2021 annual report of independent directors
As an independent director of the board of directors of Anji Foodstuff Co.Ltd(603696) (hereinafter referred to as “the company”), in 2021, we were independent, honest, diligent and conscientious in strict accordance with the requirements of relevant laws and regulations such as the company law of the people’s Republic of China, the Securities Law of the people’s Republic of China, the guiding opinions on the establishment of independent director system in listed companies and the provisions of the articles of association and the working system of independent directors of the company, Actively attended the relevant meetings of the company in 2021, carefully considered various proposals of the board of directors and the special committee of the board of directors, actively provided suggestions for the long-term development and management of the company, and played a positive role in the scientific decision-making of the board of directors, standardized operation and the development of the company. The specific performance of duties is as follows: I. Basic information of independent directors
On December 30, 2020, the company held the second extraordinary general meeting of shareholders in 2020 and elected Guo Yujun, song Xishun and Zhou Fen as independent directors of the Fourth Board of directors for a term of three years.
Information of the fourth independent director:
1. Resume of Guo Yujun:
Mr. Guo Yujun, an independent director of the company, was born in 1958, Chinese nationality, without overseas residency. He once served as a teacher of Northwest University of technology, general manager of Xiamen Chengfei Electric Information Engineering Co., Ltd. and director of Xiamen Shouyi Trading Co., Ltd.
2. Resume of song Xishun:
Mr. Song Xishun, an independent director of the company, was born in 1963, Chinese nationality, without overseas residency. He is now the vice president of the Cultural Development Research Institute of Xiamen Institute of technology and a part-time lawyer of BOC (Xiamen) law firm. He once served as vice president of the school of culture and industry of the Institute of technology and arbitrator of Xiamen personnel dispute arbitration commission.
3. Resume of Zhou Fen:
Ms. Zhou Fen, an independent director of the company, was born in 1981, Chinese nationality, without overseas residency. Doctor of technology, economics and management, Hohai University, postdoctoral in theoretical economics, Fudan University. At present, he works in the school of accounting of Nanjing University of Finance and economics with the title of deputy high, and concurrently serves as the independent director of Shanghai Electric Group Company Limited(601727) wind power group, the director of Jiangsu Changjiang commercial bank, the independent director of Yangzhou Yapu Auto Parts Co., Ltd. and the independent director of zijinnong commercial bank. 2、 Overview of board meetings 1. Attendance at board meetings this year
The name of the independent director shall attend the board of directors. Number of times of attendance in person, number of times of attendance by proxy and number of times of absence
Number of discussions
Guo Yujun 4 400
Song Xishun 4 400
Zhou Fen 4 400
2. Attendance at meetings of special committees of the board of directors
As a member of the special committee under the board of directors of the company, we made full use of our professional knowledge and practical experience in enterprise management, accounting and law to participate in the deliberation and decision-making of major matters of the company. During the reporting period, the audit committee held four meetings to review the financial and accounting statements of the company and supervise the financial situation of the company; The remuneration and assessment committee held one meeting, mainly on determining the remuneration of directors, supervisors and senior managers of the company; The strategy committee held one meeting, mainly to review the company’s annual business plan. The independent directors and members of the above meeting attended the meeting in person and performed their corresponding duties. 3、 Key issues of independent directors’ annual performance of duties (1) related party transactions
In 2021, the company had no major related party transactions with shareholders and their affiliated enterprises. (2) External guarantee and fund occupation
In 2021, the company did not guarantee for other companies, nor did the controlling shareholders and other related parties occupy the company’s funds infrequently. (3) Deposit of raised funds at the end of the reporting period
In 2021, the company’s raised funds generated interest income of 272536093 yuan and accumulated interest income
2020965742 yuan; In 2021, the company actually used 728.42 yuan of raised funds (including 313.76 yuan)
The accumulated use of raised funds is 19991636758 yuan (including 566234 yuan)
Bank charges (expenses); As of December 31, 2021, the balance of funds raised by the company was 8685098984
Yuan. The storage is as follows:
Unit: RMB
Remarks on the balance of the bank account number of the depository bank of raised funds on the due date and the deadline
1350010104 Goody Science & Technology Co.Ltd(002694) 1 of China Agricultural Bank Of China Limited(601288) shares were cancelled by Quanzhou branch of the company on December 7, 2015
China Agricultural Bank Of China Limited(601288)
Industrial Bank Co.Ltd(601166) Co., Ltd. 15568010010 Mcc Meili Cloud Computing Industry Investment Co.Ltd(000815) 32015 / 12 / 073482760836 current
Sijinjiang Chidian sub branch 15568010020 Suning Universal Co.Ltd(000718) 92021 / 12 / 072022 / 03 / 074700000000 regular
Remarks on the balance of the bank account number of the depository bank of raised funds on the due date and the deadline
Ping An Bank Co.Ltd(000001) Co., Ltd. December 7, 20152338148 current Department Shenzhen Branch 11014789143999
2021 / 12 / 312022 / 01 / 14500000000 regular
Total 8685098984
(4) Nomination and remuneration of senior management
We have determined the remuneration of senior managers in 2021.
It is considered that the salary of senior managers of the company is formulated according to the salary level of the company’s industry and scale, combined with the actual operation situation of the company, in line with the principle of consistency of responsibilities and rights, which is conducive to strengthening the responsibility of senior managers of the company, promoting the company to improve work efficiency and operating efficiency, and there is no damage to the interests of the company and shareholders. (5) Appointment or replacement of accounting firms
In 2021, the company did not change or replace the accounting firm. The accounting firm hired by the company is Fujian Huaxing accounting firm (special general partnership). At the same time, Fujian Huaxing Certified Public Accountants (special general partnership) is employed as the internal control audit institution of the company. (6) Cash dividends and other investor returns
Based on the total number of 235200000 shares of the company at the end of 2020, it will be distributed to all shareholders for every 10 shares
The cash dividend is 2.50 yuan (including tax), a total of 58800000 yuan (including tax) is distributed, and the remaining undistributed profit of 2441552436 yuan is carried forward to subsequent years. (7) Performance of commitments of the company and shareholders
No violation of commitments made by relevant parties is found. (8) Implementation of information disclosure
We checked the information disclosure of the company in 2021 and found that the company was able to perform its information disclosure obligations truthfully, accurately, timely, completely and effectively in accordance with the stock listing rules and the measures for the administration of information disclosure of listed companies. (9) Implementation of internal control
According to the basic norms of enterprise internal control, supporting guidelines for enterprise internal control and relevant regulations, we understand the development of the company’s internal control, and believe that the company’s internal control system can cover all links at the company level and business level, and truly and accurately reflect the situation of the company’s internal control. (10) Operation of the board of directors and its subordinate special committees
The board of directors of the company currently has 7 directors, including 3 independent directors. The board of directors has a remuneration and assessment committee
The members’ meeting, the nomination committee, the strategy committee and the audit committee respectively reviewed relevant matters during the reporting period according to the actual situation of the company, and the operation was standardized. 4、 Overall evaluation and recommendations
During the reporting period, we conscientiously performed our duties and safeguarded the overall interests of the company in an independent, honest and diligent manner in accordance with the requirements of relevant laws and regulations and the articles of association. We actively pay attention to the company’s operation and management, development strategy and financial situation, put forward reasonable opinions on major matters, fulfill our duties, fully fulfill the obligations of independent directors, and earnestly safeguard the legitimate rights and interests of all shareholders.
It is hereby reported.
Independent director: Guo Yujun, song Xishun, Zhou Fen April 20, 2021
Use of raised funds in 2021
Prepared by: Anji Foodstuff Co.Ltd(603696) unit: RMB 10000
The total amount of raised funds is 2665577
The total amount of raised funds invested in the reporting period was 727.24, and the total amount of raised funds with changed purposes during the reporting period–
Accumulated total amount of raised funds with changed purposes–
The accumulated total amount of raised funds invested was 1999107, and the proportion of the accumulated total amount of raised funds changed purposes–
Whether the investment commitment of raised funds has been changed and adjusted. The cumulative investment projects by the end of the reporting period have reached the expected value by the end of the reporting period. Whether the actual investment projects by the end of the reporting period have reached the project feasibility by the end of the reporting period is the commitment of investment projects and over raised funds to projects (including the total amount of investment by the Ministry) (1) the amount of investment and the progress of investment (3) Whether there is a significant change in the expected benefits (2) = (2) / (1) the benefit change on the status date
Committed investment projects
1. Annual output of 10000 tons 1:1 Tetra Pak seasoned bone soup production no 12 Ping An Bank Co.Ltd(000001) 2 China Baoan Group Co.Ltd(000009) 26120 77.18% n / a n / a n / a n / a n / a n / a no
Product production project
2. Annual output of 700
