Guangdong Enpack Packaging Co.Ltd(002846)
Report on the work of independent directors in 2021
——Jiang Bo Chen
Dear shareholders and shareholder representatives
As an independent director of Guangdong Enpack Packaging Co.Ltd(002846) (hereinafter referred to as "the company"), during my tenure in 2021, I faithfully and diligently performed the duties of an independent director in strict accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the rules for independent directors of listed companies and other relevant national laws and regulations and the requirements of Guangdong Enpack Packaging Co.Ltd(002846) articles of Association (hereinafter referred to as "the articles of association") Exercise the powers entrusted to independent directors by the company in a responsible manner, promote the standardized operation of the company, safeguard the overall interests of the company, earnestly implement the detailed rules for the work of Guangdong Enpack Packaging Co.Ltd(002846) independent directors (hereinafter referred to as the "detailed rules for the work of independent directors") formulated by the company, and give full play to the independent role of independent directors without the influence of major shareholders or other units or individuals having an interest in the company, Earnestly safeguard the legitimate rights and interests of all shareholders, especially minority shareholders.
I hereby report my performance of duties and participation in the meeting in 2021 as follows:
1、 Attendance at meetings
During my tenure in 2021, with a diligent attitude, I actively participated in the board of directors and shareholders' meeting held by the company, carefully reviewed the meeting materials, exercised voting rights independently, objectively and prudently, actively participated in the discussion of various topics and put forward reasonable suggestions, which played a positive role in the correct decision-making of the board of directors. This year, the company held 7 meetings of the board of directors and 4 general meetings of shareholders. The convening of the board of directors and the general meeting of shareholders complies with the legal procedures, the relevant procedures have been performed for major business decisions and other major matters, and the resolutions of the meeting are legal and effective.
I voted in favor of all proposals submitted to the board of directors after deliberation, without objection or abstention. My attendance at the board meeting this year is as follows:
Name of independent directors number of meetings attended in person number of entrusted attendance number of absentee votes
Chen Jiangbo 7 7 0 0 0
In this year, my attendance at the general meeting of shareholders is as follows:
Name of independent director number of shareholders' meetings number of attendance remarks
Chen Jiangbo 4 -
2、 Independent opinions
Sequence date, meeting session, event opinion number type
1. Special instructions and independent opinions on the occupation of the company's funds by controlling shareholders and other related parties and the company's external consent guarantee
2. Independent consent on the company's self evaluation report on internal control in 2020
3. Independent opinions on the special report on the deposit and actual use of the approved funds raised in Guangdong Enpack Packaging Co.Ltd(002846) 2020
4. Independent opinions on the 2020 annual profit distribution and capital reserve to share capital plan
5. The controlling shareholder agrees to apply for credit financing for the company and its subsidiaries in 2021 Independent opinions of the third board of directors on providing guarantees and related party transactions
02.05 11th meeting 6 Independent opinions on the guarantee provided by the company for the approval of its subsidiaries to apply for credit amount from financial institutions in 2021
7. Independent opinions on carrying out forward foreign exchange settlement and sales business
8. Independent opinions on carrying out hedging business
9. Independent opinions on the achievement of the conditions for lifting the restrictions in the third period of the first grant of the restricted stock incentive plan in 2017
10. Independent opinions on the implementation of performance commitments of Guangdong Grand Slam Packaging Co., Ltd. in 2020
11. Independent opinion on the provision for asset impairment in 2020
1. Agreement on Guangdong Enpack Packaging Co.Ltd(002846) extending the non-public offering of shares 2021 Independent opinions on the validity period of the resolution of the third board of directors
2 03.22 Twelfth Meeting 2 About Guangdong Enpack Packaging Co.Ltd(002846) extending the authorized directors of the general meeting of shareholders
The board of directors has full authority to handle the issue of this non-public offering of shares and independently agree on the validity period
3 2021. The third board of directors 1 Independent consent on the termination of non-public offering of A-Shares in 2020 opinions of the 14th meeting of 08.05
1. The controlling shareholder and its related parties occupy the company's funds and the company agrees to bear external liabilities 2021 Special explanation and independent opinions on the insurance of the third board of directors
4.08.27 15th meeting
2. Independent opinions on the special report on the deposit and actual use of the agreed funds raised in the half year of Guangdong Enpack Packaging Co.Ltd(002846) 2021
5 2021. The third board of directors 1 The independent opinion on the appointment of the company's audit institution in 2021 agreed to the 16th meeting on October 21
6 2021. The third board of directors 1 Independent opinions on the new 2021 company providing guarantee for the subsidiary's application for credit extension and agreeing to the line of credit at the 17th meeting on December 22
3、 Work of special committees of the board of directors
The board of directors of the company has established four special committees: Audit Committee, remuneration and assessment committee, nomination committee and Strategy Committee.
During my tenure in 2021, as the chairman of the strategy committee, the chairman of the nomination committee and the member of the remuneration and assessment committee, I actively attended relevant meetings and performed corresponding duties as a member in strict accordance with the relevant requirements of the rules of procedure of the special committee of the board of directors of the company. The details are as follows: as the chairman of the strategy committee of the board of directors of the company, in accordance with the working rules of independent directors of the company Fulfill their duties in accordance with the requirements of the rules of procedure of the strategy committee and other relevant systems, actively participate in the meeting, review and give consent to the termination of the company's non-public offering of A-Shares in 2020 and the proposed investment in the construction of the company's beverage easy open cover project (phase II) and authorize the company's management to start the project in due time.
As the chairman of the nomination committee of the board of directors of the company, I performed my duties in accordance with the requirements of the company's working rules for independent directors, rules of procedure of the nomination committee and other relevant systems, reviewed the qualifications and conditions of the company's directors and senior managers, and actively promoted the sustained and rapid development of the company and the construction of the core team.
As a member of the remuneration and appraisal committee of the board of directors of the company, I carried out work in accordance with the provisions of the company's working rules for independent directors, rules of procedure of the remuneration and appraisal committee and other relevant systems, actively performed my duties, and deliberated on the achievements of the company's restrictions on sales in the third lifting period of the first grant of restricted stock incentive plan in 2017, Give full play to the due role of the salary and assessment committee.
4、 On site investigation of the company
Take advantage of the opportunity to attend the meetings of the board of directors and the committees under the board of directors and other times to understand the production, operation and financial situation of the company, timely learn the progress of major matters of the company, maintain communication and contact with the directors, senior executives and relevant staff of the company, listen to the report of the management of the company on the operation and standardized operation, and pay close attention to the corporate governance, production and operation management and development, Understand company dynamics.
5、 Other work done in protecting the rights and interests of investors
1. Diligently perform their duties and objectively express their opinions. As an independent director of the company, I perform my duties in strict accordance with relevant laws and regulations, the articles of association and the detailed rules for the work of independent directors of the company, participate in the meetings of the board of directors of the company on time, carefully review all proposals and relevant annexes submitted to the board of directors for deliberation, objectively express my opinions and opinions, and make independent and impartial judgments by using my professional knowledge, Effectively safeguard the interests of minority shareholders.
2. Continue to pay attention to the company's information disclosure. During the reporting period, I actively supervised the authenticity, accuracy, integrity and timeliness of the company's information disclosure, so that the company can be true, timely and in strict accordance with the Shenzhen Stock Exchange's stock listing rules, Shenzhen Stock Exchange's self regulatory guidelines for listed companies No. 1 - standardized operation of listed companies on the main board and other laws, regulations and relevant provisions of the company Accurately disclose periodic reports and other matters that have a significant impact on the company to ensure that public shareholders have fair and timely access to relevant information. 6、 Training and learning
Since taking office, in order to improve my ability to perform my duties, actively study the latest laws, regulations and various rules and regulations, deepen my understanding and understanding of relevant laws and regulations, especially those related to regulating the corporate governance structure and the protection of shareholders' rights and interests, constantly improve my ability to perform my duties, and provide better opinions and suggestions for the scientific decision-making and risk prevention of the company, It has promoted the company's further standardized operation and strengthened the ability to protect the legitimate rights and interests of the company and investors.
7、 Other working conditions
1. There is no proposal to convene the board of directors.
2. There is no proposal to hire or dismiss an accounting firm.
3. There is no external audit agency or consulting agency to audit the company.
4. Failure to request the board of directors to convene an extraordinary general meeting of shareholders, etc.
Here, I would like to express my heartfelt thanks to the board of directors, management and relevant staff for their active and effective cooperation and support in performing their duties in 2021. In 2022, I will continue to faithfully and diligently perform the duties of independent directors, give full play to my professional knowledge and work experience, and provide reference for the correct decision-making of the company's board of directors, so as to promote the healthy, sustainable and stable development of the company.
Hereby report!
independent director:
Jiang Bo Chen
specific date
