Jilin Liyuan Precision Manufacturing Co.Ltd(002501)
Report on the work of independent directors in 2021
As an independent director of Jilin Liyuan Precision Manufacturing Co.Ltd(002501) (hereinafter referred to as "the company"), I performed my duties and faithfully in 2021 in strict accordance with the company law, the securities law, the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 - standardized operation of companies listed on the main board and other relevant laws and regulations, the articles of association, the company's independent director working system and other internal control systems, Actively attended relevant meetings, carefully considered various proposals of the board of directors, expressed independent and objective opinions on major matters of the company, and effectively safeguarded the interests of the company and shareholders, especially the public shareholders. Now I will report my work in 2021 as follows:
1、 Attendance at meetings
I actively participated in the meetings of the general meeting of shareholders, the board of directors and special committees of the company, made an independent, objective and fair judgment on each independent opinion on the major matters that need to be decided by the board of directors by reading the meeting materials, on-site investigation and asking the company, and actively participated in the discussion of the meeting and put forward reasonable opinions. During the reporting period, the company held 10 meetings of the board of directors and 3 general meetings of shareholders. The attendance and non voting attendance of relevant meetings in 2021 are as follows:
Whether the directors present in person and the directors entrusted to attend are absent for two consecutive years
Name should attend the board meeting. The number of times of not attending the shareholders' board meeting in person plus the number of meetings of the board of directors
Li Guang 10 0 0 0 No 3
In 2021, the convening of the board of directors and the general meeting of shareholders of the company met the legal procedures, and the relevant procedures were fulfilled for major business decisions, which was legal and effective. During the meeting, carefully review the relevant materials of the meeting, make independent, objective and fair judgment according to their own professional knowledge and ability, actively participate in the discussion of the meeting and put forward reasonable opinions, so as to play a positive role in the correct and scientific decision-making of the board of directors.
2、 Independent opinions
In accordance with the company law, securities law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 - standardized operation of listed companies on the main board and other relevant rules and regulations, as an independent director of the company, he expressed the following independent opinions during the reporting period:
Time of the meeting and matters of the session of the board of directors
Independent opinion:
Independent opinions on the resignation of senior executives at the 1st meeting of the 4th board of directors on January 14, 2021;
2. Independent opinions on the appointment of senior executives;
3. Independent opinions on the resignation of non independent directors;
4. Independent opinions on adding non independent directors.
Independent opinion:
1. Independent opinions on 2020 profit distribution plan;
2. Independent opinions on the self-evaluation report of the company's internal control in 2020;
3. Independent opinions on the remuneration of the company's directors and senior managers in 2020, the fourth session of the board of directors on April 29, 2021 and the remuneration scheme in 2021;
30th meeting 4. Independent opinions on the elimination of the impact of matters covered by the qualified opinion of the 2019 audit report;
5. Independent opinions on changes in accounting policies;
6. Independent opinions on the provision for asset impairment and estimated liabilities in 2020;
7. Special instructions and independent opinions on the occupation of the company's funds by the company's controlling shareholders and other related parties and the company's external guarantee.
Independent opinion of the 4th board of directors on June 29, 2021:
1. Independent opinions on using idle funds to purchase trust products.
Independent opinion:
1. Independent opinions on borrowing from controlling shareholders and related party transactions; On August 24, 2021, the 2nd session of the 4th board of directors, special explanation and independent opinions on the 33rd meeting of the company's controlling shareholders and other related parties occupying the company's funds and the company's external guarantee. Prior approval:
1. Prior approval opinions on loans from controlling shareholders and related party transactions.
Independent opinion:
1. Independent opinions on the general election of the company's board of directors and the nomination of candidates for non independent directors of the Fifth Board of directors;
On September 23, 2021, the second session of the Fourth Board of directors, independent opinions on the general election of the board of directors and the nomination of candidates for the establishment of directors at the 34th meeting of the Fifth Board of directors;
3. Opinions on the proposed change of independent accounting firm.
Prior approval:
1. Prior approval opinions on the proposed change of accounting firm.
Independent opinion:
Independent opinions on the election of the chairman of the 5th board of directors of the company in October 2021; A meeting on December 12 2. Independent opinions on the election of the vice chairman of the Fifth Board of directors of the company;
3. Independent opinions on the appointment of senior managers of the company.
3、 On site investigation of the company
In 2021, I made a field visit to the company to understand the company's production and operation, financial status, the improvement and implementation of internal control and the implementation of the resolutions of the board of directors. At the same time, I listened to the introduction of the company's relevant personnel on the company's production and operation, management and the construction and implementation of internal control system. At the same time, keep close contact with other directors, supervisors, senior executives and other relevant personnel of the company through communication, timely learn the progress of major matters of the company, pay attention to the relevant reports of the media about the company, and master the situation of the company.
4、 Work done in protecting the rights and interests of investors
1. Information disclosure of the company
I actively pay attention to the information disclosure of the company, and timely and carefully review the relevant announcements of the company. In particular, the company has conducted timely and accurate supervision on the disclosure and integrity of the company's rights and interests of all shareholders.
2. Corporate governance
According to the regulations and requirements of relevant documents of the regulatory authorities, I continue to pay attention to the corporate governance, carefully review the relevant materials of the company and put forward suggestions. Through effective supervision and inspection, fully perform the duties of independent directors, promote the scientific and objective decision-making of the board of directors, and effectively safeguard the rights and interests of the company and the majority of investors.
3. Self learning
In order to better perform my duties and give full play to the role of independent directors, I carefully studied the relevant laws, regulations and relevant documents of China Securities Regulatory Commission, Jilin securities regulatory bureau and Shenzhen Stock Exchange, further deepened my understanding and understanding of the corporate governance structure and the protection of the legitimate rights and interests of public investors, and effectively strengthened the protection ability of the company and investors.
5、 Work of special committees of the board of directors
1. Strategy Committee
The strategy committee of the board of directors actively carries out relevant work and earnestly performs its duties in accordance with relevant regulations. Combined with the economic situation of that year and the industry situation of the company, I deeply discussed and analyzed the operation status and development prospect of the company, put forward valuable suggestions and opinions for the development strategy of the company, and provided strong support for the scientific decision-making and steady development of the company.
2. Nomination Committee
According to relevant regulations, the nomination committee of the board of directors effectively supervised and reviewed the appointment and qualification of directors and senior managers of the company during the reporting period, which promoted the stability of the company's management team.
3. Remuneration and assessment committee
The remuneration and assessment committee of the board of directors assessed the performance of the company's directors and senior managers and confirmed their remuneration in accordance with relevant rules and regulations and in combination with the actual situation of the company.
6、 Other work
1. There is no proposal to convene the board of directors;
2. There is no proposal to hire or dismiss an accounting firm;
3. There are no independent external audit institutions and consulting institutions.
Independent director: Li Guang April 29, 2022
Jilin Liyuan Precision Manufacturing Co.Ltd(002501)
Report on the work of independent directors in 2021
As an independent director of Jilin Liyuan Precision Manufacturing Co.Ltd(002501) (hereinafter referred to as "the company"), I performed my duties and faithfully in 2021 in strict accordance with the company law, the securities law, the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 - standardized operation of companies listed on the main board and other relevant laws and regulations, the articles of association, the company's independent director working system and other internal control systems, Actively attended relevant meetings, carefully considered various proposals of the board of directors, expressed independent and objective opinions on major matters of the company, and effectively safeguarded the interests of the company and shareholders, especially the public shareholders. Now I will report my work in 2021 as follows:
1、 Attendance at meetings
I actively participated in the meetings of the general meeting of shareholders, the board of directors and special committees of the company, made an independent, objective and fair judgment on each independent opinion on the major matters that need to be decided by the board of directors by reading the meeting materials, on-site investigation and asking the company, and actively participated in the discussion of the meeting and put forward reasonable opinions. During the reporting period, the company held 10 meetings of the board of directors and 3 general meetings of shareholders. The attendance and non voting attendance of relevant meetings in 2021 are as follows:
Whether the directors present in person and the directors entrusted to attend are absent for two consecutive years
Name should attend the board meeting. The number of times of not attending the shareholders' board meeting in person plus the number of meetings of the board of directors
Wu Jilin 100000 No 3
In 2021, the convening of the board of directors and the general meeting of shareholders of the company met the legal procedures, and the relevant procedures were fulfilled for major business decisions, which was legal and effective. During the meeting, carefully review the relevant materials of the meeting, make independent, objective and fair judgment according to their own professional knowledge and ability, actively participate in the discussion of the meeting and put forward reasonable opinions, so as to play a positive role in the correct and scientific decision-making of the board of directors.
2、 Independent opinions
In accordance with the company law, securities law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 - standardized operation of listed companies on the main board and other relevant rules and regulations, as an independent director of the company, he expressed the following independent opinions during the reporting period:
Time of the meeting and matters of the session of the board of directors
