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Work report of the board of supervisors in 2021
The board of supervisors shall earnestly perform their duties in accordance with the provisions of the company's articles of association and the Securities Law (hereinafter referred to as the "board of supervisors").
The work report of 2021 is as follows:
1、 Meetings of the board of supervisors
During the reporting period, the board of supervisors of the company held 10 meetings. The notice, convening and voting procedures of the meeting, as well as the proposals and proposals of the meeting met the provisions of laws, regulations and normative documents such as the company law, the articles of association, the rules of procedure of the board of supervisors and the normative requirements of regulatory authorities. The specific meetings are as follows:
Meeting time and content
1. Deliberation on the proposal on using some idle raised funds to temporarily supplement the funds of the 10th meeting of the liquidity Council on February 8, 2021
One meeting
The second session of the board of supervisors 1. Deliberating the proposal on changing the implementation subject of some raised investment projects and the 10th wholly-owned subsidiary of Hitachi on March 8, 2021
Second meeting
1. Review the proposal on the work report of the board of supervisors in 2020; 2. Proposal on financial report of 2020; 3. Deliberating the proposal on the full text and summary of the company's 2020 annual report;
4. Deliberating the proposal on the plan for profit distribution and conversion of capital reserve into share capital in 2020;
5. Review the proposal on the 2020 internal control evaluation report and the self inspection form for the implementation of internal control rules;
6. The second session of the board of supervisors deliberated the proposal on renewing the appointment of accounting firms;
On April 27, 2021, the 10th Session of the board of directors deliberated the proposal of the third session of the board of directors on formulating the remuneration plan of supervisors in 2021;
8. Deliberating the proposal on the special report on the deposit and use of raised funds in 2020;
9. Review the proposal on the prediction of daily connected transactions in 2021;
10. Deliberation on the proposal on the use of idle investment products of financial management companies;
11. Review the proposal on the full text and text of the company's report for the first quarter of 2021;
12. Deliberating the proposal on by election of supervisors of the second board of supervisors of the company;
13. Review the proposal on changing the implementation location of raised investment projects; 14. Deliberating the proposal on changing the investment purpose of some raised funds;
15. Deliberating the proposal on applying for comprehensive credit line from banks in 2021;
16. Deliberating the proposal on providing guarantee for wholly-owned subsidiaries;
1. Deliberating the proposal on the company's second incentive plan for stock option and restricted stock incentive in 2021 (Draft) and its summary;
On June 15, 2021, the 10th meeting of the board of directors deliberated the proposal on the management measures for the implementation of the incentive plan of the fourth meeting of the company on stock options and restricted stock incentive in 2021;
3. Review the proposal on verifying the list of incentive objects of the company's stock option and restricted stock incentive plan in 2021;
1. Deliberating the proposal on the company meeting the conditions for issuing convertible corporate bonds;
2. Deliberating the proposal on the company's public issuance of convertible corporate bonds;
3. Deliberating the proposal on the company's plan for public issuance of convertible corporate bonds;
4. Deliberating the proposal on the feasibility analysis report on the use of funds raised by the company's public issuance of convertible corporate bonds;
5. Deliberating the proposal on formulating the rules for the meeting of bondholders of convertible companies for the second supervision;
On July 16, 2021, the 10th meeting of the board deliberated the proposal of the fifth meeting on the report on the use of the company's previously raised funds;
7. Deliberating the proposal on public issuance of convertible corporate bonds, dilution of immediate return, filling measures and commitments of relevant subjects;
8. Deliberating the proposal on the shareholder return plan of the company in the next three years (20212023);
9. Deliberating the proposal on guarantee matters and related party transactions related to the public issuance of convertible corporate bonds by the company;
10. Deliberation on the proposal on increasing the implementation subject of some raised investment projects and using the raised funds to provide loans to wholly-owned subsidiaries for the implementation of raised investment projects
The second session of the board of supervisors 1. Deliberating the proposal on adjusting the tenth incentive plan of the board of stock options and restricted stocks in 2021 on July 22, 2021;
Sixth meeting 2. Deliberating the proposal on granting stock options and restricted stocks to incentive objects for the first time;
1. Deliberating the proposal on the full text and summary of the company's 2021 semi annual report and the second supervision;
On August 27, 2021, the 10th meeting of the board deliberated the proposal on the special report on the seven meetings on the deposit and use of raised funds in the half year of 2021;
3. Deliberating the proposal on the extension of some raised investment projects;
4. Review the proposal on the change of accounting policies of the company;
1. Deliberating the proposal on changing the registered capital and business scope of the company, amending the articles of association of the second Supervision Commission and handling industrial and commercial registration;
On September 30, 2021, the 10th meeting of the board deliberated the proposal on increasing the implementation subject of some raised investment projects and using the funds collected at the eighth meeting to provide loans to wholly-owned subsidiaries for the implementation of raised investment projects;
The second prison
On October 27, 2021, the 10th meeting of the board of directors held the 9th meeting to review the proposal on the third quarter report of the company in 2021
The second session of the board of supervisors 1. Deliberating the proposal on using part of the temporarily idle raised funds for the second session of the board of supervisors on November 16, 2021;
Tenth meeting
2、 Independent opinions of the board of supervisors on relevant matters of the company in 2021
In 2021, the board of supervisors and all supervisors of the company earnestly performed supervision and other functions in strict accordance with relevant regulations by attending the general meeting of shareholders, attending the meeting of the board of directors as nonvoting delegates, reviewing business materials and other forms.
The board of supervisors expressed the following opinions on the operation of the company in 2021:
1. Legal operation of the company
In accordance with the company law, the articles of association, the rules of procedure of the board of supervisors and other provisions, the board of supervisors of the company earnestly performed its duties, actively participated in the general meeting of shareholders, attended the meetings of the board of directors as nonvoting delegates, and supervised the legal operation of the company's decision-making procedures, the establishment and implementation of internal control system. The board of supervisors of the company held that during the reporting period, in accordance with relevant national laws, regulations and the articles of association, The company has established a relatively perfect internal control system, which operates according to the resolutions and authorizations of the general meeting of shareholders and the board of directors, and the decision-making procedures comply with relevant regulations; When performing their duties, the directors and other senior managers of the company do not violate laws, regulations, rules and the articles of association or damage the interests of the company and shareholders.
2. Check the company's financial situation
During the reporting period, the board of supervisors conducted effective supervision and inspection on the company's financial management, and considered that the company's financial situation was good, the company's financial system was perfect, the system was perfect, the internal control system was perfect, the financial operation was standardized, in line with the provisions of relevant laws, regulations and the articles of association, and there were no violations. The company's 2021 financial report objectively, truly and accurately reflects the company's financial situation and operating results.
3. Raised funds
The board of supervisors has effectively supervised the use and management of the company's raised funds and believes that in 2021, the use of the company's raised funds can be carried out in strict accordance with the provisions of the raised funds management system, the use of the raised funds is legal and compliant, and there is no violation of laws and regulations or damage to the interests of shareholders. The actual investment projects of the company's raised funds are consistent with the promised investment projects, and the actual investment projects have not changed.
4. External guarantee of the company
During the reporting period, the board of supervisors supervised and verified the external guarantees of the company, and believed that the external guarantees of the company were in line with the provisions of the company law and other relevant laws and regulations, the articles of association and the external guarantee management system. After being deliberated and approved by the board of directors and the general meeting of shareholders, the board of supervisors fulfilled the obligation of information disclosure, and all the guaranteed objects were wholly-owned subsidiaries of the company.
5. Related party transactions of the company
During the reporting period, the board of supervisors supervised and verified the related party transactions of the company and recognized that
