Guangdong Great River Smarter Logistics Co.Ltd(002930) 2021 work report of independent directors
Guangdong Great River Smarter Logistics Co.Ltd(002930)
Report on the work of independent directors in 2021
In 2021, as an independent director of Guangdong Great River Smarter Logistics Co.Ltd(002930) (hereinafter referred to as “the company”), I diligently, independently and fairly exercised the functions and powers of independent directors in strict accordance with the company law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange and other relevant laws and regulations, the articles of association, the working system of independent directors and other relevant provisions, Safeguarding the legitimate rights and interests of all shareholders, especially minority shareholders. The performance of duties in 2021 is reported as follows:
1、 Attendance at meetings
In 2021, as an independent director of the company, I carefully read all proposals and relevant materials considered by the board of directors, actively participated in the discussion and put forward reasonable suggestions, and played a positive role in the scientific decision-making of the board of directors of the company; At the same time, he exercised his voting rights prudently in accordance with the law at the board of directors, raised no objection to the relevant matters of the company discussed, and voted in favour of all proposals under consideration, without abstention or opposition. The convening and convening of the board of directors and the general meeting of shareholders of the company comply with legal procedures, and relevant approval procedures have been performed for major business decisions and other major matters.
During my tenure in 2021, my attendance at the meeting is as follows:
Whether the number of absenteeism in person during the term of office in 2021 has failed to attend the general meeting of shareholders for two consecutive times, the number of meetings of the board of directors, the number of seats and the number of attendance in person
6 0 0 No 0
2、 Independent opinions
Guangdong Great River Smarter Logistics Co.Ltd(002930) 2021 work report of independent directors
In accordance with relevant laws and regulations and other relevant provisions, as an independent director of the company, I gave prior approval opinions and independent opinions on the major issues of the company in 2021. The details are as follows: on June 18, 2021, I gave prior approval opinions on the matters related to the subsidiary’s Application for bank credit and accepting the guarantee provided by the company and related parties to be considered at the first meeting of the third board of directors; At the first meeting of the third board of directors on June 18, 2021, he expressed independent opinions on matters related to the appointment of senior managers, the adjustment of allowances for independent directors, the application of bank credit by subsidiaries and the acceptance of guarantees from the company and related parties, and the extension of the construction period of investment projects with raised funds.
On July 7, 2021, at the second meeting of the third board of directors, I expressed independent opinions on matters related to adjusting the exercise price of stock options in 2019 and restricted stock incentive plan, adjusting the exercise price of stock options in 2020 stock option incentive plan and adjusting the exercise price of stock options in 2021 stock option incentive plan. On August 17, 2021, at the third meeting of the third board of directors, I expressed independent opinions on matters related to the company’s external guarantee, the occupation of the company’s funds by controlling shareholders and other related parties, and the deposit and use of raised funds in the half year of 2021.
On October 7, 2021, I gave my prior approval opinions on matters related to the company’s application for bank credit and acceptance of guarantees from the company and related parties to be considered at the fifth meeting of the third board of directors, and expressed my independent opinions on this matter at the fifth meeting of the third board of directors on October 7, 2021.
On October 28, 2021, I made comments on the company’s plan to review at the sixth meeting of the third board of directors on the renewal of the audit institution in 2021 and the application for bank credit by subsidiaries
Guangdong Great River Smarter Logistics Co.Ltd(002930) 2021 work report of independent directors
Accepting guarantees from the company and related parties, giving prior approval opinions on providing financial assistance to joint-stock companies and related party transactions, and at the sixth meeting of the third board of directors on October 29, 2021, on renewing the appointment of the audit institution in 2021, using its own idle funds for cash management in 2022, applying for bank credit by subsidiaries and accepting guarantees from the company and related parties He expressed independent opinions on matters related to the provision of financial assistance and related party transactions to joint-stock companies.
3、 Performance of special committees of the board of directors
As the chairman of the nomination committee and the member of the remuneration and assessment committee of the third board of directors of the company, my performance in 2021 is as follows:
During the reporting period, the nomination committee of the board of directors held one meeting and the remuneration and assessment committee of the board of directors held one meeting. I attended the meeting on time, carefully reviewed the meeting proposals and relevant materials, put forward suggestions and exercise voting rights according to my professional knowledge.
4、 On site inspection
During the reporting period, as an independent director of the company, I reasonably arranged on-site working hours, focused on the inspection of the company’s production and operation and corporate governance by consulting relevant materials and understanding the situation from relevant personnel of the company, timely learned about the progress of major matters of the company and mastered the operation dynamics of the company, so as to protect the legitimate rights and interests of all shareholders.
5、 Work to protect the legitimate rights and interests of minority shareholders
1. Continue to pay attention to the company’s information disclosure to ensure that the company’s information disclosure is fair, just, true, accurate and complete. In 2021, the company performed the obligation of information disclosure in strict accordance with laws and regulations, and there were no false records, misleading statements or major omissions.
Guangdong Great River Smarter Logistics Co.Ltd(002930) 2021 work report of independent directors
2. Strengthen the study of professional knowledge, focus on the trend of policies and regulations, improve their ability to perform their duties, provide better opinions and suggestions for the company’s scientific decision-making and risk prevention, and make use of professional knowledge to better protect the legitimate rights and interests of minority shareholders in the process of performing their duties.
6、 Problems and suggestions of the company
The company needs to adhere to the importance of standardized operation and corporate governance in the process of development, improve the corporate system and norms in the process of corporate operation and governance, and provide a good guarantee for the steady growth of corporate profits and the long-term development of the company.
7、 Other matters
1. There was no proposal to convene the board of directors during the reporting period;
2. There was no proposal to hire or dismiss an accounting firm during the reporting period;
3. During the reporting period, there was no independent engagement of external audit institutions and consulting institutions. It is hereby reported.
Guangdong Great River Smarter Logistics Co.Ltd(002930) independent director: Guo leiming
April 27, 2022
