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, Huang Yun, 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 social 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, As well as the provisions and requirements of the articles of association, the company's independent director system and other relevant laws, regulations and rules, earnestly performed the duties of independent directors, exercised the rights conferred by the company, timely learned the company's production and operation information, paid comprehensive attention to the company's development, actively attended the relevant meetings held by the company in 2021, and expressed independent and objective opinions on the relevant matters considered by the board of directors of the company, 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:
Names of independent directors number of times of attending the board of directors this year number of times of attending the general meeting of shareholders this year
Attend in person, entrust to attend in absentia, attend in person, entrust to attend in absentia
Huang Yun 6 0 0 0 0
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 the performance commitment of some shareholders of the second board of directors of Changsha generalized Converter Technology Co., Ltd
The 17th meeting on January 15, 2021 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 meeting with the second board of directors
The 18th Meeting on March 25, 2021 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 opinions on capital occupation and external guarantee of related parties in 2020
The second board of directors 4. Independent opinions on the self-evaluation report of internal control in 2020 the 19th Meeting on April 23, 2021
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. The second session of the board of directors 2. Independent opinions on the occupation of the company's funds by controlling shareholders and other related parties and the company's external guarantee on August 23, 2021
20th meeting
3. Independent opinions on the deposit and use of raised funds in the half year of 2021
4. Independent opinions on the prediction of daily connected transactions in 2021
The second session of the board of directors 1. Independent opinions on the use of some idle raised funds for cash management
21st Meeting 26 October 2021
Discussion 2. Independent opinions on using 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 and the second board of directors
The 22nd Meeting on November 15, 2021 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 a member of the strategy committee of the board of directors and in accordance with the regulations of Shenzhen Stock Exchange on companies listed on the gem
Fan Yunzuo's guidelines, articles of association and other relevant provisions, I took advantage of my professional advantages to participate in the company
Research activities on long-term development strategic planning, business objectives, development policies and various business strategies; On the market ring
Keep close communication with the board of directors and senior management of the company on important matters such as environmental and industry information to fight for the company
The scientific decision-making of strategic development has played a positive role and actively performed its duties.
I am a member of the audit committee of the board of directors and in accordance with the regulations of Shenzhen Stock Exchange on companies listed on the gem
Fan Yunzuo guidance, articles of association and other relevant provisions, and actively perform their duties. During the reporting period, I participated in
Reviewed the working documents of the company's Internal Audit Committee; Continue to the company's internal audit system and
Perform supervision duties on its implementation, and promote the communication between internal audit and external audit.
I serve as the chairman of the nomination committee of the board of directors and strictly comply with the work plan of the nomination committee of the board of directors of the company
In accordance with the relevant requirements of the detailed rules, and earnestly perform their duties. During the reporting period, the directors of the company were continuously monitored
Supervise the candidates for non independent directors and independent directors of the third board of directors together with other members
The qualification of the nomination committee has been verified, and the functions of the nomination committee have been effectively performed.
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 faithfully perform my duties, actively participate in major decisions of the company, and make suggestions for the sustainable and stable development of the company
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: Huang Yun April 22, 2022
