Xiongan Kerong Environment Technology Co.Ltd(300152)
Report on the work of independent directors in 2021
As an independent director of Xiongan Kerong Environment Technology Co.Ltd(300152) (hereinafter referred to as “the company”), during my term of office, I earnestly performed my duties in 2021 in strict accordance with the company law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange gem and other laws and regulations, the articles of association, the independent director system and other relevant provisions, gave full play to my accounting and audit expertise, and performed my duties independently and diligently, Safeguarding the interests of the company and all shareholders, especially the interests of minority shareholders. When I participated in the meetings of the board of directors and special committees of the company, I learned the background information of various proposals in advance, carefully controlled the risks and gave tips, and expressed independent opinions on major matters of the company. I hereby report my performance in 2021 as follows:
1、 Attendance at the board of directors and the general meeting of shareholders
As an independent director of the company, I take the initiative to obtain the relevant information required for the meeting before the board meeting, and fully understand the operation of the company, so as to make preliminary preparations for the relevant important decisions of the board of directors; Actively participate in the discussion and put forward reasonable suggestions at the meeting. After the meeting, continue to pay attention to the implementation of the proposal and give full play to the positive role of independent directors. My attendance is as follows:
Should attend the board of directors, actually attend the board of directors, absent the board of directors to attend the general meeting of shareholders
Name of independent director
Times times times times times
Song Yantao 10 0 3
In my opinion, the convening and convening procedures of the board of directors and the general meeting of shareholders of the company in 2021 met the legal requirements and performed legal and effective decision-making procedures for major business matters. Based on the principles of diligence, pragmatism, honesty and responsibility, I voted in favor of all resolutions of the board of directors and other matters of the company during the reporting period. I exercised the power of independent directors entrusted by the company carefully and seriously.
2、 Independent opinions
In accordance with relevant laws, regulations and relevant provisions, as an independent director of the company, I carefully understood the business activities of the company in 2020, and after verification on relevant issues, I voted in favour of relevant matters and expressed agreed independent opinions on relevant matters at the board of directors. The details are as follows:
Date of the independent meeting and proposal of the session
opinion
The 4th board of directors 1 Proposal on change of accounting firm;
37th meeting on February 9, 2021 Proposal on canceling the reserved stock options in the second stock option incentive plan of the company
The 4th board of directors
At the 38th meeting on March 11, 2021, the proposal on foreign investment and establishment of joint ventures was approved
The 4th board of directors
The proposal on correction of accounting errors in 2017 was approved at the 39th meeting on March 19, 2021
1. Proposal on self evaluation report of internal control in 2020
2. Proposal on remuneration of directors and senior managers of the company
3. Proposal on accounting policy change
4. Plan on profit distribution of the company in 2020
5. Proposal on renewing the appointment of China Securities Tiantong Certified Public Accountants (special general partnership)
The 4th board of directors
April 19, 2021 6 The proposal on the provision for asset impairment in 2020 was approved at the 40th meeting
7. Notice on the application of the company and consolidated subsidiaries for comprehensive credit line from banks and other financial institutions
Proposal
8. Proposal on the external guarantee of the company and the occupation of funds by related parties
9. Special notes on the company’s 2020 qualified opinion audit report
10. Proposal on correction of previous accounting errors
The 4th board of directors
At the 41st meeting on June 10, 2021, the proposal on correction of previous accounting errors was approved
The 4th board of directors 1 On the general election of the board of directors of the company and the election of non independent directors of the Fifth Board of directors of the company
The proposal of the 42nd meeting on July 29, 2021 agreed to be discussed 2 Notice on the general election of the board of directors and the election of independent directors of the Fifth Board of directors of the company
Proposal
The 5th board of directors
On August 16, 2021, the proposal on hiring senior managers of the company agreed to the first meeting
Discussion on the special explanation on the occupation of funds by the company’s related parties and the company’s external guarantee of the Fifth Board of directors
On August 27, 2021, the second meeting was approved
The 5th board of directors
On August 31, 2021, the proposal on the appointment of senior managers of the company agreed to the third meeting
On cancellation of part of the stock period granted for the first time by the second phase of the company’s stock option incentive plan of the Fifth Board of directors
On October 26, 2021, the proposal on Approving the right of the fourth meeting
3、 Performance of duties in each special committee of the board of directors
The board of directors of the company has three special committees: Audit Committee, nomination, remuneration and assessment committee and Strategy Committee.
As the chairman of the audit committee, I can attend meetings regularly in accordance with the working rules of the audit committee. Fully understand the company’s important business matters, financial information and related party transactions in 2021, and supervise, inspect and evaluate the company’s internal control, financial report and internal audit.
4、 On site investigation of the company
In 2021, I not only investigated the company on the spot by attending the board of directors and general meeting of shareholders to understand the company’s production and operation, internal control and financial status, but also kept in close contact with other directors, senior managers and relevant staff of the company by means of teleconference, timely learned the progress of major events of the company, mastered the operation dynamics of the company, and put forward suggestions and opinions on the operation and management of the company, At the same time, he often paid attention to the relevant reports of the company and effectively performed the duties of independent directors.
5、 Work done in protecting the rights and interests of investors
1. Actively pay attention to the company’s information disclosure and ensure that the company completes the information disclosure in a true, accurate, timely and complete manner in strict accordance with the provisions of laws and regulations such as the Listing Rules of GEM stocks of Shenzhen Stock Exchange and the guidelines for the standardized operation of GEM listed companies of Shenzhen Stock exchange.
2. To perform the duties of independent directors, I effectively perform the duties of independent directors, carefully consult relevant documents and materials for each proposal submitted to the board of directors for deliberation, and use my professional knowledge to exercise voting rights independently, objectively and prudently. 3. Strengthen self-study, deepen the understanding of various laws, regulations and rules, improve their ability to perform their duties, promote the company’s further standardized operation, practically strengthen the ability to protect the interests of the company and investors, provide better opinions and suggestions for the company’s scientific decision-making and risk prevention, and better protect the rights and interests of investors.
6、 Other working conditions
1. During the reporting period, there was no proposal to convene the board of directors.
2. During the reporting period, there was no proposed employment or dismissal of accounting firms.
3. During the reporting period, there was no independent engagement of external audit institutions and consulting institutions.
In 2022, I will continue to perform the duties of independent directors, give full play to the role of independent directors, ensure the objective, fair and independent operation of the board of directors, and safeguard the legitimate rights and interests of the company, all shareholders, especially small and medium-sized shareholders, in the spirit of seriousness, diligence and prudence, in accordance with the provisions and requirements of laws, regulations and the articles of association.
I would like to express my heartfelt thanks to the board of directors, management and relevant personnel of the company for their active and effective cooperation and support in the process of performing their duties!
Independent director: Song Yantao
April 20, 2002
