China Resources Chemical Innovative Materials Co.Ltd(301090)
Work report of the board of supervisors in 2021
In 2021, China Resources Chemical Innovative Materials Co.Ltd(301090) (hereinafter referred to as "the company") board of supervisors
In strict accordance with the company law of the people's Republic of China (hereinafter referred to as the "company law")
The securities law of the people's Republic of China (hereinafter referred to as "the securities law") and the regulations on the listing of shares on the gem of Shenzhen Stock Exchange
(hereinafter referred to as the "Listing Rules") "guidelines for self regulatory supervision of listed companies of Shenzhen Stock Exchange"
No. 2 - laws and regulations on the standardized operation of GEM listed companies (hereinafter referred to as "standardized operation")
The relevant provisions of the normative documents, the articles of association and the rules of procedure of the board of supervisors are based on the principle of being responsible to all shareholders
The main work report of the board of supervisors in 2021 is as follows:
1、 Work of the board of supervisors during the reporting period
In 2021, the company held 7 meetings of the board of supervisors, including the convening, convening, voting procedures and resolutions
The contents comply with the provisions of laws and regulations and the articles of association, and effectively perform the duties of review and supervision. common
The details of the meeting of the board of supervisors in 2021 are as follows:
Time of the session
The proposal on the company's 2020 annual report of the board of supervisors was reviewed and approved, and the proposal on the full text of the company's 2020 annual report was reviewed and approved
The proposal on the company's financial final report in 2020, the proposal on the company's financial budget report in 2021 and the plan on the company's profit distribution in 2020 were reviewed and approved
The first board of supervisors deliberated and adopted the report on the company's internal control self-evaluation in 2020 and April 7, 2021
Proposal of the 7th Meeting on "2020 internal control assurance report"
The proposal on the limit of daily related party transactions expected to occur with related parties in 2021 was deliberated and adopted
The proposal on the company's reappointment of the audit institution and internal control assurance institution in 2021 was reviewed and approved
The proposal on the remuneration (allowance) and performance of the company's directors, supervisors and senior managers in 2021 was reviewed and approved
The first board of supervisors
On April 29, 2021, the proposal on the full text of the company's report for the first quarter of 2021 was deliberated and adopted at the eighth meeting
The proposal on increasing the limit of daily related party transactions expected to occur with related parties in 021 was deliberated and adopted;
The first session of the board of supervisors deliberated and adopted the amendment on the initial public offering of RMB common shares (A shares) on August 20, 2021
Proposal on the articles of Association (Draft) of the ninth meeting and applicable after listing on the gem
The proposal on Amending the rules of procedure of the board of supervisors was deliberated and adopted
The proposal on the full text of the company's 2021 semi annual report was deliberated and adopted
The first board of supervisors
On October 24, 2021, the proposal on the full text of the company's third quarter report in 2021 was deliberated and adopted at the 10th meeting
The proposal on using raised funds to replace self raised funds invested in advance and paid issuance expenses was deliberated and adopted
The first session of the board of supervisors deliberated and adopted the "on the use of raised funds to provide loans to wholly-owned subsidiaries" on October 31, 2021
Proposal on investment projects of the 11th meeting
The proposal on using some idle raised funds for cash management was deliberated and adopted
The first board of supervisors
On November 9, 2021, the 12th meeting of the proposal on using idle self owned funds for cash management was deliberated and adopted
The proposal on joint investment with related parties to establish a holding subsidiary and the first session of the board of supervisors of the related parties was deliberated and adopted
December 16, 2021
The 13th meeting deliberated and adopted the proposal on the company's 2022 annual futures hedging plan and business authorization
2、 Audit opinions of the board of supervisors on relevant matters of the company in 2021
In 2021, the board of supervisors in accordance with the company law, the securities law and other laws and regulations, normative documents and the
The company's articles of association, rules of procedure of the board of supervisors and other provisions and requirements on the company's legal operation, financial situation
The use of raised funds, related party transactions, external guarantees, internal control and other matters were supervised and inspected,
And made the following comments:
(I) legal operation of the company
During the reporting period, the board of supervisors of the company supervised the operation of the company according to law. After review, the board of supervisors considered that the convening, convening and decision-making procedures of the general meeting of shareholders and the meeting of the board of directors were in line with the company law and other laws and regulations and the relevant provisions of the articles of Association; The board of directors of the company made timely, accurate and complete external information disclosure in strict accordance with the requirements of the information disclosure management system, and did not find that the company had matters that should be disclosed but not disclosed, nor did it damage the interests of minority shareholders due to selective information disclosure; The special committees of the board of directors shall perform their duties in accordance with the rules of procedure of the special committees of the board of directors; The directors and senior managers of the company perform their duties in accordance with the company law and other laws and regulations and the relevant provisions of the articles of association, and there are no acts in violation of laws and regulations, the articles of association or damaging the interests of the company.
(II) check the company's financial situation
During the reporting period, the board of supervisors carefully reviewed the regular reports prepared by the board of directors of the company and effectively supervised the financial status and financial results of the company in 2021. After review, the board of supervisors believes that the company's financial system is sound, the financial operation is standardized, the preparation and review procedures of regular reports comply with laws, administrative regulations and the provisions of the CSRC, and the company's 2021 financial statements truly and objectively reflect the company's financial situation and operating results in 2021.
(III) use of raised funds
During the reporting period, the board of supervisors supervised and inspected the deposit, management and use of the company's raised funds in 2021. The board of supervisors believed that the deposit and use of the company's raised funds in 2021 met the relevant provisions of the CSRC and Shenzhen Stock Exchange on the deposit and use of raised funds of listed companies, and there was no illegal use of raised funds, There is no situation that damages the interests of the company and all shareholders, especially minority shareholders.
(IV) related party transactions of the company
During the reporting period, the board of supervisors supervised and verified the related party transactions between the company and related parties, and believed that the related party transactions of the company in 2021 were in line with the principles of fairness, impartiality and fairness. All parties to the related party transactions strictly fulfilled their rights and obligations, and timely fulfilled the obligation of information disclosure on the related party transactions, without damaging the interests of the company and the rights and interests of minority shareholders.
(V) external guarantee of the company
There was no external guarantee in 2021.
(VI) opinions on the self-evaluation report of internal control
The board of supervisors reviewed the internal control self-evaluation report submitted by the company. The board of supervisors believed that the company had maintained effective internal control over financial reporting in all major aspects in accordance with the requirements of the enterprise internal control standard system and relevant regulations. The company's 2021 internal control evaluation report objectively and truly reflects the construction and operation of the company's internal control system.
(VII) supervise the implementation of insider information management system
The board of supervisors supervised the company's implementation of the insider information management system and held that during the reporting period, the company strictly implemented and implemented the insider information registration management in accordance with the insider information registration management system and other laws and administrative regulations. During the reporting period, the company did not find that insiders disclosed insider information, conducted insider trading or suggested others to use insider information for trading.
(VIII) inspection of the company's information disclosure management system
The board of supervisors checked the establishment and implementation of the information disclosure management system of the company during the reporting period, and found no violation of laws and regulations in information disclosure. The board of supervisors believes that the company has established a relatively perfect information disclosure management system in accordance with the requirements of relevant laws and regulations. During the reporting period, the company strictly standardized the information transmission process in accordance with the relevant information disclosure management system, and disclosed the information truthfully, accurately, timely and completely in accordance with the requirements of the system. There was no investigation or rectification required by the regulatory authorities due to the information disclosure.
3、 Work prospect of the board of supervisors in 2022
In 2022, the board of supervisors will continue to perform its supervision duties diligently and conscientiously in strict accordance with the company law, securities law, listing rules, standardized operation and other laws and regulations, as well as the articles of association, rules of procedure of the board of supervisors and other relevant rules and regulations, attend the board of directors and shareholders' meetings in accordance with the law, supervise the decision-making of major matters, promote the standardized operation of the company and effectively safeguard the legitimate rights and interests of the company and shareholders. At the same time, in the future, we will further strengthen the study of laws and regulations, actively carry out work exchanges and continuously improve the level of supervision.
It is hereby reported.
China Resources Chemical Innovative Materials Co.Ltd(301090) board of supervisors April 8, 2022
