Xinjiang Beiken Energy Engineering Co.Ltd(002828)
Report on the work of independent directors in 2021
As an independent director of the Fourth Board of directors of Xinjiang Beiken Energy Engineering Co.Ltd(002828) (hereinafter referred to as “the company”), I faithfully performed the duties of an independent director in my work in 2021 in strict accordance with the company law, the articles of association, the Listing Rules of Shenzhen Stock Exchange and relevant laws, regulations and rules, exercised the rights of an independent director cautiously, seriously and diligently, and actively attended relevant meetings, Carefully deliberated various proposals of the board of directors, expressed independent opinions on relevant matters of the company, gave full play to the independent role of independent directors, and effectively safeguarded the interests of the company and shareholders, especially public shareholders. I hereby report my performance of duties as an independent director since taking office as follows:
1、 Attendance at meetings
In 2021, the company held 6 board meetings and 2 Shareholders’ meetings. Based on the principles of diligence, pragmatism, honesty and responsibility, I carefully reviewed the meeting materials, actively participated in the discussion of the meeting and put forward reasonable suggestions
See, they voted in favour of all the proposals considered at the meeting and did not raise any objection to any proposal considered at the meeting. Exercising voting rights with a cautious attitude has played a positive role in making correct decisions for the board of directors of the company.
In 2021, my attendance at the meetings of the board of directors and the general meeting of shareholders is as follows:
Attendance of the board of directors and shareholders’ meeting
Number of meetings number of attendance in person number of entrustment number of absence number of meetings number of attendance
6 6 0 0 2 2
2、 Independent opinions in 2021
In 2021, all independent directors were conscientious and diligent, and actively participated in the board of directors of the company
We have carefully understood and inspected the company’s business activities in 2021. On the premise of understanding relevant laws, regulations, normative documents and the company’s business conditions, make decisions by relying on their own professional knowledge and ability
Objective, fair and independent judgment. The independent opinions expressed are as follows:
Opinions on time and meeting matters
In March 2021, the Fourth Board of directors agreed to appoint senior managers of the company
14th meeting 15
Agree to renew the appointment of notarial Tianye certified public accountants as the company’s fiscal year 2021
Financial audit institution
Deposit and use consent of raised funds in 2020
2020 internal control self-evaluation report agreed
The company has no capital occupation and external guarantee by controlling shareholders and other related parties. The capital occupation and external guarantee by shareholders and other related parties of the Fourth Board of directors in April 2021 and the company’s profit distribution plan for 2020 agree
The company’s 2020 annual report and its summary agree
The company applied to financial institutions for approval of comprehensive credit financing amount in 2021
degree
The company agrees to use its own funds for cash management
Agree to adjust the remuneration plan of the company’s senior managers
The proposed acquisition of Beijing Zhongneng Wanqi Energy Technology Service Co., Ltd. is partially agreed
Equity of the 4th board of directors in May 2021
At the 17th meeting of the 21st, the company agreed to appoint the Secretary of the board of directors
The company has no occupation and external guarantee by controlling shareholders and other related parties. Shareholders and other related parties occupy funds and guarantee outside the 18th meeting of the Fourth Board of directors in August 2021
Accounting policy change consent
3、 Work of special committees of the board of directors
Since I served as chairman of the Remuneration Committee, audit committee and Nomination Committee of the board of directors of the company
Since the members of the audit committee, they have strictly followed the rules of procedure of the remuneration and assessment committee and the rules of procedure of the audit committee meeting
And the rules of procedure of the nomination committee, strengthened the decision-making function of the board of directors and fulfilled its responsibilities.
4、 On site investigation of the company
In 2021, with the attitude of being diligent and responsible to the company and investors, I took advantage of my participation
The board of directors, the special committee of the board of directors and the general meeting of shareholders have been to the company for many times to understand and inspect, and have a deep understanding
Understand the company’s financial and operating conditions, the improvement and implementation of internal control; And keep close contact with the company’s directors, supervisors, senior managers and other relevant staff by participating in the company’s meetings or major events
By means of communication in advance, the company was informed of the progress of major events and business decisions of the company in time, and effectively fulfilled the responsibility
Responsibilities of independent directors.
5、 Work done in protecting the rights and interests of investors
(I) pay attention to information disclosure and investor relations
As an independent director of the company, I faithfully performed the duties of an independent director in strict accordance with the provisions of the company law, the articles of association, the Listing Rules of Shenzhen Stock Exchange and relevant laws, regulations and rules, supervised the truthfulness, accuracy, timeliness and integrity of the company’s information disclosure, reminded the company to keep the telephone of investors unblocked, paid attention to the communication with investors, and safeguarded the interests of the company and investors.
(II) research on corporate governance structure and operation management
During the reporting period, as an independent director of the company, I actively communicated with the company’s management and other relevant personnel, listened to the reports of relevant personnel in detail, and took the initiative to inquire, investigate and understand, so as to timely grasp the company’s daily business conditions and possible business risks. For major matters that need to be decided by the board of directors, I carefully reviewed the information introduced and provided by the company in advance, which is independent, objective Exercise voting rights prudently; In addition to performing the above duties, it also supervised and verified the performance of directors and senior executives, and actively and effectively performed the duties of independent directors.
(III) self learning
I actively study relevant laws, regulations and rules, deepen my understanding and understanding of relevant laws and regulations, so as to effectively strengthen and improve the ability to protect the interests of the company and investors, form the ideological awareness of consciously protecting the interests of shareholders of the public, and provide better opinions and suggestions for the company’s scientific decision-making and risk prevention.
6、 Other matters
1. There is no proposal to convene the board of directors;
2. There is no proposal to dismiss the accounting firm;
3. There is no independent engagement of external audit institutions and consulting institutions;
4. Failing to publicly solicit voting rights from shareholders before the shareholders’ meeting;
5. Failing to propose to the board of directors to convene an extraordinary general meeting of shareholders.
7、 Contact information
Name: LV Fusu email address: [email protected].
During my tenure in 2021, I faithfully performed the duties of an independent director, made use of my professional knowledge and experience, provided constructive suggestions for the development of the company, provided reference opinions for the decision-making of the board of directors, played the role of an independent director, and safeguarded the legitimate rights and interests of the company and shareholders, especially minority shareholders. Here, I would like to express my heartfelt thanks to the company’s senior management and relevant staff for their active cooperation and full support for my work during my tenure!
Xinjiang Beiken Energy Engineering Co.Ltd(002828) independent director: LV Fusu
April 21, 2022
