Beijing Thunisoft Co.Ltd(300271)
BEIJING THUNISOFTCORPORATIONLIMITED
Securities code: Beijing Thunisoft Co.Ltd(300271) securities abbreviation: Beijing Thunisoft Co.Ltd(300271) Announcement No.: 2022031
Beijing Thunisoft Co.Ltd(300271)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Beijing Thunisoft Co.Ltd(300271) (hereinafter referred to as “the company”) strictly abided by the company law, the securities law and other laws and regulations as well as the relevant provisions of the articles of association, diligently performed the duties and obligations entrusted by the law and shareholders on the principle of safeguarding the interests of the company and shareholders, attended all previous general meetings of shareholders, attended the meetings of the board of directors as nonvoting delegates, and supervised the decision-making procedures and compliance of all major matters of the company, Reviewed the company’s financial situation and the preparation of financial reports, supervised the legality and compliance of directors, managers and other senior executives in performing their duties, and effectively played a role in standardizing the company’s operation, improving and improving its governance level. The report on the work of the board of supervisors in 2021 is as follows:
1、 Work of the board of supervisors during the reporting period
During the reporting period, the board of supervisors of the company held 7 meetings, as follows:
Meeting time and proposal of the session
Proposal on applying for comprehensive credit line and providing guarantee from banks at the 7th session of the board of supervisors in January 2021
14th meeting 19 May
Proposal on 3 Simei Media Co.Ltd(002712) 021 restricted stock incentive plan (Draft) and its summary;
The proposal on the measures for the administration of the implementation of the incentive plan of the 15th meeting of 3 Simei Media Co.Ltd(002712) 021 restricted stock incentive month on February 10, 2021 of the 7th board of supervisors;
Proposal on verifying the list of incentive objects of restricted stock incentive plan in 3 Simei Media Co.Ltd(002712) 021
Proposal on granting restricted stocks to the incentive objects of the restricted stock incentive plan in 2021 at the 16th meeting of the seventh board of supervisors on February 26, 2021
Work report of the board of supervisors in 2020;
2020 annual report and summary;
2020 profit distribution plan;
2020 internal control evaluation report;
Remuneration of supervisors in 2021;
Special report on the deposit and use of raised funds in 2020;
Proposal of the 17th meeting of the 7th board of supervisors on April 20, 2021 on the company and its subsidiaries applying for comprehensive credit and providing guarantee to banks;
Proposal on changes of accounting policies;
Proposal on reappointment of the company’s audit institution in 2021;
Proposal on prediction of daily connected transactions in 2021;
Proposal on canceling some stock options granted in 2018 stock option incentive plan;
First quarter report of 2021
The proposal on the closing of non-public development bank stock investment projects and permanent replenishment of working capital at the 18th meeting of the seventh board of supervisors on June 28, 2021;
On the exercise price of 2018 stock option incentive plan and the restrictions in 2021
Beijing Thunisoft Co.Ltd(300271)
BEIJING THUNISOFTCORPORATIONLIMITED
Proposal on the adjustment of the grant price and repurchase price of the stock incentive plan;
Proposal on cancellation of stock option incentive plan in 2018;
Proposal on repurchase and cancellation of some restricted shares;
Proposal on granting restricted shares to incentive objects whose grant is suspended under the 2021 restricted stock incentive plan
The semi annual report of 2021 and the summary of the semi annual report of 2021 of the seventh board of supervisors in August 2021; Special report on the deposit and actual use of raised funds in the half year of 2021 at the 19th Meeting on June 27
Proposal on share repurchase scheme of the company issued by the 7th board of supervisors in October 2021;
Report of the third quarter of 2021 at the 20th meeting on June 25
2、 Verification opinions of the board of supervisors on relevant matters of the company in 2021
1. Legal operation of the company
All members of the board of supervisors attended the previous general meetings of shareholders during the reporting period, attended the meetings of the board of directors as nonvoting delegates, and supervised and verified the convening and decision-making procedures of the board of directors and the general meeting of shareholders, and the implementation of the resolutions of the general meeting of shareholders by the board of directors according to law.
The board of supervisors believes that the decision-making procedures of the board of directors of the company strictly comply with the relevant provisions of the company law and other laws and regulations and the articles of Association; The operation of the third committee is standardized, the procedure is legal and the decision-making is reasonable; The internal control system has been continuously improved.
2. Financial situation of the company
The board of supervisors of the company inspected the financial supervision system and financial status during the reporting period, and considered that the company’s financial status and operating results were good, the internal control system of financial accounting was sound, there were no major omissions and false records in accounting, strictly implemented the accounting law, enterprise accounting standards and other laws and regulations, and found no violations of rules and disciplines. 3. Related party transactions of the company
During the reporting period, the related party transactions of the company met the needs of the company’s operation and development, the decision-making procedures of the company’s related party transactions complied with the provisions of relevant laws and regulations, the articles of association and other relevant documents, and there was no situation that damaged the rights and interests of the company and its shareholders, especially the interests of small and medium-sized shareholders.
4. External guarantee of the company
During the reporting period, the company’s external guarantee has fulfilled relevant decision-making procedures and been disclosed on the information disclosure website designated by the China Securities Regulatory Commission on the gem. There is no illegal guarantee and damage to the interests of the company.
5. Use of funds raised by the company
The board of supervisors inspected the use and management of the company’s raised funds during the reporting period. The board of supervisors believed that the storage and use of the company’s raised funds complied with the relevant provisions of the raised funds management system of the CSRC, Shenzhen Stock Exchange and the company, and there was no illegal use of the raised funds, no change or disguised change in the investment direction of the raised funds and damage to the interests of shareholders. The company has not changed the investment direction and purpose of the raised funds.
6. Equity incentive of the company
During the reporting period, the company launched the restricted stock incentive plan for 2021. The board of supervisors reviewed the draft incentive plan and assessment management measures, verified the list of incentive objects, and believed that the implementation of this incentive plan will be conducive to further improving the corporate governance structure, establishing and improving the company’s long-term incentive mechanism, conducive to the sustainable development of the company, and the subject qualification of incentive objects is legal and effective, The incentive plan of the company does not exist
Beijing Thunisoft Co.Ltd(300271)
BEIJING THUNISOFTCORPORATIONLIMITED
Damage to the interests of the company and all shareholders.
7. Implementation of insider information management system by the company
During the reporting period, according to the requirements of China Securities Regulatory Commission and Shenzhen Stock Exchange, the company strictly implemented the insider management system, strengthened the education and management of insider information, did a good job in the registration of insider information, truthfully and completely recorded the list of insider information in all links such as reporting, transmission, preparation and review of insider information before public disclosure, so as to prevent insider trading. After verification, the company did not use insider information for illegal stock trading during the reporting period.
8. Self evaluation of the company’s internal control
The board of supervisors of the company carefully reviewed the 2021 annual internal control evaluation report of the board of supervisors and issued the following audit opinions: after audit, the board of supervisors of the company believes 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.
3、 2022 work plan of the board of supervisors
The board of supervisors of the company will continue to supervise the legal performance of directors and senior managers, the operation of the company according to law and the standardized operation of the company in strict accordance with the company law, the securities law and other laws and regulations as well as the relevant provisions of the articles of association, and in the attitude of being responsible to all shareholders, so as to promote the further improvement and improvement of the governance level of the company. At the same time, enhance the company’s risk prevention ability, promote the sustainable, healthy and stable development of the company, and earnestly safeguard and protect the interests of the company and shareholders.
Beijing Thunisoft Co.Ltd(300271) board of supervisors
April 15, 2002
