Suzhou Chunxing Precision Mechanical Co.Ltd(002547)
Work report of the board of directors in 2021
In 2021, the board of directors of Suzhou Chunxing Precision Mechanical Co.Ltd(002547) (hereinafter referred to as "the company") held a meeting in accordance with
Company law, securities law, listing rules of Shenzhen Stock Exchange, Shenzhen Stock Exchange
Self regulatory guidelines for listed companies No. 1 - standardized operation of listed companies on the main board and other laws, regulations and norms
The relevant provisions of the company's system, such as the company's articles of association and the rules of procedure of the board of directors, shall be strictly followed
Law to perform the duties of the board of directors, earnestly perform the duties of the board of directors entrusted by the general meeting of shareholders, and strictly implement the general meeting of shareholders
The resolutions of the company have standardized corporate governance, carried out various work diligently and conscientiously, and effectively safeguarded the company and the whole company
The legitimate rights and interests of shareholders ensure the standardized operation of the company.
The main work of the board of directors in 2021 is reported as follows:
1、 Daily work of the board of directors
The Fifth Board of directors of the company has six directors, including two independent directors, and the number and personnel structure of the board of directors
To meet the requirements of relevant laws and regulations.
(I) meetings of the board of directors held during the reporting period
In 2021, the board of directors of the company strictly followed relevant laws and regulations, the articles of association and other relevant provisions,
10 meetings of the board of directors were convened and held throughout the year to deliberate and make decisions on various major matters of the company
The situation is as follows:
No. meeting session date meeting proposal
1 the third session of the Fourth Board of directors on February 24, 2021 1 1. Proposal on providing guarantee for joint-stock subsidiaries by the company and subsidiaries 2. Proposal on convening the second extraordinary general meeting of shareholders in 2021
1. Proposal on the work report of the board of directors in 2020
2. Proposal on the full text and summary of the 2020 Annual Report
3. Proposal on the special explanation of the board of directors on the matters involved in the audit report with unqualified opinions on the highlighted matters in 2020
4. Proposal on 2020 financial final accounts report
2. The third session of the Fourth Board of directors on April 28, 2021 5. Proposal on profit distribution plan in 2020
12th meeting 6. Proposal on confirmation of directors' remuneration in 2020 and directors' remuneration scheme in 2021
7. Proposal on confirmation of executive compensation in 2020 and executive compensation scheme in 2021
8. Proposal on the work report of the general manager in 2020
9. Proposal on the self evaluation report on internal control in 2020
10. Proposal on daily hedging business of subsidiaries in 2021
12. Proposal on carrying out forward foreign exchange settlement and sales business
13. Proposal on developing bill pool business
14. Proposal on using idle self owned funds for cash management
15. Proposal on withdrawing provision for asset impairment
16. Deliberating the proposal on the general election of the board of directors one by one
(1) Nominate Ms. Yuan Jing as a candidate for non independent director of the 5th board of directors of the company
(2) Nominate Mr. Rong Zhijian as a candidate for non independent director of the 5th board of directors of the company
(3) Nominate Mr. Lu Yong as a candidate for non independent director of the 5th board of directors of the company
(4) Nominate Mr. Cao Youqiang as a candidate for non independent director of the 5th board of directors of the company
(5) Nominate Mr. Lu Wenlong as the candidate for independent director of the 5th board of directors of the company
(6) Nominate Mr. Qi Zhendong as the candidate for independent director of the 5th board of directors of the company
17. Proposal on convening the 2020 annual general meeting of shareholders
3. The third session of the Fourth Board of directors on April 29, 2021 1 1. Proposal on the first quarter report of 2021
13th meeting 2. Proposal on the provision for asset impairment
1. Proposal on signing the supplementary agreement on investment of yuanshengzhihui industrial project
2. Proposal of the 4th board of directors on providing guarantee services for state owned assets of Xianyou County on August 2021
The 14th interim meeting 3. Proposal on signing the repurchase agreement on the transfer of plant and supporting facilities of Xianyou Yuansheng Zhihui Technology Co., Ltd
4. Proposal on signing the agreement on the repurchase and payment of units of the Straits Yuansheng fund 5. Proposal on the outstanding losses reaching one third of the total paid in share capital
1. Proposal on electing the chairman of the 5th board of directors of the company
The first 2 of the 5th board of directors. Proposal on the establishment of the 5th special committee of the 5th board of directors and the composition of its five extraordinary meetings on May 21, 2021
3. Proposal on the appointment of senior managers of the company
4. Proposal on appointing the head of the company's internal audit institution
6. The second session of the 5th board of directors on August 2, 2021 1 1. Proposal on the company providing guarantee for wholly-owned subsidiaries
2. Proposal on convening the third extraordinary general meeting of shareholders in 2021
1. Suzhou Chunxing Precision Mechanical Co.Ltd(002547) 2021 semi annual report and summary of the 3rd Session of the 5th board of directors on August 27, 2021
Meeting 2. Proposal on the company and its subsidiaries providing guarantees for joint-stock subsidiaries 3. Proposal on convening the fourth extraordinary general meeting of shareholders in 2021
8. The 4th meeting of the 5th board of directors on October 29, 2021. The third quarter report of Suzhou Chunxing Precision Mechanical Co.Ltd(002547) 2021
9. December 3, 2021 of the 5th board of directors 1. Proposal on appointing the company's audit institution in 2021
Interim meeting 2. Proposal on Amending the information disclosure management system
3. Proposal on Amending the company's shares held by directors, supervisors and senior managers and their change management system
4. Proposal on convening the fifth extraordinary general meeting of shareholders in 2021
10. The 6th session of the 5th board of directors December 12, 2021 1 1. Proposal on adjusting the payment period of equity transfer fee
Provisional meeting
(II) convening of shareholders' meeting and implementation of resolutions of shareholders' meeting by the board of directors
During the reporting period, the company held 6 general meetings of shareholders and considered and passed 26 proposals.
The board of directors of the company
Arrange the agenda and proposals of the general meeting of shareholders according to law, fairly and reasonably, and make decisions on major matters of the company according to law.
In strict accordance with the resolutions and authorization of the general meeting of shareholders, the board of directors carefully implemented the resolutions considered and adopted by the general meeting of shareholders,
It has effectively safeguarded the legitimate rights and interests of all shareholders and promoted the long-term, steady and sustainable development of the company. Reporting period
There is no situation in the company that major matters have not been approved by the general meeting of shareholders, and there is no situation that they are implemented first and then considered.
(III) performance of independent directors
The independent directors of the company shall act in accordance with the company law, the securities law, the articles of association and the working system of independent directors
In accordance with the provisions of laws and regulations such as the "degree", independently perform their duties, carefully review various proposals of the board of directors and be consistent with the company
Express independent opinions on relevant matters, put forward professional suggestions to promote the scientific decision-making of the board of directors, and give full play to the independent directors
And earnestly safeguard the legitimate rights and interests of the company, shareholders, especially minority shareholders. See 2021 for details
