Work report of the board of supervisors in 2021
Work report of the board of supervisors in 2021
1、 Convening of the board of supervisors
This year, the company held four meetings of the board of supervisors. The relevant information is as follows:
1. The fifth meeting of the 10th board of supervisors of the company was held in the company on April 16, 2021, and the announcement of the resolution of the meeting was disclosed in China Securities News, Shanghai Securities News, securities times, securities daily and cninfo on April 20, 2021;
2. The sixth meeting of the 10th board of supervisors of the company was held by means of communication on April 29, 2021, and the proposal on reviewing the report of the first quarter of 2021 was adopted at the meeting;
3. The seventh meeting of the 10th board of supervisors of the company was held by means of communication on July 26, 2021. The announcement of the resolution of the meeting was disclosed in China Securities News, Shanghai Securities News, securities times, securities daily and cninfo on July 28, 2021;
4. The eighth meeting of the 10th board of supervisors of the company was held in the company on October 22, 2021. The announcement of the resolution of the meeting was disclosed in China Securities News, Shanghai Securities News, securities times, securities daily and cninfo.com on October 23, 2021.
2、 Legal operation of the company
The board of supervisors supervised the operation of the company in 2021 and believed that the company could operate in accordance with the law this year, the decision-making level, the supervision level and the executive level took their respective responsibilities, and the decision-making process of the general meeting of shareholders, the board of directors, the board of supervisors and the management level complied with the legal procedures and achieved good results. In 2021, the company held 8 meetings of the board of directors, 4 meetings of the board of supervisors and 3 meetings of shareholders. The board of supervisors attended or attended relevant meetings as nonvoting delegates, and conducted all-round supervision on the decision-making process of major matters of the company. Through supervision, we believe that the procedures and time of the above meetings are in line with the provisions of the company law, the articles of association and other relevant documents, and the decision-making process is legal and effective. The board of supervisors also reviewed the performance of the company’s directors, general manager and other senior managers, and found that the above-mentioned personnel did not violate laws, regulations, articles of association or damage the interests of the company.
3、 Financial inspection of the company
Work report of the board of supervisors in 2021
In 2021, the board of supervisors timely understood and inspected the company’s operation and financial status, and carefully reviewed the company’s quarterly report, semi annual report and annual report. Through inspection and review, the board of supervisors believes that the procedures for the board of directors to prepare the company’s 2021 quarterly report, semi annual report and annual report comply with laws, administrative regulations and the provisions of the CSRC. The annual financial report has been audited by ShineWing Certified Public Accountants (special general partner) and issued a standard unqualified audit report. The content of the financial report is true, accurate and reliable It completely reflects the financial situation and operating results of the company, and there are no false records, misleading statements or major omissions.
4、 Inspection on the implementation of information disclosure management system
The company has established a standardized information disclosure management system, which makes clear provisions on information disclosure management from the aspects of scope, standards, internal control and accountability. In 2021, the company issued 63 announcements, including 60 announcements by the board of directors and 3 announcements by the board of supervisors. After inspection, the board of supervisors believes that the above announcements have fulfilled the necessary internal control procedures in accordance with the relevant provisions of the information disclosure management system, and the announcements truly, accurately and completely reflect the operation of the listed company, without any false records, misleading statements or major omissions.
5、 Review of related party transactions
In 2021, the company reviewed the annual daily related party transactions, joint investment with professional institutions, non-public offering of shares and other related party transactions. The related party transactions with related parties performed the necessary decision-making procedures when the related parties avoided. The independent directors issued independent opinions in accordance with relevant regulations and fulfilled the obligation of information disclosure in time. After careful review, the board of supervisors believes that the related party transactions between the company and related parties in 2021 are fairly priced, in line with market principles, fair and open transactions, no insider trading, and there is no use of related party transactions to damage the interests of the company and shareholders.
6、 Review of guarantees
The company formulated the external guarantee management system, held the 9th meeting of the 10th board of directors and the 2020 annual general meeting of shareholders, deliberated and approved the proposal on re approving the guarantee amount for each subsidiary, and passed the maximum guarantee limit for the holding subsidiaries Ningxia Ningdong Yantai Tayho Advanced Materials Co.Ltd(002254) Co., Ltd., Ningxia Taihe Aramid Fiber Co., Ltd. and Yantai Newstar spandex Co., Ltd.
After the review of the board of supervisors, the company strictly implemented the approval procedures for external guarantee in 2021 and did not provide external guarantee in violation of regulations
Work report of the board of supervisors in 2021
Guarantee and timely fulfill the obligation of information disclosure.
7、 Review of capital operation
The 10th board of supervisors reviewed the proposal on non-public offering of shares in 2021, and approved the proposal on non-public offering of shares in 2021.
8、 Examination of the use of raised funds
The board of supervisors reviewed the use of the company’s raised funds in accordance with the proposal on using idle raised funds for cash management, the proposal on using bank bills to pay the funds required for the raised investment projects and replacing them with the raised funds in the same amount, and the proposal on using the raised funds to invest the raised funds in the raised investment projects of the holding subsidiaries in the form of paid use, and considered that the company seriously complied with relevant laws Laws and regulations, the company manages and uses the raised funds in accordance with the requirements of the raised funds management system. The actual investment projects of the raised funds are consistent with the promised investment projects, and no major violations of the use of the raised funds are found. The special report on the deposit and use of raised funds in 2021 issued by the board of directors of the company truly and accurately reflects the actual deposit and use of raised funds in 2021, and agrees with the report.
9、 Review of other relevant situations
In 2021, there was no illegal occupation of the company’s funds by controlling shareholders and related parties.
The board of supervisors reviewed the self-evaluation report of the board of directors on the company’s internal control in 2021 and held that the company has established a relatively perfect internal control system and can be effectively implemented. The self-evaluation report of the company’s internal control truly and objectively reflects the construction and operation of the company’s internal control system.
Yantai Tayho Advanced Materials Co.Ltd(002254) board of supervisors
April 11, 2022
