Western Regions Tourism Development Co.Ltd(300859)
Work report of the board of supervisors in 2021
In 2021, the board of supervisors of Western Regions Tourism Development Co.Ltd(300859) (hereinafter referred to as “the company”) performed its duties in strict accordance with the requirements of relevant laws and regulations such as the company law, the securities law, the Shenzhen Stock Exchange GEM Listing Rules (hereinafter referred to as “the Listing Rules”) and the relevant provisions of the articles of association and the rules of procedure of the board of supervisors, based on the principle of earnestly safeguarding the interests of the company and shareholders, Supervise the company’s production and operation activities, standardized operation, financial situation, major events and the performance of directors and senior managers, and safeguard the legitimate rights and interests of the company and shareholders. The main work report of the board of supervisors during the reporting period is as follows:
1、 Meetings of the board of supervisors of the company held during the reporting period
In March 2021, the company held the general election of the board of supervisors. During the reporting period, the board of supervisors held 8 meetings of the board of supervisors. The convening, proposal, attendance, discussion, voting, resolution and meeting minutes of the board of supervisors were operated in strict accordance with the company law, the articles of association and the rules of procedure of the board of supervisors. All supervisors of the company attended the meeting through on-site and communication voting. The details are as follows:
No. meeting time meeting session proposal
The 14th session of the 5th board of supervisors 1. Deliberating the proposal on the general election of the board of supervisors and nomination of candidates for non employee representative supervisors of the 6th session of the board of supervisors 1 202103.02 2. Deliberating the proposal on Amending the rules of procedure of the board of supervisors
2. Proposal on election of the chairman of the sixth board of supervisors of the company for the first time of the sixth board of supervisors on March 19, 2021; meeting
1. Review the proposal on the work report of the board of supervisors in 2020 2. Review the proposal on the full text and summary of the annual report in 2020 3. Review the proposal on the final financial statement report in 2020
4. Deliberating the proposal on the self-evaluation report on internal control in 2020
3. The second meeting of the sixth board of supervisors on April 26, 2021 5. Deliberation on the proposal on profit distribution plan in 2020
6. Deliberating the proposal on the special report on the deposit and actual use of raised funds in 2020
7. Deliberating the proposal on changes in accounting policies
8. Deliberating the proposal on foreign investment and capital increase of Xinjiang Tianshan Tianchi tianyongcheng Tourism Co., Ltd
The proposal on the full text of the report for the first quarter of 2021 was considered for the third time by the sixth board of supervisors; 4. Meeting on April 28, 2021
1. Deliberating the proposal on the full text of the semi annual report in 2021 and the fourth summary of the 6th board of supervisors on August 27, 2021
2. The meeting considered the proposal on the special report on the deposit and actual use of raised funds in the half year of 2021
The 5th meeting of the 6th board of supervisors deliberated on the proposal on using some idle raised funds for cash management 6 202109.29 meeting
1. Deliberation on the proposal of the sixth session of the sixth board of supervisors on October 25, 2021
2. The meeting deliberated the proposal on appointing the company’s 2021 financial statements and internal control audit institution
8. On December 8, 2021, the seventh session of the sixth board of supervisors deliberated on the proposal on the assistance funds for protecting the scenery and enriching the people
meeting
2、 Supervision and inspection of the board of supervisors on relevant matters of the company in 2021
During the reporting period, the board of supervisors conducted supervision and inspection on the company’s standardized operation, financial situation, use of raised funds, internal control and other matters in accordance with the provisions and requirements of the company law, securities law and other laws and regulations, normative documents and the articles of association and rules of procedure of the board of supervisors. The supervision and inspection results of the above matters are reported as follows:
(I) legal operation of the company
During the reporting period, the company’s supervisors attended the meetings of the board of directors and the general meeting of shareholders according to law, and supervised and inspected the convening procedures of the board of directors and the general meeting of shareholders, the decision-making of major matters, the implementation of the resolutions of the general meeting of shareholders by the board of directors, and the performance of duties of the directors and senior managers of the company in accordance with relevant laws and regulations.
The board of supervisors believes that the company’s operation complies with the company law, the securities law and the articles of association, the decision-making procedures comply with the requirements of relevant laws, regulations and the articles of association, and the contents of relevant resolutions are legal and effective; The directors and senior managers of the company can faithfully and diligently perform their duties in accordance with relevant regulations, and there is no violation of laws, regulations and the articles of association, or damage to the interests of the company and shareholders.
(II) check the company’s financial situation
During the reporting period, the board of supervisors supervised and inspected the company’s financial work and financial status, and reviewed the company’s regular financial reports. The board of supervisors believes that the company strictly abides by relevant financial rules and regulations, has standardized financial management and operation, and has sound internal control mechanism. The financial reports regularly prepared by the company truly and objectively reflect the financial status and operating results of the company, and there are no false records, misleading statements or major omissions.
(III) internal control evaluation report
The board of supervisors believes that the company has established a relatively perfect internal control system in accordance with the requirements of the enterprise internal control standard system and relevant regulations, combined with the actual situation of its own operation, and has been well implemented, which plays a good role in risk prevention and control in all links of the company’s operation and management. There are no major defects in internal control over financial reporting, and no major defects in internal control over non-financial reporting are found. The company’s internal control evaluation report comprehensively, truly and objectively reflects the construction and operation of the company’s internal control system.
(IV) non operating occupied funds and external guarantee
The board of supervisors checked the company’s non operating occupation of funds and external guarantees in 2021 and found that there was no non operating occupation of funds by controlling shareholders and other related parties, and there was no violation of external guarantees.
(V) management of raised funds
During the reporting period, the board of supervisors supervised and inspected the deposit, management and use of the company’s raised funds in 2021, and believed that the company managed and used the raised funds in strict accordance with the listing rules and other laws and regulations, the articles of association and the raised funds management system, and there was no illegal use of the raised funds.
(VI) insider information management
The board of supervisors checked the establishment and implementation of the insider management system of the company during the reporting period: the board of directors of the company has established the insider management system, which can do a good job in the management of insider information and the registration of insider information in accordance with the requirements of the insider management system, and can truthfully and completely record the report, transmission, preparation, review and approval of insider information before public disclosure List of insiders of all insider information in all links such as disclosure. During the disclosure period of the periodic report, the company conducted self-examination on the trading of the company’s shares by directors, supervisors, senior managers and other insiders within 30 days before the announcement of the periodic report, 10 days before the announcement of the performance forecast and during the disclosure period of other major events, and found no relevant personnel engaged in insider trading by using the insider information.
3、 2022 work plan of the board of supervisors
In 2022, the sixth board of supervisors of the company will continue to perform its duties faithfully and diligently in strict accordance with the requirements of the company law, the securities law, the listing rules and other relevant laws and regulations, normative documents, the articles of association and the rules of procedure of the board of supervisors, give full play to the supervision function, further promote the standardized operation, sustainable and healthy development of the company, and effectively safeguard the legitimate rights and interests of the company and shareholders.
Western Regions Tourism Development Co.Ltd(300859) board of supervisors April 26, 2022
