Work report of Baoding Lucky Innovative Materials Co.Ltd(300446) independent directors
Baoding Lucky Innovative Materials Co.Ltd(300446) independent director
2021 annual work report
(Liu Hongchuan)
Shareholders and shareholder representatives:
As an independent director of Baoding Lucky Innovative Materials Co.Ltd(300446) (hereinafter referred to as "the company"), in 2021, in the face of the adverse situation that the company's shares were subject to other risk warnings (st) and delisting risk warnings ( st), I was able to honestly, diligently, independently, conscientiously and actively attend relevant meetings held by the company in strict accordance with the provisions and requirements of relevant laws and regulations and the articles of association, and timely understand the production and operation information of the company, Pay full attention to the development of the company, carefully consider various proposals of the board of directors, give full play to the independent and professional role of independent directors, effectively safeguard the legitimate interests of the company and shareholders, and offer suggestions for the long-term development of the company. I hereby report my performance of duties as an independent director in 2021 as follows:
1、 Attendance at meetings
1. In 2021, the company held 6 board meetings, and I personally attended 6 board meetings. All proposals submitted to the board of directors were carefully considered and voting rights were exercised prudently.
2. Before the meeting, with the cooperation of the office of the board of directors of the company, timely obtain the materials and information required for the deliberation of the meeting; At the meeting, based on my independent judgment, I carefully considered each proposal, actively participated in the discussion and put forward reasonable suggestions, which played a positive role in making scientific decisions for the meeting.
3. I believe that the convening and holding of the board of directors and general meeting of shareholders of the company in 2021 comply with the legal procedures, and the relevant procedures have been performed for major business decisions and other major matters, which are legal and effective. I voted for all the proposals of the board of directors without objection or abstention.
2、 Independent opinions
In 2021, I made the following independent opinions based on independent judgment in accordance with the articles of association, working system of independent directors and decision-making system of related party transactions:
1. Before the seventh meeting of the Fourth Board of directors held on April 23, 2021, I issued a prior approval opinion on the company's daily connected transactions in 2020 and the expected daily connected transactions in 2021. At the 7th Meeting of the 4th board of directors held on April 23, 2021, I
Work report of Baoding Lucky Innovative Materials Co.Ltd(300446) independent directors
Annual profit distribution plan, cash management with idle self owned funds, cash management with idle raised funds, providing guarantee to wholly-owned subsidiaries and holding subsidiaries of the company, deposit and use of raised funds in 2020, occupation of funds and external guarantee of controlling shareholders and other related parties in 2020, internal control self-evaluation report in 2020 The daily related party transactions in 2020 and the forecast of daily related party transactions in 2021, the adjustment of the implementation progress of some investment projects with raised funds, and the company's intention to sign the financial service agreement with Aerospace Hi-Tech Holding Group Co.Ltd(000901) Finance Co., Ltd. and expressed independent opinions on related party transactions.
2. At the eighth meeting of the Fourth Board of directors held on August 11, 2021, I expressed independent opinions on the proposed by election of directors and nomination of candidates by the board of directors and the proposed appointment of senior managers by the board of directors.
3. Before the ninth meeting of the Fourth Board of directors held on August 20, 2021, I issued a prior approval opinion on the capital occupation and external guarantee of the company's controlling shareholders and other related parties in the half year of 2021 and the renewal of the company's audit institution in 2021. At the 9th meeting of the 4th board of directors held on August 20, 2021, I gave independent opinions on the occupation of funds and external guarantees of the company's controlling shareholders and other related parties in the half year of 2021, the deposit and use of raised funds in the half year of 2021, the renewal of the company's audit institution in 2021, the increase of daily connected transaction estimates in 2021, and the appointment of senior managers.
4. At the 11th meeting of the 4th board of directors held on October 25, 2021, I expressed my independent opinions on the tenure system and contractual management work plan of the company's management.
5. At the 12th meeting of the Fourth Board of directors held on December 3, 2021, I expressed independent opinions on the company's plan to adjust the implementation progress of some investment projects with raised funds.
I believe that the major issues considered by the board of directors in 2021 are in line with the provisions of the company law, the securities law and other relevant laws and regulations and the articles of association, reflecting the principles of openness, fairness and impartiality. The procedures for convening, deliberating and voting on major issues of the company are legal and effective, and there is no situation that damages the interests of the company and all shareholders, especially the interests of minority shareholders.
3、 Performance of special committees of the board of directors
Before September 10, 2021, he will be a member of the nomination committee and the strategy committee of the Fourth Board of directors. After September 10, 2021, he will be the convener of the remuneration and assessment committee and a member of the nomination committee. During this period, we can strictly follow the working rules of the nomination committee of the board of directors, the working rules of the strategy committee of the board of directors and the
Work report of Baoding Lucky Innovative Materials Co.Ltd(300446) independent directors
Based on the principle of diligence, the working rules of the remuneration and assessment committee of the board of directors has performed the following duties: 1. As a member of the nomination committee of the Fourth Board of directors of the company, I can carry out relevant work in strict accordance with the relevant requirements of the working rules of the nomination committee.
2. From January to September 2021, as a member of the strategy committee of the Fourth Board of directors of the company, I actively participated in the meeting of the strategy committee in 2021, studied the company's long-term development strategic planning and the development direction of technology and products, studied and made suggestions on other major matters affecting the development of the company, and further improved the rationality and scientificity of the company's strategic decision.
3. Since September 10, 2021, as the convener of the remuneration and appraisal committee of the Fourth Board of directors of the company, I have presided over the daily work of the remuneration and appraisal committee of the Fourth Board of directors of the company, actively participated in the meetings of the remuneration and appraisal committee, promoted the contractual work of professional managers of the company, supervised the remuneration and performance appraisal of the company, and assessed the senior managers of the company, According to the work scope, importance and other factors of the company's senior managers, put forward suggestions on the assessment and evaluation standards, and promote the company to further improve the scientificity of salary assessment on the basis of standardized operation.
4、 Other working conditions:
1. The company operated normally and normally in 2021, and did not propose to convene the board of directors, and did not independently hire external audit institutions and consulting institutions;
2. All previous board meetings of the company in 2021 were held in accordance with relevant legal procedures, and all decision-making matters were performed in accordance with relevant procedures, which were legal and effective;
3. The general meeting of shareholders of the company in 2021 was convened, proposed, convened and voted in accordance with legal procedures, and the resolutions deliberated and adopted were legal and valid.
5、 Work prospect in 2022
In 2022, I will continue to maintain an independent and objective position, carefully, diligently and faithfully perform the duties of independent directors, make full use of professional knowledge to provide reference for the scientific decision-making of the board of directors, accelerate the construction of the company's internal control and system, and earnestly safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially the majority of minority shareholders. I also sincerely hope that under the leadership of the board of directors, the company will continue to adhere to strategic determination, continue to increase investment in technology R & D, accelerate the R & D and listing progress of electronic functional materials, and expand the scale of work by using the capital market,
Work report of Baoding Lucky Innovative Materials Co.Ltd(300446) independent directors
Improve the company's comprehensive competitiveness, realize the company's high-quality development, and ensure that the delisting risk warning will be lifted in 2022. In my work in 2021, I would like to express my heartfelt thanks to the company and relevant personnel for their active and effective cooperation and support.
Baoding Lucky Innovative Materials Co.Ltd(300446) independent directors:
April 15, 2022
