Beijing Unistrong Science & Technology Co.Ltd(002383)
Report on the work of independent directors in 2021
Dear shareholders and their agents
As an independent director of Beijing Unistrong Science & Technology Co.Ltd(002383) (hereinafter referred to as ” Beijing Unistrong Science & Technology Co.Ltd(002383) ” or “the company”), in 2021, I have earnestly exercised the rights conferred by the company, timely learned the production and operation information of the company, and paid full attention to the development of the company in strict accordance with the company law, the guiding opinions on the establishment of independent directors in listed companies and other laws and regulations and the articles of association, Actively attended the relevant meetings held by the company in 2021, expressed independent and objective opinions on the relevant matters considered by the board of directors, faithfully performed their duties, and gave full play to the role of independent directors. I hereby report my performance of duties in 2021 as follows:
1、 Attendance at meetings
In 2021, the convening of the board of directors and the general meeting of shareholders of the company met the legal procedures, and the relevant procedures were performed for major business decisions and other major matters. My attendance at the meeting is as follows:
1. Attendance at the board of directors
In 2021, I seriously participated in the board of directors held by the company, actively attended the general meeting of shareholders, carefully reviewed relevant materials, participated in the discussion of various topics and put forward reasonable suggestions, exercised voting rights with a rigorous attitude and fulfilled the obligations of independent directors. The attendance at the board of directors this year is as follows:
The name of the attending director shall be present at the scene. The attending director shall attend by means of communication and entrust the attending director to be absent
Number of meetings number of meetings
Gao Zhuo 16 15 1 0 0
After careful consideration of the proposals of the board of directors and other matters of the company, I voted for them without objection.
2. Attendance at the general meeting of shareholders
In 2021, the company held 6 general meetings of shareholders, and I attended 0 meetings as a nonvoting delegate.
2、 Independent opinions
In 2021, in accordance with the guiding opinions on the establishment of independent director system in listed companies issued by the CSRC and the relevant provisions of the articles of association and independent director working system of the company, I carefully checked the proposals requiring independent opinions, and based on my independent and objective judgment, I expressed independent opinions on the following matters:
1. On April 13, 2021, at the 92nd meeting of the Fourth Board of directors, the independent opinions on the company’s debt transfer, repurchase and related party transactions were expressed.
2. On April 27, 2021, at the 94th meeting of the Fourth Board of directors, the company expressed independent opinions on the sale of 100% equity and related party transactions of Zhengzhou airport port Youhe Technology Co., Ltd., the general election of the board of directors, the standard of work allowance for independent directors and the appointment of the general manager.
3. On April 29, 2021, the 93rd meeting of the 4th board of directors discussed the company’s profit distribution plan in 2020, the company’s internal control in 2020, the storage and use of raised funds in 2020, the renewal of Shanghui accounting firm (special general partnership) as the company’s audit institution, the external guarantee and the occupation of funds by related parties during the reporting period, the change of accounting policies Express independent opinions on the prediction of daily connected transactions in 2021, the provision for asset impairment and write off of assets in 2020, the remuneration of directors and senior executives in 2021, the matters involved in the matters highlighted in the qualified opinion audit report, and the matters involved in the qualified opinion internal control assurance report.
4. On May 14, 2021, at the first meeting of the Fifth Board of directors, the company expressed independent opinions on the appointment of the company’s deputy general manager, financial director, Secretary of the board of directors and other senior managers by the Fifth Board of directors. 5. On July 30, 2021, at the second meeting of the Fifth Board of directors, the company expressed independent opinions on the company’s provision of supplementary mortgage and pledge, counter guarantee and related party transactions to related parties, foreign investment and related party transactions, related party transactions with Tianpai Electronics (Shenzhen) Co., Ltd. on raw material procurement and product sales, and adjustment of the amount of subprojects of the company’s raised investment projects.
6. On August 27, 2021, at the third meeting of the Fifth Board of directors, the company issued independent opinions on the external guarantees and funds occupied by related parties during the reporting period, and on the deposit and use of raised funds during the reporting period.
7. On September 3, 2021, at the fourth meeting of the Fifth Board of directors, the independent opinions were expressed on the company’s development of accounts receivable factoring business, sale and leaseback business and related party transactions.
8. On November 16, 2021, at the sixth meeting of the Fifth Board of directors, the company expressed independent opinions on the by election of non independent directors of the Fifth Board of directors, the resignation of the general manager and the appointment of senior managers.
9. On December 10, 2021, the seventh meeting of the Fifth Board of directors discussed the company’s decision on terminating the sale of 100% equity and related party transactions of Zhengzhou HANGGANG xingpai Technology Co., Ltd., on confirming the profit and loss adjustment of long-term equity investment, on selling 100% equity of Zhengzhou HANGGANG xingpai Technology Co., Ltd., on the competence of the evaluation institution, the independence of the evaluation institution Give independent opinions on the rationality of assessment assumptions and conclusions. 3、 On site investigation of the company
In 2021, I attended the board of directors and the general meeting of shareholders on time. I listened to the reports of the company’s relevant personnel and conducted field visits on the company’s financial operation, capital exchanges, construction progress and daily operation of the investment projects funded by raised funds, timely learned about the company’s production and operation trends, and expressed opinions on the board of directors to exercise my powers. Investigated the implementation of the company’s management and internal control system and the implementation of the resolutions of the board of directors, and performed the duties of independent directors.
4、 Work done in protecting the rights and interests of investors
1. Continue to pay attention to the company’s information disclosure, effectively supervise and verify the timely disclosure of specified information, and effectively safeguard the legitimate rights and interests of investors and public shareholders. In 2021, the company can truly, timely, completely and accurately perform information disclosure in strict accordance with the relevant provisions of the Shenzhen Stock Exchange Stock Listing Rules and the company information disclosure management system.
2. For all major matters that need to be considered and decided by the board of directors, I have carefully reviewed the materials provided by the company, deeply understood the drafting of relevant proposals, used professional knowledge, expressed opinions and provided decision-making suggestions in the decision-making of directors.
3. In order to effectively perform the duties of independent directors, I also carefully studied the laws, regulations and rules related to the standardized operation of listed companies and the performance of duties by independent directors, participated in the training of independent directors organized by Shenzhen stock exchange during the reporting period, deepened my understanding and understanding of relevant laws and regulations, especially those related to the corporate governance structure and the protection of the rights and interests of public shareholders, and effectively strengthened my understanding of the company and investors, Especially the ability to protect the legitimate rights and interests of public shareholders.
5、 Other matters
(I) no independent director proposed to hold a meeting of the board of directors.
(II) no independent director proposed to hire or dismiss an accounting firm.
(III) there is no external audit institution or consulting institution employed by independent directors.
6、 Contact information
Name: Gao Zhuo
Email: zhuo.com [email protected].
Finally, I would like to express my heartfelt thanks to the board of directors, management and relevant personnel for their active cooperation and support in the process of performing their duties.
It is hereby reported
Beijing Unistrong Science & Technology Co.Ltd(002383) the independent director of the 4th board of directors: Gao Zhuo April 15, 2002
