Beijing Relpow Technology Co.Ltd(300593)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Beijing Relpow Technology Co.Ltd(300593) (hereinafter referred to as “the company”) was elected
The members of the consortium shall strictly comply with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange gem (revised in 2020), the guidelines for self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standard operation of listed companies on GEM and other laws and regulations Normative documents, the articles of association of Beijing Beijing Relpow Technology Co.Ltd(300593) Technology Co., Ltd. (hereinafter referred to as the “articles of association”), the rules of procedure of the board of supervisors of Beijing Beijing Relpow Technology Co.Ltd(300593) Technology Co., Ltd. and other relevant regulations and requirements, in line with the principle of being responsible to the company and all shareholders, conscientiously performed their own responsibilities and earnestly safeguarded the interests of the company and the interests of the majority of shareholders, Independently exercise the supervision power and inspection function of the board of supervisors according to law. Members of the board of supervisors attended or attended all the meetings of the board of supervisors, the board of directors and shareholders during the reporting period, and effectively supervised and inspected the company’s business activities, financial status, major decisions, convening procedures of the general meeting of shareholders and the performance of duties of directors and senior managers. The main work report of the board of supervisors in 2021 is as follows:
1、 Meetings of the board of supervisors during the reporting period
During the reporting period, the board of supervisors of the company held 10 meetings, and the convening, convening and voting procedures of the meeting were in line with the requirements
In accordance with the provisions of the company law and the articles of association, the specific circumstances and resolutions are as follows:
No. meeting session date meeting resolution
1. Deliberated and approved the proposal on the second meeting of the 5th board of supervisors of 2018 restricted stock incentive plan 1 to grant part of the achievements of lifting the restrictions in the second lifting period for the first time on January 5, 2021.
2. The third meeting of the 5th board of supervisors March 5, 2021 1 1 The proposal on the company’s application for comprehensive credit line from the bank in 2021 was deliberated and adopted.
1. Deliberated and passed the proposal on the work report of the board of supervisors in 2020;
2. Deliberated and passed the proposal on the full text and summary of the company’s 2020 annual report;
3. Deliberated and adopted the proposal on renewing the appointment of financial audit institution 3 in 2021 at the fourth meeting of the Fifth Board of supervisors on April 8, 2021;
4. Deliberated and passed the proposal on the company’s 2020 annual financial statement report;
5. Deliberated and passed the proposal on the company’s profit distribution plan in 2020;
6. Deliberated and adopted the evaluation on internal control of the company in 2020
Proposal of the report;
7. Deliberated and passed the proposal on the company’s application for comprehensive credit line from the bank in 2021;
8. Deliberated and passed the proposal on the change of accounting policies of the company; 9. Deliberated and passed the proposal on using some idle self owned funds for cash management;
10. Deliberated and adopted the proposal on repurchase and cancellation of some restricted shares;
4 the fifth meeting of the Fifth Board of supervisors April 22, 2021 1 1 The proposal on the company’s report for the first quarter of 2021 was deliberated and adopted.
5 the 6th meeting of the 5th board of supervisors may 18, 2021 1 1 The proposal on providing bank credit guarantee for wholly-owned subsidiaries was deliberated and adopted.
6 the 7th Meeting of the 5th board of supervisors June 16, 2021 1 1 The proposal on the company’s new and accumulated comprehensive bank credit was deliberated and adopted.
1. Deliberated and passed the proposal on the full text and summary of the company’s 2021 semi annual report;
2. Deliberated and adopted the proposal on providing bank credit guarantee for wholly-owned subsidiaries at the 8th meeting of the 5th board of supervisors on August 9, 2021;
3. Deliberated and passed the proposal on adjusting the number and price of rights and interests granted under the 2020 restricted stock incentive plan;
4. Deliberated and passed the proposal on matters related to the reservation and grant of 2020 restricted stock incentive plan.
1. Deliberated and passed the proposal on the full text of the company’s 2021 third quarterly report;
8 the 9th meeting of the 5th board of supervisors October 22, 2021 2 Deliberated and passed the proposal on providing bank credit guarantee for wholly-owned subsidiaries;
3. Deliberated and passed the proposal on the company’s application for bank credit line.
1. Deliberated and adopted the proposal on the achievement of the second lifting period of the reserved grant part at the 10th meeting of the 5th board of supervisors of the 2018 restricted stock incentive plan 9 on November 8, 2021.
1. Deliberated and passed the proposal on the first vesting period of some first-class incentive objects granted by the 11th meeting of the 5th board of supervisors of 2020 restricted stock incentive plan, and discussed the conditional achievements on December 6, 2021;
2. Deliberated and adopted the proposal on Canceling Part of the granted but not yet vested class II restricted shares.
2、 Review opinions of the board of supervisors on relevant matters of the company in 2021
(I) legal operation of the company
In 2021, the supervisors attended all the board of directors and shareholders’ meetings of the company as nonvoting delegates according to law and made decisions on the company’s decision-making process
And the performance of the directors and managers of the company. The board of supervisors believes that the company has established a relatively perfect internal control system, and the company’s decision-making procedures strictly comply with the company law and the securities law
And other laws and regulations, as well as the provisions made by the CSRC and the articles of association, and the relevant information disclosure is timely and accurate. The directors and senior managers of the company do not violate laws, regulations, the articles of association or damage the interests of the company and shareholders when performing their duties.
(II) check the financial situation of the company
The board of supervisors has carefully and effectively supervised, inspected and reviewed the company’s financial status, financial management and financial results in 2021, and believes that the company has sound financial system, standardized financial operation and good financial condition. The financial report truly and fairly reflects the financial position and operating results of the company in 2021. (III) related party transactions
The related party transactions of the company meet the actual production and operation needs of the company. The decision-making procedures of related party transactions comply with the provisions of relevant laws and regulations, such as 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, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the articles of association and the system of related party transactions of the company. The pricing of related party transactions is fair, does not violate the principles of openness, fairness and impartiality, does not affect the independence of the company’s operation, and does not harm the interests of the company and minority shareholders, which is in line with the overall interests of the company.
(IV) foreign investment
After supervising and inspecting the foreign investment in 2021, the board of supervisors believes that the company’s investment in 2021 has fulfilled the necessary decision-making procedures, complies with the provisions of relevant laws, regulations and the articles of association, does not violate the principles of openness, fairness and impartiality, and does not damage the rights and interests of the company and shareholders.
(V) provision of guarantee
After supervising and inspecting the guarantee matters in 2021, the board of supervisors believes that the company’s guarantee matters in 2021 have fulfilled the necessary decision-making procedures, complied with the provisions of relevant laws, regulations and the articles of association, did not violate the principles of openness, fairness and impartiality, and did not harm the rights and interests of the company and shareholders.
(VI) establishment and implementation of insider information management system by the company
The company has established a relatively perfect insider information management system, which can implement relevant procedures in strict accordance with its requirements in the process of information disclosure, prevent the occurrence of insider information trading and protect the legitimate rights and interests of investors. During the reporting period, no insider trading was found by relevant personnel using insider information.
(VII) opinions on self-evaluation report of internal control
With regard to the self-evaluation report of the board of directors on the company’s internal control in 2021, the board of supervisors believes that the company has improved the corporate governance structure of the company in accordance with the relevant provisions of the company law, the securities law, the Listing Rules of the gem of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem and the articles of association, A relatively perfect internal control system has been established, which meets the requirements of relevant national laws and regulations and the actual needs of the company’s production and operation management, and has been effectively implemented. The establishment of the internal control system has played a good role in risk prevention and control of all links of the company’s operation and management. The company’s 2021 internal control self-evaluation report truly and objectively reflects the construction and operation of the company’s internal control system.
III. work plan for 2022
In 2022, the board of supervisors will continue to
