Work report of the board of supervisors in 2021
Zhanjiang Guolian Aquatic Products Co.Ltd(300094)
Work report of the board of supervisors in 2021
Zhanjiang Guolian Aquatic Products Co.Ltd(300094) (hereinafter referred to as "the company") the board of supervisors, in accordance with the company law, the articles of association, the rules of procedure of the board of supervisors and other relevant provisions, and in an attitude of being responsible to all shareholders, sincerely performs the duties entrusted by the articles of association. During the reporting period, he attended the meetings of the board of directors and the general meeting of shareholders, participated in the decision-making of major matters of the company, inspected the operation and financial situation of the company according to law, and effectively safeguarded the interests of all shareholders. Effectively supervised the company's production and operation, and expressed no objection to relevant supervision matters. The specific work report of the board of supervisors in 2021 is as follows:
1、 Meetings of the board of supervisors
During the reporting period, the board of supervisors of the company held 9 meetings of the board of supervisors. The specific contents are as follows:
1. On January 12, 2021, the company held the first meeting of the 5th board of supervisors, which deliberated and adopted the proposal on electing the chairman of the 5th board of supervisors.
2. On February 2, 2021, the company held the second meeting of the Fifth Board of supervisors, which deliberated and adopted the special statement of the board of directors on the elimination of the impact of the matters described in the qualified opinions of the 2019 annual audit report, the proposal on the correction of early accounting errors, the proposal on the correction of the company's 20162019 annual and interim reports and 2020 interim reports, and the proposal on supplementary confirmation of related party transactions.
3. On February 19, 2021, the company held the third meeting of the Fifth Board of supervisors, which deliberated and approved the proposal on the prediction of daily connected transaction line in 2021, the proposal on the company's plan to apply for loan line and connected transaction from Henan Dazhang Industrial Co., Ltd., and the proposal on the company's handling of comprehensive credit business in 2021 Proposal on supplementary confirmation of related party transactions between the company and Henan Dazhang Industrial Co., Ltd. in 2020 and proposal on delaying the return of idle raised funds and continuing to be used to supplement working capital temporarily.
4. On March 9, 2021, the company held the fourth meeting of the Fifth Board of supervisors, which deliberated and adopted the proposal on granting reserved restricted shares to incentive objects and the proposal on repurchase and cancellation of some restricted shares.
5. On April 27, 2021, the company held the fifth meeting of the Fifth Board of supervisors, which deliberated and adopted the work report of the board of supervisors in 2020, the full text and summary of the annual report in 2020, the report of the first quarter of 2021, the report of the final accounts in 2020, the proposal on the company's profit distribution plan in 2020
Work report of the board of supervisors in 2021
The proposal on the provision for asset impairment and write off of assets in 2020, the self-evaluation report on internal control in 2020, the special report on the deposit and actual use of raised funds in 2020, the proposal on the change of accounting policies, the proposal on the repurchase and cancellation of restricted shares related to the 2020 restricted stock incentive plan, the proposal on the amendment of the rules of procedure of the board of supervisors Proposal on reappointment of audit institutions in 2021.
6. On August 25, 2021, the company held the sixth meeting of the Fifth Board of supervisors, which deliberated and adopted the full text and summary of the 2021 semi annual report, the special report on the storage and use of the raised funds in the 2021 semi annual, the proposal on the provision for asset impairment in the 2021 semi annual, the proposal on the closing of the investment projects of non-public development bank stock raised funds and the permanent supplement of the surplus raised funds to the working capital Proposal on canceling the granting of restricted shares reserved in the 2020 restricted stock incentive plan and proposal on adjusting the repurchase and cancellation of some restricted shares.
7. On September 8, 2021, the company held the 7th Meeting of the 5th board of supervisors, which deliberated and approved the proposal on the company's meeting the conditions for issuing A-Shares to specific objects, the proposal on the company's plan for issuing A-Shares to specific objects, and the proposal on the company's plan for issuing A-Shares to specific objects Proposal on the demonstration and analysis report of the company's A-share issuance scheme to specific objects, proposal on the feasibility analysis report of the use of funds raised by the company's A-share issuance to specific objects, proposal on the dilution of immediate return and supplementary measures for the company's A-share issuance to specific objects Proposal on the commitment of the company to take filling measures for diluting the immediate return of A-Shares issued to specific objects issued by the company's controlling shareholders, actual controllers, directors and senior managers, proposal on the company's shareholder return plan for the next three years (20212023), proposal on the report on the use of the company's previously raised funds. 8. On October 25, 2021, the company held the 8th meeting of the 5th board of supervisors, which deliberated and adopted the report of the third quarter of 2021 and the proposal on repurchase and cancellation of some restricted shares.
9. On December 29, 2021, the company held the 9th meeting of the 5th board of supervisors, which deliberated and adopted the proposal on repurchase and cancellation of some restricted shares.
2、 Verification opinions of the board of supervisors on relevant matters in 2021
During the reporting period, the board of supervisors of the company earnestly performed its supervision duties in strict accordance with the provisions of relevant laws, regulations and company systems, carefully supervised and inspected the company's legal operation, the company's financial situation, the investment of raised funds, related party transactions and other matters, and issued the following verification opinions on the relevant situation of the company during the reporting period according to the inspection results:
Work report of the board of supervisors in 2021
(I) opinions on the legal operation of the company
The board of supervisors of the company operates in accordance with the provisions of the company law, the articles of association and the rules of procedure of the board of supervisors, and the decision-making procedures are legal and effective; The company has established and improved the internal control system. The directors and managers of the company are diligent in performing their duties, and have not found any violation of national laws, regulations and the articles of association, nor any damage to the interests of the company and shareholders' rights and interests.
(II) opinions on the company's financial situation
During the reporting period, the board of supervisors inspected and reviewed the company's financial system and financial status, and considered that the company's financial management and internal control system were sound, and there were no major omissions and false records in accounting. The financial report truly and objectively reflects the financial situation and operating results of the company in 2021.
(III) opinions on the deposit and use of the company's raised funds
During the reporting period, the board of supervisors inspected the use and storage management of the company's raised funds. The board of supervisors believed that the company had established the raised funds management system and standardized the fund use procedures. During the reporting period, no illegal use of the raised funds was found, and there was no change in the actual investment projects of the company.
(IV) opinions on related party transactions of the company
During the reporting period, the board of supervisors checked the related party transactions between the company and its subsidiaries and related parties in 2021, and believed that the related party transactions of the company and its subsidiaries met the needs and actual conditions of the company's normal production and operation, the pricing of related party transactions was objective and fair, followed the principles of equality and voluntariness, followed the principles of fair and just market, and did not harm the interests of all shareholders.
(V) opinions on the self-evaluation report of internal control
After review, the board of supervisors of the company believes that the company has established various internal control systems required by the company's operation and management in accordance with the company law of the people's Republic of China, the guidelines for the standardized operation of the gem of Shenzhen Stock Exchange, the basic norms of enterprise internal control and other laws and regulations. The self-evaluation report on the company's internal control in 2021 truly, comprehensively and objectively reflects the construction and operation of the company's internal control. (VI) opinions on the establishment and implementation of the company's insider registration system
During the reporting period, the board of supervisors of the company supervised the establishment and implementation of the insider system of the company. The board of supervisors believed that the company had established the insider registration system in accordance with the requirements of laws and regulations. During the reporting period, the company strictly implemented the insider registration system, strictly standardized the information transmission process, and was true, accurate and reliable in accordance with the requirements of the system Timely and completely record the insiders of the company. During the reporting period, no insider was found to disclose insider information, conduct insider trading or advise him
Work report of the board of supervisors in 2021
People use insider information for trading and other events.
(VII) review opinions on the company's 2021 annual report and summary
The board of supervisors of the company carefully reviewed the 2021 annual report prepared by the board of directors and issued the following audit opinions: the procedures for the preparation and review of the company's 2021 annual report by the board of directors comply with laws, regulations and relevant provisions of the CSRC. The contents of the report truly, accurately and completely reflect the actual situation of the company's operation in 2021, and there are no false records, misleading statements or major omissions.
In 2022, the board of supervisors will continue to faithfully perform the duties of the board of supervisors in strict accordance with the relevant provisions of the company law, the securities law and the articles of association, pay close attention to the operation and management of the company, carefully supervise the financial and capital operation of the company, check the job behavior of the board of directors and management, ensure that the operation and management behavior of the company complies with the provisions of relevant national laws and regulations, and effectively safeguard the legitimate rights and interests of shareholders and the company, Ensure the sustainable development of the company.
Zhanjiang Guolian Aquatic Products Co.Ltd(300094) board of supervisors April 25, 2022
