2021 annual report of independent directors
——Independent director Zhang Yong
Since May 2021, I have served as an independent director of Haima Automobile Co.Ltd(000572) (hereinafter referred to as “the company”). Since taking office, in strict accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies (hereinafter referred to as the “guiding opinions”) and other laws, regulations and the articles of association, I have earnestly performed the duties of independent directors, actively attended various meetings held by the company in 2021, and expressed independent opinions on relevant matters of the company in combination with relevant information and analysis in my work.
1、 Attendance at company meetings in 2021
In 2021, I personally attended five Board meetings.
2、 Objections to relevant matters of the company in 2021
None.
3、 Independent opinions
1. At the first meeting of the 11th session of the board of directors held on May 17, 2021, express independent opinions on the company’s appointment of senior managers and the proposed automobile distribution agreement between FAW Haima Automobile Co.Ltd(000572) Co., Ltd. and Hainan FAW Haima Automobile Co.Ltd(000572) Sales Co., Ltd.
2. At the second meeting of the eleventh session of the board of directors held on August 20, 2021, independent opinions were expressed on the company’s external guarantee, the occupation of funds by related parties, the subsidiary’s borrowing from the controlling shareholder and related party transactions.
3. At the 5th meeting of the 11th session of the board of directors held on November 17, 2021, express independent opinions on the company’s transfer of equity of wholly-owned subsidiaries and related party transactions.
4、 Work done in the 2021 Annual Report
According to the requirements of the CSRC, during the 2021 audit of the company, the company was diligent and conscientiously performed relevant responsibilities and obligations.
1. On January 7, 2022, he met and communicated with the annual audit certified public accountant on the arrangement and key concerns of the company’s audit in 2021, and listened to the report of the company’s management on the company’s production and operation and the progress of major events in 2021.
2. On April 22, 2022, after the annual audit accounting firm submitted the preliminary audit report, it met and communicated with the annual audit certified public accountant again to fully communicate the company’s audit work in 2021 and the audit opinions to be issued.
3. On April 22, 2022, the company reviewed the procedures and document preparation of the eighth meeting of the eleventh session of the board of directors, and agreed to hold the eighth meeting of the eleventh session of the board of directors on schedule. At the same time, putting forward scientific and strict requirements for the work of the company’s board of directors will effectively promote the further standardization and preciseness of the work of the company’s board of directors and other related work.
5、 Field investigation
In 2021, combined with the analysis and interpretation of relevant policies and on-the-spot investigation, I paid attention to the changes of the company’s business environment, corporate governance, production and operation management and development. Make full use of opportunities such as attending the board of directors to understand the company’s production, operation and financial situation, and listen to the report of the company’s management on the company’s operation and standardized operation; And communicate and exchange the preparation and audit of the company’s regular reports.
At the same time, based on my analysis and judgment on the macroeconomic trend, especially the future development direction of Hainan free trade port, assist the company to formulate and improve relevant development strategies, and put forward optimization suggestions in the specific implementation.
6、 In 2021, there was no proposal to convene the board of directors, propose to hire or dismiss accounting firms, and independently hire external audit institutions and consulting institutions.
7、 Other work done to protect the legitimate rights and interests of minority shareholders
In strict accordance with the requirements of relevant laws and regulations, I timely understand the relevant contents of the company’s information disclosure and master the company’s information disclosure. For the problems existing in the specific work of the company, timely put forward criticism and guidance, and effectively help the company improve the efficiency and quality of relevant work. At the same time, pay attention to the study of relevant laws and regulations of listed companies, further deepen the understanding of relevant laws and regulations, especially those related to standardizing the corporate governance structure and protecting the rights and interests of public shareholders, improve the ability to perform their duties, and provide better opinions and suggestions for the company’s scientific decision-making and risk prevention.
As an independent director of the company, in accordance with the provisions and requirements of the company law, the guiding opinions, several provisions on strengthening the protection of the rights and interests of shareholders of social public shares, the articles of association and other relevant laws and regulations, I earnestly performed the duties of an independent director, put forward constructive suggestions to the company within my professional scope, and safeguarded the interests of the company and shareholders.
