Shenzhen Increase Technology Co.Ltd(300713)
2021 annual report of independent directors
Shareholders and shareholder representatives:
As an independent director of Shenzhen Increase Technology Co.Ltd(300713) (hereinafter referred to as “the company”), I, Zhou Huiqiang, strictly followed the company law, the securities law, the guiding opinions on establishing an independent director system in listed companies, several provisions on strengthening the protection of the rights and interests of public shareholders, the guidelines on the behavior of directors of companies listed on the gem of Shenzhen Stock Exchange and other normative documents in 2021, And the provisions and requirements of the articles of association, the company’s independent director system and other relevant laws, regulations and rules, earnestly perform the duties of independent directors, exercise the rights conferred by the company, timely understand the production and operation information of the company, pay comprehensive attention to the development of the company, actively attend the relevant meetings held by the company in 2021, express independent and objective opinions on the relevant matters considered by the board of directors, and faithfully perform their duties, Give full play to the independent role of independent directors, safeguard the overall interests of the company and safeguard the legitimate rights and interests of all shareholders, especially minority shareholders. The performance of the duties of independent directors in 2021 is reported as follows:
1、 Attendance at meetings
In 2021, with a diligent and responsible attitude, I actively participated in the meetings of the board of directors and shareholders held by the company, carefully reviewed the meeting materials, actively participated in the discussion of various proposals, and played a positive role in the correct decision-making of the board of directors. With a prudent attitude, I carefully reviewed the proposals of the board of directors during 2021, actively participated in the discussion and expressed my opinions, and voted carefully. I voted in favour of the proposals considered by the board of directors, and there was no objection to the proposals of the board of directors and other matters of the company. The board of directors of the company held 2021 and 2025 annual general meetings.
On December 2, 2021, I officially resigned as an independent director of the second board of directors of the company. Before my official resignation, I attended the meeting as follows:
Number of times independent directors should attend the board of directors this year and the general meeting of shareholders this year
Name attend in person delegate attend absent attend in person delegate attend absent
Zhou Huiqiang Tsinghua Tongfang Co.Ltd(600100)
2、 Giving prior approval opinions and independent opinions
In accordance with the articles of association, the working system of independent directors and other relevant provisions of laws and regulations
During the reporting period, I agreed with all the resolutions of the company and issued prior approval opinions and opinions on the following matters
Opinions:
Meeting time: prior approval opinions and independent opinions issued at the session
1. Independent opinions on the proposal on Exempting Changsha Guangyi Converter Technology Co., Ltd. from the performance commitment of shareholders of the second board of directors on January 15, 2021
The 17th meeting 2. Independent opinions on the proposal on the extension of some investment projects with raised funds
1. Prior approval on investment and establishment of joint stock companies and related party transactions. The second board of directors met on March 25, 2021
The 18th meeting 2. Independent opinions on the proposal on the extension of some investment projects with raised funds
1. Independent opinions on 2020 profit distribution and capital reserve converted into share capital plan
2. Independent opinions on the special report on the deposit and actual use of raised funds in 2020
3. Independent opinion of the second board of directors on April 23, 2021 on the occupation of funds and external guarantee of related parties in 2020
19th meeting 4. Independent opinions on the self-evaluation report of internal control in 2020 5. Independent opinions on the provision for asset impairment and write off of bad debts in 2020
6. Independent opinions on changes in accounting policies
7. Independent opinions on developing bill pool business
8. Independent opinions on temporarily replenishing working capital with some idle raised funds
1. Prior approval opinions on the prediction of daily related party transactions in 2021 2. Independent opinions on the occupation of the company’s funds by controlling shareholders and other related parties and the external guarantee of the company’s second board of directors on August 23, 2021
The 20th meeting 3. Report on the deposit and use of raised funds in the half year of 2021
Opinions
4. Independent opinions on the prediction of daily connected transactions in 2021
1. Independent opinions of the second session of the board of directors on the use of some idle raised funds for cash management on October 26, 2021
The 21st meeting 2. Independent opinions on the use of some idle self owned funds for cash management
1. Prior approval opinions on the company’s re employment of audit institutions in 2021
2. Independent opinions on the change of the board of directors and the nomination of non independent candidates for the third board of directors on November 15, 2021
The 22nd meeting 3. Independent opinions on the change of the board of directors and the nomination of candidates for independent directors of the third board of directors
4. Independent opinions on the remuneration scheme of directors and senior managers of the third board of directors of the company
5. Independent opinions on the company’s re employment of the audit institution in 2021
3、 Work of committees under the board of directors
I am the chairman of the audit committee of the board of directors, and I am listed on the gem of Shenzhen Stock Exchange
The company has actively fulfilled the relevant provisions such as the standardized operation guidelines, the articles of association and the working rules of the audit committee
duty.
During the reporting period, the company focused on reviewing the use of raised funds and changes in accounting policies
The occupation of funds by related parties, external guarantees and the replacement of accounting firms, and pay attention to the production economy of the company
Business and financial conditions, pay attention to the impact of external environment and market changes on the company, and continue to conduct internal audit of the company
The system and its implementation shall be supervised. Fully communicated with the accounting firm and listened to the registration
The accountant introduced the audit plan of the annual report and communicated with the certified public accountant and the company’s management on relevant issues
Fully communicated and faithfully performed the duties of independent directors.
I served as a member of the remuneration and assessment committee of the company. During the reporting period, I was in strict accordance with relevant laws and regulations
Actively carry out relevant work in accordance with the relevant provisions of the articles of association and the working rules of the remuneration and assessment committee of the board of directors
To continuously supervise the implementation of the company’s salary system, and work with other members to supervise the third board of directors of the company
The supervisor reviewed the salary scheme and earnestly performed his duties.
4、 On site investigation in the company
During the reporting period, as an independent director of the company, I fully understood the company’s production and operation, financial management and the implementation of internal control by attending relevant meetings such as the board of directors. At the same time, I kept close contact with other directors, management and relevant staff of the company by telephone, always paid attention to the impact of external environment and market changes on the company, and paid attention to the media Network reports on the company, timely learn the progress of major events of the company, and master the production and operation dynamics of the company. Master the operation dynamics of the company and effectively perform the duties of independent directors.
In my opinion, the company can continuously improve the internal governance structure of the company, timely formulate and revise various rules and regulations of corporate governance, strengthen performance appraisal management and ensure the effective implementation of various systems in accordance with the requirements of current relevant national laws and regulations. I focus on the impact of the external environment and market changes on the company from the perspective of familiar industry majors, and put forward reasonable suggestions in terms of future development strategic planning, so that the company can actively respond to risks and challenges inside and outside the industry, so as to better maintain its long-term strategic advantage.
5、 Work done to protect the rights and interests of investors
In 2021, I conscientiously performed my duties as an independent director, carefully reviewed the relevant materials provided by the company in advance for major matters considered and decided by the board of directors of the company, and asked relevant departments and personnel of the company if necessary. On this basis, I used my relevant professional knowledge to exercise voting rights independently, objectively and prudently, which promoted the scientificity and objectivity of the decision-making of the board of directors, Earnestly safeguard the legitimate rights and interests of the company and all shareholders, especially minority shareholders.
1. Supervise the company’s governance structure and operation management. In 2021, I effectively performed the duties of independent directors, actively paid attention to the operation of the company, carefully reviewed various proposals considered by the board of directors, and exercised voting rights independently, objectively and prudently on this basis.
2. Supervise the company’s information disclosure. During the reporting period, I continued to pay attention to the company’s information disclosure, urge the company to perform the disclosure obligations in strict accordance with relevant laws and regulations, ensure the authenticity, accuracy, integrity and timeliness of the disclosed information, ensure the fairness of the disclosed information, and safeguard the interests of the company’s shareholders, especially small and medium-sized shareholders.
6、 Other matters
In 2021, I did not raise any objection to the proposal of the board of directors and other matters, proposed to convene the board of directors, or proposed to hire external audit institutions and consulting institutions. As an independent director of the company, I offer suggestions. The above is the report on my performance during my tenure in 2021.
On December 2, 2021, my term of office expires and I will no longer serve as an independent director of the company. I sincerely thank the board of directors, management and other relevant personnel for their active and effective cooperation and support in the process of performing my duties.
Hereby report!
Independent director: Zhou Huiqiang April 22, 2022
