Securities code: Sichuan Etrol Technologies Co.Ltd(300370) securities abbreviation: St security control announcement Code: 2022038 Sichuan Etrol Technologies Co.Ltd(300370)
Report on the work of independent directors in 2021
(Sun Bao)
As an independent director of Sichuan Etrol Technologies Co.Ltd(300370) (hereinafter referred to as “the company”), I earnestly exercise my functions and powers and timely understand the production and operation information of the company in strict accordance with the company law, the rules for independent directors of listed companies, the guidelines for self discipline supervision of listed companies No. 2 – standardized operation of companies listed on GEM and other laws, regulations and normative documents, as well as the provisions and requirements of the articles of association and the working system of independent directors, Pay full attention to the development of the company, attend the board meeting held by the company in 2021 on time, express independent opinions on major matters of the company based on an independent position, faithfully perform their duties, and safeguard the interests of the company and all shareholders, especially public shareholders. The report on my performance of duties as an independent director in 2021 is as follows:
1、 Attendance and voting at the board of directors and shareholders’ meeting
1. Participation in the board of directors
During the reporting period, I attended the board of directors of the company for 7 times. I diligently performed my duties in strict accordance with the requirements of relevant laws and regulations, and there was no absence from the board of directors. The attendance at the board of directors is as follows:
Whether to vote continuously? Independent directors should attend the on-site communication, attend the entrusted attendance, and be absent twice (the number of times to vote against the name is from the number of times to attend the meeting)
Sun Bao 7 4 3 0 0 0 No 0
2. Attendance at the general meeting of shareholders
In 2021, the company held four general meetings of shareholders, and I attended three general meetings of shareholders.
2、 Independent opinions
In 2021, I performed my duties diligently, understood the operation of the company in detail, and expressed independent opinions on relevant matters together with other independent directors, which improved the scientificity and objectivity of the decision-making of the board of directors, as follows:
1. At the 15th meeting of the 5th board of directors on April 22, 2021, the independent directors made comments on the company’s related party transactions in 2020, the occupation of funds by the company’s controlling shareholders and other related parties and the company’s external guarantees in 2020, the profit distribution plan in 2020, the deposit and use of the company’s raised funds in 2020, the change of construction contents and extension of construction period of some of the company’s investment projects with raised funds, the correction of accounting errors in the early stage of the company The company’s 2020 self-evaluation report on internal control, the company’s continued employment of accounting firms, the company’s provision for asset impairment in 2020, the change of the company’s accounting policies, the company’s 2020 audit report with qualified opinions, issued independent opinions on the purchase of liability insurance for the company’s directors, supervisors and senior managers, and issued prior approval opinions on the continued employment of accounting firms;
2. At the 16th meeting of the 5th board of directors on June 3, 2021, the independent directors expressed their independent opinions on the by election of the independent directors of the 5th board of directors, the company (including its subsidiaries) and its holding subsidiaries, the application of comprehensive credit line and guarantee line and related party transactions to financial institutions and similar financial enterprises in 2021, and the signing of the supplementary agreement to the equity transfer agreement, Issued prior approval opinions on the company (including its subsidiaries) and its holding subsidiaries applying for comprehensive credit line and guarantee line and related party transactions from financial institutions and financial enterprises in 2021;
3. At the 17th meeting of the 5th board of directors on June 22, 2021, the independent directors expressed their independent opinions on the company’s plan to apply to the court for pre reorganization;
4. At the 18th meeting of the 5th board of directors on August 26, 2021, the independent directors expressed independent opinions on the occupation of funds by the company’s controlling shareholders and other related parties, the external guarantee of the company, and the deposit and use of the raised funds of the company in the half year of 2021.
5. At the 20th meeting of the 5th board of directors on December 8, 2021, independent directors expressed independent opinions on the change of accounting policies.
3、 Performance of special committees
1. As a member of the strategy committee of the 5th board of directors of the company, since taking office, I have actively participated in the meetings of the strategy committee, always pay attention to the impact of external environment and market changes on the company, put forward reasonable suggestions on the operation and management of the company, give full play to the professional advantages of independent directors, and make suggestions for the long-term strategy of the company. 2. As the chairman of the remuneration and assessment committee of the 5th board of directors of the company, in 2021, he actively organized relevant members of the remuneration and assessment committee to supervise the remuneration and assessment of the company, earnestly perform the duties of independent directors, and put forward reasonable suggestions on relevant assessment and evaluation standards, so as to promote the company to further improve the scientificity of remuneration assessment on the basis of standardized operation.
4、 On site inspection of the company
In 2021, I learned about the company’s production, operation and financial status, and supervised the implementation of the company’s internal control system and the operation of the three meetings by reviewing the company’s documents, attending various meetings, listening to reports, on-site visits and other forms. At the same time, keep in touch with other directors, supervisors and senior managers of the company, pay attention to the continuous operation of the company, and use their own knowledge background to provide suggestions for the development and standardized operation of the company; For major matters that need to be decided by the board of directors, I shall review the materials in advance, understand the major matters, and exercise the voting rights independently, objectively and prudently.
5、 Work done in safeguarding the rights and interests of investors
As an independent director of the company, I actively pay attention to the production, operation, management and financial situation of the company, timely understand the possible business risks of the company, carefully consult relevant documents and materials for the proposals submitted to the board of directors for deliberation, timely investigate, understand from relevant departments and personnel, and use my professional knowledge to exercise the voting right independently, objectively and impartially, so as to maintain full independence in my work, Effectively safeguard the interests of the company and all shareholders.
Continue to pay attention to the company’s information disclosure, and urge the company to fulfill the obligation of information disclosure in a true, accurate, complete and timely manner in strict accordance with the measures for the administration of information disclosure of listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other laws and regulations, as well as the articles of association. Supervise and verify the performance of directors and senior executives, actively and effectively perform the duties of independent directors, promote the scientificity and objectivity of the decision-making of the board of directors, and effectively safeguard the interests of the company and investors, especially small and medium-sized investors.
6、 Training and learning
Since I became an independent director, I have actively studied the laws and regulations issued by the China Securities Regulatory Commission, Shenzhen Stock Exchange and other supervision departments, deepened my understanding and understanding of relevant laws and regulations, especially those related to the regulation of corporate governance structure and the protection of social public shareholders’ rights and interests, fully understood the management systems of listed companies, and continuously improved my ability to perform my duties, Form the thinking consciousness of consciously protecting the shareholders’ rights and interests of the public, improve better opinions and suggestions for the company’s scientific decision-making and risk prevention, and better protect the rights and interests of investors.
7、 Other matters
As an independent director of the company, I faithfully perform my duties, actively participate in the decision-making of major matters of the company, give full play to my personal expertise, and provide various valuable reference opinions for the healthy development of the company.
Independent director: Sun Bao April 22, 2022
