Xinxiang Richful Lube Additive Co.Ltd(300910)
Report on the work of independent directors in 2021
As an independent director of Xinxiang Richful Lube Additive Co.Ltd(300910) (hereinafter referred to as “the company”), I actively participated in the previous board of directors and shareholders’ meetings of the company in strict accordance with the provisions of the company law, the securities law, the guiding opinions on the establishment of independent directors in listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem, the working system of independent directors and the articles of association, Carefully deliberated various proposals, expressed independent opinions on important matters, put forward opinions and suggestions for the scientific decision-making and standardized operation of the company, gave full play to the independent role of independent directors in supervising and advising the company, and effectively safeguarded the legitimate rights and interests of the company and all shareholders. The work in 2021 is reported as follows:
1、 Attendance at company meetings in 2021
During his tenure in 2021, the company held 9 meetings of the board of directors, 6 of which should be attended and 6 in person. There was no absence or failure to attend the meeting in person for two consecutive times; During his tenure in 2021, the company held 4 general meetings of shareholders and attended 3 general meetings of shareholders as nonvoting delegates. With a serious and responsible attitude, I carefully reviewed the meeting materials, actively participated in the discussion of proposals and made reasonable suggestions, and played a positive role of independent directors. The convening of the board of directors and the general meeting of shareholders of the company complies with legal procedures, relevant procedures have been performed for major business decisions, and the resolutions of the meeting are legal and effective. For the proposals considered at all the board meetings attended, it is considered that these proposals do not harm the interests of all shareholders, especially small and medium-sized shareholders, so they all voted in favour, no negative vote and abstention.
2、 Independent opinions
During my tenure in 2021, I expressed independent opinions on relevant matters of the company based on independent judgment in accordance with the articles of association, working system of independent directors and relevant provisions of other laws and regulations:
Meeting time: matters for which independent opinions are expressed at the meeting session type of independent opinions
The third session of the board of directors 1. Proposal on the renewal of the general manager of the company
Agreed on May 7, 2021
The first meeting 2. Proposal on the renewal of the Secretary of the board of directors of the company
Case
3. On the renewal of other senior managers of the company
Member’s proposal
4. Regulations on remuneration of senior management of the company
Proposal of the motion
1. Controlling shareholders of the company for the half year of 2021
Funds and external guarantees occupied by and other related parties
Situation
On August 20, 2021, the third session of the board of directors
Approve the special report on the deposit and use of funds at the second meeting of the day
Proposal for
3. Proposal on the appointment of senior managers
Case
1. On raising funds by using some temporarily idle funds
Proposal on cash management of the third board of directors on October 22, 2021
2. On the use of some temporarily idle self owned funds
Proposal on cash management of gold
1. About Xinxiang Xinxiang Richful Lube Additive Co.Ltd(300910) Material Co., Ltd
Limited company restricted stock incentive plan in 2021
Proposal on the plan (Draft) and its summary of the third board of directors on December 9, 2021
The fourth meeting of the approval day 2. On the issue of Xinxiang Richful Lube Additive Co.Ltd(300910) Material Co., Ltd. of Xinxiang City
Limited company restricted stock incentive plan in 2021
Proposal on the implementation of assessment management measures
1. Proposal on the extension of some raised investment projects
Case
The third board of directors on December 24, 2021
2. The fifth meeting of the agreement on the construction of an annual output of 150000 tons of lubricating oil
Additive series product items and application parts
Proposal on raising funds for construction
1. The regulation on incentive to restricted shares in 2021
The third board of directors on December 30, 2021
The incentive object of the incentive plan agrees to grant restricted shares for the first time
6th meeting
Bill of votes
3、 Performance of special committees
1. As a member of the audit committee of the board of directors of the company, he strictly abided by the company’s working system for independent directors, working system for special committees of the board of directors and other relevant regulations, carefully reviewed the company’s audit report, internal control, storage and use of raised funds and other relevant materials, put forward professional suggestions, deliberated relevant proposals, and earnestly fulfilled the responsibilities of the professional committee.
2. As a member of the remuneration and assessment committee of the board of directors of the company, strictly abide by the working system of independent directors, the working system of special committees of the board of directors and other relevant regulations of the company, review the performance of the duties of the directors and senior managers of the company, and conduct annual performance evaluation; Formulate salary plans or schemes according to the scope, responsibilities and importance of management positions of directors and senior managers and the salary level of relevant positions in other relevant enterprises.
3. As a member of the nomination committee of the board of directors of the company, he strictly abides by the working system of independent directors, the working system of special committees of the board of directors and other relevant regulations of the company, performs his duties with diligence, and earnestly performs the duties of the members of the nomination committee in the selection of directors and senior managers of the company.
4、 On site investigation of the company
During my tenure in 2021, I faithfully performed my duties as an independent director, took advantage of the opportunity to attend meetings of the board of directors and committees under the board of directors and other time to understand the company’s production and operation, financial situation and internal control, maintained close contact with other directors, senior managers and relevant staff of the company, always paid attention to the impact of external environment and market changes on the company, and paid attention to the media The relevant reports of the company on the Internet and timely learn about the progress of major matters 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, so that the company can carry out the company’s information disclosure in strict accordance with the requirements of laws and regulations such as Shenzhen Stock Exchange gem stock listing rules, Shenzhen Stock Exchange listed companies self regulatory guidance No. 2 – standardized operation of GEM listed companies; Ensure that the company’s information disclosure is true, accurate, complete, timely and fair.
2. Perform the duties of independent directors in accordance with the requirements of laws and regulations such as the company law, the guidelines for self regulation and supervision of Listed Companies in Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM. I always adhere to the principles of prudence, diligence and loyalty, actively study relevant laws, regulations and rules, further improve my professional level, strengthen communication with other directors, supervisors and management, objectively and fairly protect the legitimate rights and interests of investors, especially minority shareholders, and play a due role in promoting the steady operation of the company and creating good performance. 6、 Other working conditions
1. During the reporting period, there was no proposal to convene the board of directors;
2. During the reporting period, there was no proposal to hire or dismiss an accounting firm;
3. During the reporting period, there was no proposal to hire external audit institutions and consulting institutions.
The above is my performance report during my tenure in 2021. As an independent director of the company, I faithfully perform my duties. In my future work, I will continue to fulfill my duties, perform the duties of an independent director diligently, give full play to the role of an independent director and safeguard the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders. It is hereby reported. (no text below)
(there is no text on this page, which is the signature page of Xinxiang Richful Lube Additive Co.Ltd(300910) 2021 annual report on the work of independent directors (Cheng Xianping))
Cheng Xianping
April 12, 2022
