Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565)
Report on the work of independent directors in 2021
As an independent director of Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565) (hereinafter referred to as “the company” or ” Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565) “), in 2021, we were diligent and conscientious in performing our duties and actively participated in the general meeting of shareholders in strict accordance with the relevant requirements of the company law, the securities law, the guidelines for the governance of listed companies, the guidelines for the performance of the duties of independent directors of listed companies, the articles of association and the working system of independent directors of the company The meetings of the board of directors and professional committees shall express independent opinions on relevant matters, give full play to the role of independent directors, and earnestly safeguard the legitimate rights and interests of all shareholders, especially minority shareholders. The performance of duties in 2021 is reported as follows: I. Basic information of independent directors
(I) personal work experience, professional background and part-time work
Chai Binfeng: male, born in 1979, Chinese nationality, without overseas permanent residency, graduated from Northwest University of agriculture and forestry science and technology, majoring in agricultural economy and management, with a doctoral degree. From June 2008 to June 2011, he worked in the school of Finance and accounting of Zhejiang industrial and Commercial University; From July 2011 to December 2016, he served as the director of the Finance Department of the school of Finance and accounting of Zhejiang University of technology and industry; From January 2017 to may 2021, he served as the director of the competition and innovation program of the school of Finance and accounting of Zhejiang industrial and Commercial University; From May 2021 to now, he has served as vice minister of the Department of Social Sciences and vice president of the Academy of Social Sciences of Zhejiang University of technology and industry; From June 2016 to January 2022, he served as an independent director of Huayuan new materials Co., Ltd; From September 2021 to now, he has served as an independent director of Zhejiang Rongtai Electrical Equipment Co., Ltd; From January 2022 to now, he has served as an independent director of Zhejiang Danong Industrial Co., Ltd; From November 2019 to now, he has served as Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565) independent director..
Li Bin: male, born in 1976, Chinese nationality, without permanent residency abroad, graduated from Fudan University with a master’s degree in law. From August 1998 to October 2001, he served as equipment engineer of Shanghai Gaoqiao Petrochemical Acrylic acid plant; From December 2006 to July 2008, he served as the deputy manager of the legal department of Shanghai Silicon Intellectual Property Trading Center; From August 2008 to December 2018, he served as a partner lawyer of Shanghai Dabang law firm; From January 2019 to now, he has been a partner lawyer of Wanshang tianqin (Shanghai) law firm; From November 2019 to now, he has served as Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565) independent director.
Major in materials science, University of technology, doctoral degree. From July 1996 to September 1999, served as technician and section chief of Hefei Casting and forging plant of Heli forklift Corporation; From May 2005 to December 2005, he was a lecturer in the Department of metal materials of Hefei University of technology; Since 2006, he has been an associate professor in the Department of metal materials of Hefei University of technology; From March 2020 to now, he has served as the supervisor of Yangzhou Huafu Power Electronic Technology Co., Ltd; From November 2019 to now, he has served as Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565) independent director.
(II) independence description
As an independent director of the company, we, our immediate family members and major social relations do not work in the company or its subsidiaries, and do not work in the company’s management enterprises; No financial, legal, consulting and other services are provided for the company or its subsidiaries. We have the independence required by the guiding opinions on the establishment of independent director system in listed companies and the working system of independent directors of the CSRC, and the qualifications for serving as independent directors of the company, which can ensure objective and independent professional judgment, and there is no situation affecting our independence.
2、 Annual performance of independent directors
(I) attendance
In 2021, the company held 9 meetings of the board of directors and 3 general meetings of shareholders. Attendance at the meeting is as follows:
Participation in the board of directors and the general meeting of shareholders
Name should attend the meeting and entrust the absentee times in person. Are there two consecutive times that the shareholder should attend the meeting? Number of times that the shareholder attended the meeting? Number of times that the shareholder did not attend the meeting in person
Number of seats
Chai Binfeng 9 9 0 0 No 3 3
Li Bin 9 9 0 0 No 3 3
Zhang Xuebin 9 9 0 0 No 3 3
Note: “in person” includes on-site attendance and participation in the meeting by telephone, video and other communication means.
As an independent director of the company, he attended the board of directors and the general meeting of shareholders on time, and there was no absence or failure to attend the meeting in person for two consecutive times.
We hold positions in the strategy committee, audit committee, remuneration and assessment committee and Nomination Committee of the board of directors. In 2021, we will organize and hold special committees of the board of directors and attend meetings in accordance with regulations. The details are as follows:
Participation in special committees of the board of directors
Name: Strategic Audit salary and assessment nomination
Committee committee committee
Chai Binfeng / 2/
Li Bin / 2 //
Zhang Xuebin 1 / 2/
(II) voting at the meeting
As an independent director of the company, we attended the board meeting on time in strict accordance with the requirements of relevant laws and regulations and carefully considered the proposal. During the reporting period, we issued the following opinions.
1. On April 29, 2021, the independent director’s independent opinions on the deliberation of relevant matters at the eighth meeting of the third board of directors and the independent director’s prior approval opinions on the deliberation of relevant matters at the eighth meeting of the third board of directors were issued;
2. On June 2, 2021, the independent director’s independent opinions on relevant matters considered at the ninth meeting of the third board of directors of the company were issued;
3. On August 23, 2021, the independent director’s independent opinions on relevant matters considered at the 11th meeting of the third board of directors of the company were issued;
4. On November 10, 2021, the independent director’s independent opinions on relevant matters considered at the 14th meeting of the third board of directors of the company were issued.
3、 Key concerns of independent directors in performing their duties
(I) related party transactions
The daily related party transactions of the company occur due to the needs of production and operation, do not affect the independence of the company, the pricing is fair and reasonable, comply with laws, regulations and company systems, and do not damage the company and its shareholders.
(II) external guarantee and fund occupation
The company strictly abides by the provisions of laws and regulations and the articles of association in terms of external guarantee and fund occupation management. In 2021, the company did not guarantee or occupy funds for controlling shareholders, actual controllers and other enterprises under their control, and there were no other illegal acts, and no damage to the interests of minority shareholders was found.
(III) appointment and dismissal of accounting firms
In 2021, Zhonghui certified public accountants firm hired by the company was able to follow the independent, objective and fair practice standards, complete all the work of the company with due diligence, and the audit report issued by the company fairly and objectively evaluated the financial status and operating results of the company.
(IV) use of raised funds
According to the special report on the deposit and use of raised funds in Zhejiang Haiyan Power System Resources Environmental Technology Co.Ltd(688565) 2021, as of December 31, 2021, the deposit and use process of the company’s raised funds met the requirements of relevant laws and regulations, and there were no violations.
(V) merger and reorganization
In 2021, there was no merger and reorganization of the company.
(VI) information disclosure
In 2021, the company will be able to fulfill the obligation of information disclosure in accordance with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange, as well as the articles of association and the company’s information disclosure system. We believe that the information disclosed by the company is true, accurate and complete, and there are no false records, misleading statements or major omissions. (VII) implementation of internal control
In 2021, the company can continuously improve its internal control system in accordance with the requirements of relevant laws and regulations and in combination with its own business characteristics. We believe that all business activities of the company are carried out in strict accordance with relevant systems, and there are no major defects in the internal control of financial reporting.
4、 Training and learning
We actively participate in relevant trainings organized by Shanghai Stock Exchange, listing Association and other departments, carefully study the latest laws, regulations and policies, constantly supplement the professional knowledge required to perform our duties, improve our deliberation ability, and effectively improve our ability to safeguard the legitimate rights and interests of the company and all shareholders, especially small and medium-sized shareholders.
5、 Other matters
1. There is no proposal to convene the board of directors during the reporting period;
2. There is no proposal to hire or dismiss an accounting firm during the reporting period;
3. During the reporting period, there was no independent engagement of external audit institutions and consulting institutions.
6、 Overall evaluation and work outlook
As an independent director of the company, we always maintain independence and prudence in strict accordance with relevant laws and regulations and various rules and regulations of the company, and perform our duties conscientiously and diligently. Timely understand the operation of the company, participate in the decision-making of major matters of the company, and give full play to the role of independent directors.
In 2022, we will continue to perform our duties prudently, impartially and independently in strict accordance with laws, regulations and relevant systems, make full use of professional knowledge and experience, combined with the actual operation of the company, provide more constructive opinions for the development of the company, continue to play a role in the scientific decision-making of the board of directors, and better safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders.
Independent directors: Chai Binfeng, Li Bin, Zhang Xuebin April 19, 2022
