Zhejiang Zhengguang Industrial Co.Ltd(301092)
Report on the work of independent directors in 2021
(Feng Fengqin)
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 the company law, the securities law, the guidelines for the governance of listed companies, the guidance on the establishment of independent director system in Listed Companies, the articles of association, the working system of independent directors and other relevant laws, regulations and rules, and follow 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 the work of 2021, he performed his duties honestly, diligently and independently, attended relevant meetings on time, carefully considered various proposals of the board of directors, and earnestly safeguarded the interests of the company and shareholders, especially minority shareholders. The report on my performance of duties as an independent director in 2021 is as follows:
1、 Attendance at the board of directors and shareholders’ meeting as nonvoting delegates
In 2021, the company held 7 meetings of the board of directors and 2 meetings of shareholders. My attendance at the meeting is shown in the table below:
The number of on-site attendance and entrusted attendance by means of communication during the reporting period. Whether the number of absences has been two consecutive times? The number of shareholders who have not attended the meeting plus the number of meetings of the board of directors, the number of attendance and the number of meetings attended in person
7 4 3 0 0 0 No 2
In 2021, in a diligent and conscientious manner, I seriously participated in the board of directors and the general meeting of shareholders held by the company. When deliberating the proposals, I maintained full communication with the management, actively participated in the discussion of each proposal and put forward reasonable suggestions, which played a positive role in the scientific decision-making of the board of directors and the general meeting of shareholders, and believed that the convening of each meeting of the company met the legal requirements, Relevant approval procedures have been implemented for major matters, which are legal and effective. I have not raised any objection to the proposals of the board of directors of the company in 2021, and have voted in favour of them. There is 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 raised funds to replace self raised funds that have been invested in raised investment projects in advance and paid issuance expenses, the proposal on using some over raised funds to permanently supplement working capital, and the proposal on using some over raised funds to invest in 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, remuneration and assessment. I serve as the chairman of the nomination committee, preside over the daily work of the nomination committee and actively and effectively perform my duties; At the same time, he served as a member of the audit committee, considered relevant matters according to the actual situation of the company, and put forward opinions to the board of directors, so as to standardize the operation of the company and improve the corporate governance structure.
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 major matters of the company, and actively put forward suggestions on the operation and management of the company. Always pay 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 network on the company, and master the operation dynamics of the company.
5、 Work done in protecting the rights and interests of investors
1. I effectively perform my duties as an independent director, pay attention to the construction and implementation of the company’s production and operation status, financial management and internal control systems, timely understand the company’s operation status and possible business risks, carefully consult relevant documents, timely investigate, inquire with relevant departments and personnel, and consult relevant account books and meeting minutes of the company for each proposal submitted to the board of directors for deliberation, Using their own professional knowledge, they exercise their voting rights independently, objectively and fairly, maintain full independence in their work, and effectively safeguard the interests of the company and minority shareholders.
2. Continue to pay attention to the company’s information disclosure and urge the company to complete the company’s information disclosure in a true, accurate, complete and timely manner in strict accordance with the Shenzhen Stock Exchange GEM Listing Rules and other laws and regulations and the relevant provisions of the company’s information disclosure management measures.
3. Continuously strengthen learning, improve the ability to perform duties, actively study relevant laws, regulations and rules, especially deepen the understanding and understanding of relevant laws and regulations related to standardizing the corporate governance structure and protecting the rights and interests of social public shareholders, effectively strengthen the ability to protect the interests of the company and investors, and form the ideological awareness of consciously protecting the legitimate rights and interests of minority shareholders.
6、 Other working conditions
1. There was no proposal to convene the board of directors or shareholders’ meeting during the reporting period.
2. During the reporting period, no independent external audit institution or consulting institution was hired to audit and consult the specific matters of the company. 3. Through self-examination, I still meet the relevant provisions on the independence of independent directors, and the statements and commitments have not changed. The above is my report on my performance of duties in 2021.
In 2022, I will continue to uphold the principles of independence, objectivity and impartiality, earnestly and faithfully perform the duties of independent directors, and effectively safeguard the legitimate interests of shareholders of the company, especially minority shareholders.
It is hereby reported.
independent director:
Feng Fengqin
April 21, 2022
