Shanghai Step Electric Corporation(002527)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Shanghai Step Electric Corporation(002527) (hereinafter referred to as “the company”) conscientiously performed its duties in accordance with the relevant provisions and requirements of the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other laws and regulations, the Shanghai Step Electric Corporation(002527) articles of association, the rules of procedure of Shanghai Step Electric Corporation(002527) board of supervisors and other rules and regulations, and all supervisors independently exercised their functions and powers in accordance with the law, which promoted the standardized operation of the company and safeguarded the company The legitimate rights and interests of all shareholders and employees, effectively supervised the company’s major business activities and the performance of duties by directors and senior managers, carefully inspected the company’s financial situation, and ensured the healthy, sustainable and stable development of the company.
1、 Daily work of the board of supervisors
In 2021, the board of supervisors held ten meetings, as follows:
1. The fourth meeting of the Fifth Board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on January 20, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Proposal on changing the purpose of raised funds and permanently replenishing working capital
2) Proposal on cancellation of subsidiaries
On January 21, 2021, the securities times and the Securities Commission appointed the information announcement on Shanghai Securities Times（ http://www.cn.info.com.cn. ）Disclosure on.
2. The fifth meeting of the Fifth Board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on March 23, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Proposal on the prediction of daily connected transactions in 2021
The announcement of the resolution of the board of supervisors was made on the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on March 24, 2021（ http://www.cn.info.com.cn. ）Disclosure on.
3. The sixth meeting of the Fifth Board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on April 22, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
Proposal on planning (Draft) and its summary
2) Proposal on the administrative measures for the implementation and assessment of stock option and restricted stock incentive plan in Shanghai Step Electric Corporation(002527) 2021
3) Proposal on verifying the list of incentive objects granted by the stock option and restricted stock incentive plan in Shanghai Step Electric Corporation(002527) 2021
The announcement of the resolution of the board of supervisors was made on April 23, 2021 in the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo（ http://www.cn.info.com.cn. ）Disclosure on.
4. The seventh meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on April 27, 2021. All the supervisors of the company attended the meeting, which was presided over by Mr. Gong Zhaokun, the supervisor. The Secretary of the board of directors and securities affairs representative of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Work report of the board of supervisors in 2020
2) Full text and summary of 2020 Annual Report
3) Financial statement report of 2020
4) 2020 profit distribution plan
5) Special report on the deposit and actual use of raised funds in 2020
6) Self evaluation report on internal control in 2020
7) Proposal on the occupation of non operating funds, other related capital transactions and external guarantee of the company in 2020
8) Proposal on by election of non employee representative supervisors of the 5th board of supervisors of the company
9) Proposal on reappointment of Lixin Zhonglian Certified Public Accountants (special general partnership) as the company’s external audit institution in 2021
10) Proposal on applying for comprehensive credit line from financial institutions and providing guarantee within the line in 202111) proposal on using some idle self owned funds to purchase financial products
12) Proposal on changes in accounting policies
13) Proposal on the provision for asset impairment in 2020
14) Full text and text of the first quarter report of 2021
The resolution announcement of the board of supervisors was made on the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on April 29, 2021（ http://www.cn.info.com.cn. ）
5. The 8th meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on May 25, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Proposal on adjusting the list and number of incentive objects granted for the first time under the 2021 stock option and restricted stock incentive plan
2) Proposal on granting stock options and restricted stocks to incentive objects for the first time
The announcement of the resolution of the board of supervisors was made on May 26, 2021 in the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo（ http://www.cn.info.com.cn. ）Disclosure on.
6. The ninth meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on July 8, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Proposal on joint investment and establishment of joint ventures and related party transactions with related parties
The announcement of the resolution of the board of supervisors was made on July 9, 2021 in the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo（ http://www.cn.info.com.cn. ）Disclosure on.
7. The 10th meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on August 20, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Full text and summary of the 2021 semi annual report
2) Special report on the deposit and actual use of raised funds in the half year of 2021
The announcement of the resolution of the board of supervisors was made on August 24, 2021 in the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo（ http://www.cn.info.com.cn. ）Disclosure on.
8. The 11th (Interim) meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on September 17, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Proposal on early redemption of “Shida convertible bonds”
The announcement of the resolution of the board of supervisors was made on September 18, 2021 in the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo（ http://www.cn.info.com.cn. ）Disclosure on.
9. The 12th meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on September 17, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representative of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals: 1) report of the third quarter of 2021
10. The 13th meeting of the 5th board of supervisors of the company was held by on-site voting in the conference room on the fourth floor of the company on December 15, 2021. All supervisors of the company attended the meeting. The meeting was presided over by Mr. Gong Zhaokun, chairman of the board of supervisors. The Secretary of the board of directors and securities affairs representatives of the company attended the meeting as nonvoting delegates. The meeting deliberated and unanimously adopted the following proposals:
1) Proposal on granting reserved stock options and restricted shares to incentive objects
The announcement of the resolution of the board of supervisors was made on December 16, 2021 in the designated information disclosure media securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com（ http://www.cn.info.com.cn. ）Disclosure on.
2、 Opinions of the board of supervisors on relevant matters of the company in 2021
In 2021, the board of supervisors of the company carefully carried out supervision in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and the Shanghai Step Electric Corporation(002527) articles of association, timely understood and inspected the financial operation of the company, attended or attended all the general meetings of shareholders and meetings of the board of directors held in 2021, and supervised and inspected all major matters of the company, Fully understand and master the overall operation of the company. The opinions of the board of supervisors on relevant matters in 2021 are as follows:
1. Legal operation of the company
During the reporting period, the board of supervisors conscientiously performed its duties in accordance with the provisions of the company law, the Shanghai Step Electric Corporation(002527) articles of association, the rules of procedure of the board of supervisors and other laws and regulations, and supervised and inspected the convening procedures and resolutions of the general meeting of shareholders and the board of directors, the implementation of the resolutions of the general meeting of shareholders by the board of directors, the performance of the duties of the directors and senior managers of the company and the company’s management system. It is believed that the company operates according to law and the decision-making procedures comply with the provisions of relevant laws, regulations and rules; The company’s internal control system has been established and can be effectively implemented; When performing their duties, the directors and senior managers of the company can conscientiously implement the national laws and regulations, rules and regulations and relevant resolutions, and have not found that the directors and senior managers of the company violate the laws and regulations, the Shanghai Step Electric Corporation(002527) company charter and other provisions or damage the interests of the company and shareholders when performing their duties and exercising their powers.
2. Check the company’s financial situation
The board of supervisors supervised, inspected and reviewed the company’s internal financial control system, financial status and financial results during the reporting period, and believed that the company’s internal financial control system was perfect, relevant systems were sound, financial operation was standardized, financial status was good, accounting was free of major omissions and false records, the preparation of financial statements complied with the accounting standards for business enterprises and other relevant provisions, and the financial report could be true, accurate and reliable Objectively reflect the company’s operating and financial results during the reporting period. 3. Opinions of the board of supervisors on the profit distribution plan
After verification, the company’s profit distribution plan for 2021 complies with the relevant provisions of laws and regulations such as Shanghai Step Electric Corporation(002527) articles of association and Shanghai Step Electric Corporation(002527) future cash dividend policy, and there is no situation that damages the interests of the company’s shareholders, especially small and medium-sized shareholders. Therefore, we agree to the company’s 2021 profit distribution plan and agree to submit it to the company’s 2021 annual general meeting for deliberation.
4. Check the deposit and use of raised funds and give opinions
The board of supervisors inspected the deposit and use of the company’s raised funds in 2021 and held that the company’s raised funds were managed and used in strict accordance with relevant laws and regulations and the relevant provisions of the measures for the administration of raised funds, there was no change in the purpose of raised funds and damage to the interests of shareholders, and there was no unauthorized misappropriation or illegal use of raised funds.
5. Check the acquisition and sale of assets
The board of supervisors of the company has inspected the acquisition and sale of assets of the company in 2021 and believes that:
Upon inspection, the company and its subsidiaries did not acquire or sell assets during the reporting period.
6. Check the related party transactions and external guarantees of the company and give opinions
The board of supervisors of the company has inspected the related party transactions and external guarantees of the company in 2021 and believes that: after inspection, there was no occupation of non operating funds by controlling shareholders and other related parties in the company and its subsidiaries during the reporting period.
Upon inspection, the company and its subsidiaries had no major related party transactions or other related capital transactions during the reporting period. Upon inspection, during the reporting period, the total amount of comprehensive credit line applied by the company and its holding subsidiaries to financial institutions and guaranteed by the company within the line is expected to not exceed RMB 1.18 billion, accounting for 38.45% of the company’s audited net assets attributable to shareholders of Listed Companies in 2021. In 2021, the above guarantee amount of 895543 million yuan has been used. In 2021, the company and its holding subsidiaries had no illegal guarantee, no overdue guarantee, and no external guarantee occurred in previous years and accumulated to the reporting period.
7. Opinions on the self evaluation report on internal control in 2021 prepared by the board of directors
After reviewing the self-evaluation report on internal control in 2021 prepared by the board of directors and the construction and implementation of the company’s internal control system, the board of supervisors believes that the self-evaluation report on the company’s internal control can objectively and comprehensively reflect the construction of the internal control system, has been effectively implemented, and can ensure the safety and integrity of assets and the normal development of operation and management activities on the whole,
