Securities code: China National Software And Service Company Limited(600536) securities abbreviation: China National Software And Service Company Limited(600536) China National Software And Service Company Limited(600536)
Work report of the board of supervisors in 2021
1、 Composition of the board of supervisors
The seventh board of supervisors of the company is composed of three people, including Liu Xin, chairman of the board of supervisors, Tang Dalong, supervisor, and Shi Dianlin, employee representative supervisor. On November 26, 2021, Ms. Dong Baiyun, the former employee representative supervisor of the company, resigned due to job transfer. After democratic election by the company, Mr. Shi Dianlin was elected as the employee representative supervisor of the seventh board of supervisors of the company. The term of office of the current board of supervisors is 3 years.
2、 Work of the board of supervisors
During the reporting period, all members of the board of supervisors of the company earnestly, prudently and honestly performed their duties in accordance with the provisions of the company law, the articles of association and the rules of procedure of the board of supervisors of the company, from the perspective of earnestly safeguarding the interests of the company and the interests of the majority of shareholders, and in the attitude of being responsible to all shareholders, which promoted the standardized operation, risk prevention and healthy development of the company.
(I) in order to supervise the legitimacy of the procedures of the board of directors and the general meeting of shareholders, the members of the board of supervisors attended all the meetings of the board of directors and the general meeting of shareholders during the reporting period, actively participated in the research of major decisions and decisions of the company, and inspected the operation of the company according to law.
(II) the board of supervisors actively paid attention to the major activities of the company’s production and operation management, and performed its supervision duties on the company’s production and operation management procedures.
(III) the board of supervisors earnestly performs the function of financial supervision and believes that the company has established and improved a relatively perfect internal control system of financial management, which effectively ensures the normal production, operation and management of the company.
(IV) during the reporting period, the 7th board of supervisors of the company held 5 meetings in total, and all supervisors attended all the meetings of the board of supervisors that should be attended without absence. The details are as follows:
Attendance at the board of supervisors attendance at the general meeting of shareholders attendance at the general meeting of shareholders in person attendance at the meeting entrusted by means of communication absence of two consecutive times attendance at the board of supervisors attendance attendance attendance attendance attendance attendance attendance attendance at the meeting in person
Liu Xin 5 5 3 0 0 No 3
Tang Dalong 5 5 3 0 0 No 2
Shi Dianlin 0 0 0 0 0 0 0
Dong Baiyun 5 4 3 1 0 No 2
Reviewed and approved the internal control evaluation report in 2020, the work report of the board of supervisors in 2020, the annual report in 2020, the first quarter report in 2021, the semi annual report in 2021, the third quarter report in 2021, the proposal on the change of accounting policies, the proposal on the company’s restricted stock incentive plan in 2021 (Draft) and its summary Proposals such as the measures for the administration of China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan and the measures for the administration of the implementation and assessment of China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan.
3、 The board of supervisors shall express opinions on the following matters
(I) legal operation of the company
The general meeting of shareholders, the board of directors, the general manager and other decision-making bodies at all levels of the company shall exercise their powers and perform their obligations in strict accordance with relevant national laws, regulations, the articles of association and other systems, and the decision-making procedures are legal.
At present, the company’s internal control system is relatively sound, which meets the requirements of laws and regulations and securities regulatory authorities. The established internal control system is effective and has been consistently implemented, which ensures the normal operation and management of the company, plays an effective role in controlling business risks and ensures the reliability of the company’s financial report. (II) check the financial situation of the company.
The company’s 2021 financial report truly reflects the company’s financial situation and operating results.
(III) the transaction price of the company’s acquisition and sale of assets is reasonable, no insider trading is found, and there is no situation that damages the rights and interests of some shareholders or causes the loss of the company’s assets.
(IV) the company’s related party transactions are fair and do not harm the interests of the company.
(V) changes in accounting policies of the company
The change of accounting policy made by the company in 2021 is a reasonable change in accordance with the requirements of relevant documents issued by the Ministry of finance, which complies with relevant regulations and the actual situation of the company. The approval procedure for the change of accounting policy complies with the provisions of laws, regulations and the articles of Association, and there is no damage to the interests of the company and all shareholders.
(VI) equity incentive
The board of supervisors of the company believes that the restricted stock incentive plan of the company in 2021 complies with the provisions of relevant laws, regulations and normative documents. The implementation of the incentive plan is conducive to further improving the corporate governance structure, improving the medium and long-term incentive and restraint mechanism of the company, fully mobilizing the enthusiasm and creativity of core employees, contributing to the sustainable development of listed companies and maximizing the value of the company and shareholders.
4、 Work plan and research arrangement of the board of supervisors in 2022
In 2022, the board of supervisors of the company will carry out work in accordance with the responsibilities entrusted by the company law, the articles of association and other laws and regulations, further strengthen supervision, strictly implement the arrangement and deployment of the group company, closely focus on the implementation of the company’s strategic planning, strengthen the supervision function, and earnestly safeguard the legitimate rights and interests of shareholders and employees.
Chairman of the board of supervisors: Liu Xin April 15, 2022
