Zhejiang Zhengguang Industrial Co.Ltd(301092)
Report on the work of independent directors in 2021
(jinlang)
Shareholders and shareholder representatives:
As an independent director of Zhejiang Zhengguang Industrial Co.Ltd(301092) (hereinafter referred to as "the company"), during my term of office, I strictly abide by the provisions and requirements of relevant laws, regulations and normative documents, such as the company law, the securities law, the guidelines for the governance of listed companies, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, the articles of association, the working system of independent directors and the principles of objectivity, impartiality and independence He performed his duties diligently and conscientiously, actively played the role of independent directors, and earnestly fulfilled the responsibilities and obligations of independent directors. In my work in 2021, I attended relevant meetings on time, carefully considered various proposals of the board of directors, and earnestly safeguarded the legitimate interests of the company and shareholders, especially minority shareholders. I hereby report my performance of duties as an independent director in 2021 as follows:
1、 Attendance at meetings
In 2021, during my tenure, the company held 2 general meetings and 7 Board meetings. My attendance at the board meetings and general meetings is as follows:
On site attendance and entrusted attendance by means of communication during the reporting period whether shareholders who have not attended the board of directors for two consecutive times, number of times of attendance, number of times of absence, number of times of attending the meeting in person
7 4 3 0 0 0 No 2
In 2021, I carefully considered the proposals submitted to the board of directors and the general meeting of shareholders, maintained full communication with the company's management, actively put forward reasonable suggestions, and exercised the voting right with a cautious attitude. I believe that the convening and convening of the board of directors and the general meeting of shareholders of the company comply with legal procedures, and major business matters have been subject to relevant approval procedures, which are legal and effective, Therefore, they voted in favour of all proposals and other matters considered by the board of directors of the company in 2021, and there was no objection, objection or waiver.
2、 Independent opinions
In accordance with relevant laws, regulations and relevant provisions, as an independent director of the company, he carefully understood and inspected the business activities of the company in 2021, put forward reasonable suggestions, and expressed independent opinions in accordance with relevant laws, regulations and relevant systems. It mainly includes:
1. On November 23, 2021, the company held the 13th meeting of the 5th board of directors. I discussed the proposal on using the raised funds to replace the self raised funds that have been invested in the raised investment projects in advance and paid the issuance expenses, the proposal on using part of the over raised funds to permanently supplement the working capital, and the proposal on using part of the over raised funds to invest in the functional polymer new material projects and establish a wholly-owned subsidiary The proposal on using some idle raised funds and self owned funds for cash management issued independent opinions.
2. On December 24, 2021, the company held the 14th meeting of the 5th board of directors, and I gave independent opinions on the proposal on increasing the amount of idle self owned funds for cash management.
3、 Work of the special committee of the board of directors
The board of directors of the company has established four special committees: strategy, audit, nomination, salary and assessment. I am a member of the nomination committee and salary and assessment committee, and the chairman of the audit committee. During the reporting period, in accordance with the rules of procedure and other relevant requirements of the special committees of the board of directors and the actual situation of the company, actively performed their corresponding duties as members, deliberated on major matters of the company, and put forward the opinions of the special committees to the board of directors, so as to standardize the operation of the company and improve the internal control of the company. 4、 On site investigation of the company
In 2021, I made many on-site visits to the company during the time of attending meetings such as the board of directors and the general meeting of shareholders and other times, focusing on the company's production and operation, financial status, improvement and implementation of internal control, implementation of resolutions of the board of directors, use of raised funds and project progress. Keep close contact with the company's directors, supervisors, Secretary of the board of directors and other relevant senior managers by telephone and e-mail from time to time, timely learn about the decision-making and progress of the company's major issues, actively put forward suggestions on the company's operation and management, pay close attention to the impact of changes in the company's external business environment and market conditions on the company, as well as the relevant reports of the media and Internet on the company, Master the operation dynamics of the company.
5、 Other work done in protecting the rights and interests of investors
1. Effectively perform the duties of independent directors, carefully consult relevant documents and materials, conduct timely investigation, ask relevant departments and personnel for each proposal submitted to the board of directors for deliberation, use their own professional knowledge to exercise their voting rights independently, objectively and impartially, maintain full independence in their work, and serve all shareholders cautiously, faithfully and diligently.
2. Continue to pay attention to the company's information disclosure, and urge the company to complete the information disclosure in a true, accurate, timely and complete manner in strict accordance with the Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange GEM listed companies standardized operation guidelines and other laws and regulations, as well as the relevant provisions of the company's information disclosure management system.
3. Actively understand and investigate the operation and management of the company. As an independent director of the company, through on-site investigation, telephone inquiry and communication with the management, I understand and master the macro-economic situation, industry development trend and other macro situations faced by the company, as well as the progress of the company's production and operation management and other internal dynamic information, and effectively supervise and inspect the performance of directors and senior managers; Actively attended relevant meetings, carefully reviewed various materials submitted by the company, exercised voting rights independently, objectively and prudently, fully performed the duties of independent directors, promoted the scientificity and objectivity of the decision-making of the board of directors, and effectively safeguarded the interests of the company and shareholders.
4. Since I became an independent director, I have always paid attention to learning the latest laws, regulations and various rules and regulations, especially deepening my understanding and understanding of relevant laws and regulations, especially those related to regulating the corporate governance structure and protecting the rights and interests of social public shareholders, comprehensively understanding the management systems of listed companies, constantly improving my ability to perform my duties and giving full play to the functions and roles of independent directors, Form the ideological consciousness of consciously protecting the shareholders' rights and interests of the public, provide better opinions and suggestions for the company's scientific decision-making and risk prevention, promote the company's further standardized operation, and effectively strengthen the ability to protect the legitimate rights and interests of the company and investors.
6、 Other working conditions
1. During the reporting period, I did not propose to convene the board of directors;
2. During the reporting period, I did not propose to hire external audit institutions and consulting institutions;
3. During the reporting period, I did not propose to hire or dismiss an accounting firm.
The above is my report on my performance of duties in 2021.
In 2022, I will continue to perform the duties of independent directors independently, impartially, prudently and seriously, give full play to the role of independent directors, and use their professional knowledge and experience to provide more positive and effective opinions and suggestions for the company, promote the continuous improvement of the company's scientific decision-making level, and effectively safeguard the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders.
It is hereby reported.
independent director:
Jinlang
April 21, 2022
