Changshu Tianyin Electromechanical Co.Ltd(300342)
Report on the work of independent directors in 2021 (Zhou Mei)
Dear shareholders and shareholder representatives
hello everyone! As an independent director of Changshu Tianyin Electromechanical Co.Ltd(300342) (hereinafter referred to as “the company”), I strictly comply with the company law, securities law, Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange GEM listed companies’ standardized operation guidelines, and the guiding opinions on the establishment of independent director system in listed companies According to the provisions on strengthening the protection of the rights and interests of shareholders of social public shares, the articles of association, the system of independent directors and other relevant laws, regulations and rules, in the work of 2021, he was faithful, diligent and conscientious, actively attended all meetings of the board of directors and general meetings of shareholders, carefully considered all proposals of the board of directors and expressed independent, objective and professional opinions, Effectively safeguard the interests of the company and shareholders, especially minority shareholders.
I hereby report my performance of duties as an independent director in 2021 as follows:
1、 Attendance at the board of directors and shareholders’ meeting
In 2021, the company held 7 meetings of the board of directors in total. I should attend once and actually attend once; The general meeting of shareholders has been held 3 times in total. I should attend 1 time and actually attend 1 time. I believe that the operation of the board of directors and the general meeting of shareholders of the company complies with the legal procedures, the relevant approval procedures have been performed for major business decision-making and other major matters, and the resulting resolutions are legal and effective. In a prudent attitude, I voted in favour of all proposals submitted by each board of directors after deliberation, and there was no objection or waiver.
2、 Independent opinions
Since I took office in August 2021, the company has held a total of 1 board of directors and 1 extraordinary general meeting of shareholders. The company has no major issues requiring the opinions of independent directors. Therefore, in 2021, I did not express independent opinions on the matters considered at the meeting.
3、 Performance of the special committee and work of the annual report
The board of directors of the company has established four special committees: audit, nomination, salary and assessment and strategy. As the chairman of the remuneration and assessment committee and the member of the nomination committee of the company, I have not held a special committee meeting since I took office in August 2021.
4、 On site investigation of the company
In 2021, I took advantage of attending the board of directors, the general meeting of shareholders and other times to make an on-site investigation of the company, understand the operation, financial situation and governance of the company, maintain close contact with other directors, senior managers and relevant staff of the company, pay timely attention to the impact of external environment and market changes on the company, pay attention to relevant reports, and understand the progress of major events of the company.
5、 Work done to protect the rights and interests of investors
1. Continue to pay attention to the company’s information disclosure, urge the company to strictly comply with the Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange listed companies self regulatory guidance No. 2 – standardized operation of GEM listed companies and other laws and regulations, as well as the relevant provisions of the company’s information disclosure management system, so as to ensure the authenticity, accuracy, integrity, timeliness and fairness of the company’s information disclosure.
2. Perform the duties of independent directors in accordance with the company law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies and other laws and regulations; At the same time, I adhere to the principles of prudence, diligence and honesty, actively study relevant laws, regulations and rules, strengthen professional learning, improve professional level, strengthen communication with the company’s management, protect the legitimate rights and interests of investors and promote the stable development of the company.
6、 Training and learning
Since I became an independent director, I have always paid attention to learning the latest laws, regulations and various rules and regulations, deepened my understanding and understanding of relevant regulations, especially those related to standardizing the corporate governance structure and protecting the interests of public shareholders, actively participated in the relevant training organized by the company in various ways, and continuously improved my ability to perform my duties, It provides better opinions and suggestions for the company’s scientific decision-making and risk prevention, and effectively strengthens the ability to protect the legitimate rights and interests of the company and investors.
7、 Other work conditions of myself
1. During the reporting period, there was no objection to the proposal of the board of directors and other matters not proposed by the board of directors;
2. During the reporting period, there was no proposal to convene the board of directors;
3. During the reporting period, there was no proposal to hire or dismiss an accounting firm;
4. During the reporting period, there was no independent engagement of external audit institutions and consulting institutions.
The above is the report on my performance of duties in 2021.
In 2022, I will continue to be diligent and responsible, in strict accordance with the provisions of relevant laws and regulations, make use of my professional knowledge and experience to provide reference opinions for the scientific decision-making of the company’s board of directors, objectively, fairly and independently perform the duties of independent directors, provide more and more constructive opinions and suggestions for the development of the company, and effectively safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders.
Special report, please review!
Changshu Tianyin Electromechanical Co.Ltd(300342) independent director of the board of directors: Zhou Mei April 8, 2022
