Securities code: Sichuan Etrol Technologies Co.Ltd(300370) securities abbreviation: St security control announcement Code: 2022037 Sichuan Etrol Technologies Co.Ltd(300370)
Report on the work of independent directors in 2021
(Song Gang)
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)
Song Gang 7 4 3 0 0 0 No 0
2. Attendance at the general meeting of shareholders
In 2021, the company held 4 general meetings of shareholders, and I attended 4 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 internal control self-evaluation report, 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, and the company's 2020 qualified audit report have expressed independent opinions on the purchase of liability insurance for the company's directors, supervisors and senior managers. Issued prior approval opinions on the renewal of the accounting firm.
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 Fifth Board of directors on December 8, 2021, the independent directors expressed independent opinions on the change of accounting policies.
3、 Performance of special committees
As a member of the audit committee of the 5th board of directors of the company, during my tenure, I actively reviewed the company's internal control system and its implementation with relevant members of the audit committee, reviewed all important accounting policies of the company, regularly understood the company's financial status and operating results, and urged and guided the internal control and internal audit department to conduct regular or irregular inspection and evaluation on the company's financial management and operation, To ensure the reasonable and effective internal control of the company. Reviewed the company's financial report, communicated with the company's external accounting firm, communicated with certified public accountants and the company's management on relevant issues, earnestly performed the duties of independent directors, and played the professional function and supervision role of the audit committee.
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 continue to pay attention to the company's information disclosure, and urge the company to perform the obligation of information disclosure in accordance with the requirements of laws, regulations and the articles of association, such as the Listing Rules of Shenzhen Stock Exchange on the gem, the measures for the Administration of information disclosure of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem; Require the company to strictly implement the relevant provisions on information disclosure to ensure that the company's information disclosure is true, accurate, complete, timely and fair; 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: Song Gang April 22, 2022
