Ledman Optoelectronic Co.Ltd(300162)
2021 annual report of independent directors
(Liao Chaohui)
Dear shareholders and shareholder representatives
Since I became an independent director of the 5th board of directors of Ledman Optoelectronic Co.Ltd(300162) (hereinafter referred to as “the company”) on October 22, 2021, during my tenure, I have strictly followed the company law of the people’s Republic of China, the rules for independent directors of listed companies, the rules for the listing of shares on the gem of Shenzhen Stock Exchange (hereinafter referred to as “the Listing Rules”), other relevant laws and regulations and the articles of association The working system of independent directors of the company and other relevant systems and regulations of the company, earnestly perform their duties, give full play to the independent role of independent directors, safeguard the overall interests of the company, and safeguard the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders.
I hereby report my performance of duties as an independent director from October 22, 2021 to December 31, 2021 to all shareholders and shareholder representatives as follows:
1、 Attendance at the board of directors and shareholders’ meeting in 2021
(I) participation in the board of directors
During his tenure in 2021, the company held one board meeting. I have performed my duties diligently in strict accordance with the requirements of relevant laws and regulations, and have not been absent from the board of directors. The attendance at the board of directors is as follows:
Number of attendance required number of on-site attendance number of attendance by means of communication number of entrusted attendance number of absences
2 1 0 0 0
I have carefully reviewed the relevant materials submitted to the board meeting for consideration and the relevant matters considered at the meeting, and confirmed that the convening of each meeting complies with the legal procedures, and the relevant procedures have been fulfilled for major business decision-making and other major matters, which are legal and effective. After objective and careful consideration of all the motions, I voted in favour of them, but did not vote against them or abstain from voting.
(II) attendance at the general meeting of shareholders
During his tenure in 2021, the company held a general meeting of shareholders, and I attended the meeting.
2、 Independent opinions
During the term of office, as an independent director, I expressed independent opinions on the following matters:
Time of independent opinions at the session of the meeting
type
On October 22, 2021, Section V directors 1. Independent opinions on the appointment of senior managers. agree
First meeting of the day (p.m.)
Meeting
3、 Performance of special committees of the board of directors
The board of directors of the company has four special committees: nomination committee, audit committee, salary and assessment committee and Strategy Committee. During the reporting period, as the chairman of the nomination committee, the member of the remuneration and assessment committee and the member of the strategy committee, I attended a meeting of the nomination committee. During my tenure, there was no meeting of the remuneration and assessment committee and the strategy committee. During his tenure in 2021, he will mainly perform the following duties:
As a member of the nomination committee, I participated in a meeting of the members of the Nomination Committee during my tenure, nominated the proposed senior managers of the Fifth Board of directors of the company, carefully examined the qualifications of the candidates, and actively fulfilled the responsibilities and obligations of the members of the nomination committee.
4、 Work done to protect investors
(I) on site inspection of the company
During my tenure in 2021, as an independent director, I made a field visit to the company to understand the production and operation of the company, the working conditions of employees and the on-site management system. Through wechat, telephone and e-mail, I kept close contact with other directors, senior managers and relevant staff of the company, timely learned the progress of major matters of the company and mastered the operation dynamics of the company, Put forward suggestions and opinions on the operation and management of the company, paid attention to the stock dynamics and other relevant reports of the company every day, and effectively performed the duties of independent directors.
(II) strengthen learning and improve the ability to perform duties
In order to better perform my duties and give full play to the role of independent directors, I participated in the training organized by the CSRC and its authorized institutions in accordance with the requirements of the CSRC, actively studied the latest relevant laws, regulations and other relevant documents, deepened my understanding and understanding of the corporate governance structure, and continuously improved my ability to perform my duties. Maintain the identity and independence of performing duties as independent directors, and are not affected by the controlling shareholders, actual controllers and other interested units or individuals of the listed company. Pay attention to the legal convening and convening of the general meeting of shareholders and the board of directors and the implementation of relevant resolutions, and effectively protect the rights and interests of investors, especially small and medium-sized investors.
5、 Other work
(I) during the term of office in 2021, there was no proposal to convene the board of directors;
(II) during the term of office in 2021, there was no independent employment of external audit institutions and consulting institutions; (III) during the term of office in 2021, no independent director proposed to hire or dismiss an accounting firm. As an independent director of the company, during my term of office in 2021, I faithfully performed my duties, actively played the role of independent directors and made suggestions for the development and growth of the company.
Looking forward to 2022, I will continue to perform the duties of independent directors in accordance with the provisions and requirements of relevant laws and regulations on independent directors, use my professional knowledge and experience to provide reference opinions for the decision-making of the board of directors, ensure that the overall interests of the company and the legitimate rights and interests of minority shareholders are not damaged, and strive to promote the sustainable, healthy and stable development of the company.
Hereby report!
Independent director: Liao Zhaohui
April 11, 2022
