Suzhou Chunxing Precision Mechanical Co.Ltd(002547)
Report on the work of independent directors in 2021 (Lu Wenlong)
I am the sole member of the 5th board of directors of Suzhou Chunxing Precision Mechanical Co.Ltd(002547) (hereinafter referred to as "the company")
Establish directors in strict accordance with the company law, the guidelines for the governance of listed companies and the
Guidance on the independent director system, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 -
- laws and regulations such as standardized operation of main board listed companies, articles of association, working system of independent directors, etc
And internal rules and regulations, earnestly perform their duties, give full play to the independent role of independent directors and maintain
The legitimate rights and interests of all shareholders, especially minority shareholders. The performance of the duties of independent directors in 2021 is hereby summarized
The report is as follows:
1、 Attendance at meetings
In 2021, the convening and convening of the board of directors and general meeting of shareholders of the company complied with legal procedures and achieved significant business objectives
Relevant approval procedures have been implemented for decision-making and other major matters. My attendance at the meeting is as follows: (I) personally attended 10 meetings of the board of directors and 6 general meetings of shareholders held by the company in 2021
Discussion; I voted in favor of all the proposals considered at the board meeting, without objection or abstention
The situation of the;
(II) no other independent directors were authorized to attend the meeting during the reporting period;
(III) during the reporting period, I did not raise any objection to any matter of the company.
2、 Independent opinions
As an independent director of the company, I have carefully deliberated and discussed with other independent directors on relevant matters of the company
Express independent opinions as follows (see cninfo.com for details of independent opinions) http://www.cn.info.com.cn. ）：
Matters for expressing independent opinions time for expressing independent opinions and type of meeting session
February 24, 2021
Independent opinions on the guarantee provided by the company and its subsidiaries for participating subsidiaries the 30th session of the 4th board of directors agreed to an interim meeting
Prior approval opinions on daily related party transactions of the expected subsidiary in 2021
Independent opinions on the occupation of the company's funds and external guarantees by controlling shareholders and other related parties
Independent opinion on the special consent statement on the matters involved in the audit report with unqualified opinions in the highlighted matters section in 2020
Independent opinions on the profit distribution plan for 2020 agreed to the third session of the Fourth Board of directors on April 28, 2021
The 12th independent meeting on the confirmation of directors' remuneration in 2020 and directors' remuneration plan in 2021
See agree
Independent agreement on the confirmation of executive compensation in 2020 and executive compensation scheme in 2021
Independent opinions on the self-evaluation report of the company's internal control in 2020
Independent opinion and consent on the daily connected transactions of the subsidiary in 2021
Independent opinions on carrying out commodity futures hedging business agreed
Independent opinions on carrying out forward foreign exchange settlement and sales business
Independent opinions on using idle self owned funds for cash management agree
Independent opinions on the provision for asset impairment agreed
Independent opinions on the general election of the board of directors
April 29, 2021
Independent opinions on the provision for impairment of assets agreed at the 30th meeting of the 4th board of directors
On the provision of anti trust services for Xianyou Xiancai state owned assets investment and Operation Co., Ltd. May 8, 2021
Independent opinions on guarantee the third session of the Fourth Board of directors agreed to the 14th interim meeting
May 21, 2021
Independent opinions on the appointment of senior managers of the company the 5th board of directors agreed to the interim meeting for the first time
Independent consent on the occupation of the company's funds and external guarantees by controlling shareholders and other related parties the third meeting of the Fifth Board of directors on August 27, 2021
The independent opinions on the guarantee provided by the company and its subsidiaries for the participating subsidiaries were agreed at the meeting
Prior approval opinions on the appointment of the company's audit institution in 2021 the fifth session of the Fifth Board of directors was approved in advance on December 3, 2021
The independent opinion on the appointment of the company's audit institution in 2021 was agreed at the second interim meeting
Prior approval opinions on adjusting the payment period of equity transfer fund the sixth session of the Fifth Board of directors was approved in advance on December 12, 2021
The independent opinions on adjusting the payment period of equity transfer funds were agreed at the second interim meeting
3、 On site inspection of the company
In 2021, I took advantage of the opportunity to attend the board of directors, the general meeting of shareholders and other times to visit the company
On site investigation to understand the production, operation and financial situation of the enterprise, and actively cooperate with other directors and the management of the company
Many exchanges, understanding of corporate governance, joint analysis of the development trend and market situation of the company's industry,
Pay attention to the media reports on the company and the impact of external environment and market changes on the company, combined with their own professional knowledge
Participate in the discussion of the company's investment projects and put forward suggestions.
4、 Performance of professional committees
As the convener of the remuneration and appraisal committee of the board of directors, I am responsible for presiding over the meeting of the remuneration and appraisal committee, carefully studying the company's human resources performance appraisal system and understanding the work scope and responsibilities of the company's management. In strict accordance with the working rules of the remuneration and assessment committee of the board of directors, review the remuneration of directors and senior managers, evaluate their performance, supervise the implementation of the company's remuneration system, put forward suggestions for the problems existing in the company's remuneration system in combination with the actual situation of the company, and improve and perfect the company's remuneration and assessment system.
As a member of the audit committee and the nomination committee, I actively participate in the relevant work and activities carried out by each committee. During the reporting period, I personally participated in the meetings held by the professional committee, earnestly performed the duties and obligations of the committee members, took advantage of the opportunity to carefully listen to the reports of relevant personnel, regularly consult the company's financial statements and business data, and timely understand and master the company's production and operation and the progress of major events. 5、 Work done in protecting the legitimate rights and interests of investors
1. I perform my duties in strict accordance with laws and regulations, the articles of association and the working system of independent directors, actively participate in the meeting of the board of directors of the company, carefully consider various proposals, exercise voting rights prudently, and earnestly safeguard the legitimate interests of the company and all shareholders.
2. Continue to pay attention to the company's information disclosure and media reports on the company, urge the company to disclose information in strict accordance with the requirements of laws, regulations and rules, and ensure the authenticity, accuracy and integrity of the company's information disclosure.
3. I earnestly study the laws, regulations, rules and normative documents related to the performance of duties of independent directors to effectively strengthen the ability to protect the interests of the company and investors.
6、 Other matters
1. In 2021, I did not propose to convene the board of directors;
2. In 2021, I did not propose to hire or dismiss an accounting firm;
3. In 2021, I did not independently employ an external audit institution or consulting institution.
In 2022, I will continue to faithfully perform the obligations of independent directors in the spirit of integrity and diligence, give full play to the role of independent directors, strengthen communication and cooperation with the board of directors, the board of supervisors and the management of the company, provide reference opinions for the decision-making of the board of directors of the company, and safeguard the legitimate rights and interests of all shareholders of the company, especially small and medium-sized shareholders. It is hoped that in the new year, the company will seize the great opportunity of industry development, develop continuously, stably and healthily, and repay the majority of investors with better performance.
It is hereby reported.
Independent director: Lu Wenlong
April 24, 2002
