-sized investors.
1. At the 49th meeting of the 8th board of directors held on January 13, 2021, independent opinions were expressed on the candidates for independent directors of the 8th board of directors of the company.
2. At the 50th meeting of the eighth board of directors held on January 22, 2021, independent opinions were expressed on the candidates for directors of the eighth board of directors of the company.
3. At the 51st meeting of the 8th board of directors held on February 8, 2021, the company expressed independent opinions on matters such as the election of the chairman of the company and the capital increase to joint-stock companies formed by joint investment with related parties to build a comprehensive energy project in the starting area of Guangzhou financial city.
4. At the 52nd meeting of the 8th board of directors held on March 5, 2021, independent opinions were expressed on the candidates for directors and independent directors of the 9th board of directors of the company.
5. At the first meeting of the ninth board of directors held on March 22, 2021, the company expressed independent opinions on the election of chairman, vice chairman and appointment of senior managers of the company.
6. At the second meeting of the ninth board of directors held on April 1, 2021, on the company’s 2020 profit distribution plan, changes in enterprise accounting policies, the company’s internal control self-evaluation report, the company’s shareholder return plan for the next three years (20212023), the performance evaluation of the company’s senior managers in 2020 The controlling shareholders and other related parties expressed independent opinions on the occupation of the company’s funds and external guarantees. 7. At the fourth meeting of the ninth board of directors held on June 4, 2021, independent opinions were expressed on the company’s appointment of senior managers and the sharing of public construction supporting facilities expenses of Kecheng villa by the holding subsidiary Guangzhou Hengyun Construction Investment Co., Ltd. 8. The sixth meeting of the independent board of directors held on January 27th, 2028 gave opinions on the occupation of the company’s funds.
9. At the seventh meeting of the ninth board of directors held on October 16, 2021, the company expressed independent opinions on the company’s participation in the capital and share increase of Guangzhou Asset Management Co., Ltd.
10. At the ninth meeting of the ninth board of directors held on November 12, 2021, the company expressed independent opinions on the company’s engagement of an audit institution in 2021.
5、 Work as a member of the professional committee of the board of directors
As an independent director, we serve in the strategic development committee, audit committee, nomination committee and remuneration and assessment committee of the board of directors. During the reporting period, in accordance with the articles of association, we actively participated in the daily work of the special committee and earnestly performed relevant duties.
6、 Work done in protecting the legitimate rights and interests of public shareholders
In 2021, we expressed our opinions on the company’s production and operation, financial management, related transactions, foreign investment and other matters at the board of directors. Fully understand the major related party transactions of the company in advance according to the regulations, sign the prior approval opinions and express independent opinions on the board of directors. In addition, it also supervised the company’s information disclosure and safeguarded the legitimate rights and interests of the company and minority shareholders.
In 2022, we will continue to be diligent and conscientious in strict accordance with the requirements of laws and regulations such as the company law, the guiding opinions on the establishment of independent director system in listed companies, several provisions on strengthening the protection of the rights and interests of shareholders of social public shares and the provisions of the articles of association, strive to put forward constructive suggestions for the development of the company, provide reference opinions for the decision-making of the board of directors and safeguard the rights and interests of all shareholders of the company, Better perform the duties of independent directors. Independent directors: Chen Qian, Xie Xiaoyao, Yuan Yinghong, Ma Xiaoqian
April 9, 2022
