Mengshi new energy technology (Henan) Co., Ltd
Mengshi new energy technology (Henan) Co., Ltd
2021 annual report of independent director Zhang Xin
Shareholders and shareholder representatives:
As an independent director of Lion New Energy Technology (Henan) Co., Ltd. (hereinafter referred to as "the company"), in 2021, I strictly followed the company law, the securities law, the guidelines for the standardized operation of Listed Companies in Shenzhen Stock Exchange, the guiding opinions on the establishment of independent director system in listed companies and other laws and regulations, normative documents, the articles of association and other relevant provisions, based on objectivity, impartiality The principle of independence, diligence and due diligence have given full play to the independent role of independent directors and safeguarded the overall interests of the company and the legitimate rights and interests of minority shareholders. I hereby report my work in 2021 as follows:
1、 Attendance and voting
In 2021, the company held 6 meetings of the board of directors. I actively attended the board of directors held by the company, and there was no entrusted attendance or absence from the meeting. Before the meeting, we actively understood the basic information of relevant proposals, exercised voting rights with a cautious attitude, and played a positive role in making scientific decisions for the board of directors of the company. In 2021, the company held four general meetings of shareholders, and I attended the general meeting of shareholders in person.
2、 Independent opinions
1. On April 15, 2021, I gave my prior approval opinions and independent opinions on the proposal on the company's leasing plant from the related party Guangdong lion Industry Group Co., Ltd. and the proposal on the company's borrowing from the related party Guangdong lion Industry Group Co., Ltd. deliberated at the 54th meeting of the sixth board of directors of the company. 2. April 28, 2021, I hereby make comments on the proposal on the special explanation of the board of directors on matters involved in the qualified opinion audit report, the proposal on the company's profit distribution and capital reserve conversion plan in 2020, the proposal on the company's internal control self-evaluation report in 2020 and the proposal on Approving the remuneration of the company's directors and senior managers in 2020, which were considered at the 55th meeting of the sixth board of directors of the company Proposal on reappointment of China Audit Asia Pacific Certified Public Accountants (special general partnership) as the company's auditor in 2021, proposal on the special report on the deposit and use of the company's raised funds in 2020, proposal on the company's shareholder return plan for the next three years (20212023), proposal on the prediction of the insurance amount of Lion New Energy Technology (Henan) Co., Ltd. in 2021 Independent opinions on the proposal on cash management using idle self owned funds, the proposal on changes in accounting policies, the proposal on the prediction of the company's daily related party transactions in 2021, and the company's external guarantee and related party capital transactions in 2021.
3. On May 24, 2021, I expressed my independent opinions on the proposal on the company's application for reorganization to the court considered at the 56th (Interim) meeting of the sixth board of directors of the company.
4. On August 30, 2021, I gave my independent opinions on the independent opinions on the company's external guarantees and fund transactions of related parties, the proposal on the special report on the deposit and use of the company's raised funds in the half year of 2021, and the proposal on supplementary confirmation of related party transactions considered at the 57th meeting of the sixth board of directors of the company.
5. On December 13, 2021, I gave my prior approval and independent opinions on the debt restructuring considered at the 59th (Interim) meeting of the sixth board of directors of the company.
3、 Performance of duties in each special committee of the board of directors
The board of directors of the company has established four special committees: Strategy Committee, nomination committee, audit committee and salary and assessment committee. In 2021, as the chairman (convener) of the nomination committee of the sixth board of directors, the member of the audit committee and the remuneration and assessment committee, I carefully reviewed the meeting proposals with a diligent and responsible attitude, actively participated in the discussion of various proposals, and exercised my voting rights independently, objectively and cautiously.
4、 On site investigation of the company
I have inspected the company's production and operation status for many times and listened to the relevant resolutions of the board of directors in 2021, and have a detailed understanding of the company's production and operation status; Keep close contact with other directors, supervisors, senior managers and relevant staff of the company; Always pay attention to the impact of external environment and market changes on the company, pay attention to the relevant reports of the company by the media and network, timely learn the progress of major matters of the company, and master the operation dynamics of the company.
5、 Work done in protecting the legitimate rights and interests of public shareholders
1. Carefully study relevant laws and regulations, departmental rules and normative documents, and deepen the understanding and understanding of relevant laws and regulations, especially those related to standardizing the corporate governance structure and protecting the rights and interests of public shareholders, so as to effectively strengthen and improve the ability to perform duties and work level.
2. According to the provisions of the Shenzhen Stock Exchange and the regulations on the management of listed companies, supervise and urge the shareholders of listed companies to disclose information in a timely and accurate manner in accordance with the provisions of the law of the people's Republic of China on the equity of listed companies, the regulations on the management of listed companies and the regulations of the people's Republic of China on science and technology, and maintain the integrity of relevant information in a timely manner, Protect the right of investors to know.
3. Maintain communication with the company's management, deeply understand the company's production and operation and the implementation of the resolutions of the board of directors, pay attention to the company's daily operation and governance, obtain the information and materials required for making decisions, fully express their opinions at the board meeting, actively and effectively perform their duties and protect the rights and interests of investors. 6、 Other work
1. There is no proposal to convene the board of directors;
2. There is no proposal to dismiss the accounting firm;
3. There is no proposal to hire external audit institutions and consulting institutions.
7、 Contact information
mail box: [email protected].
Finally, I sincerely thank the company's board of directors, management team and relevant managers for their active cooperation and support in the process of performing their duties. In 2022, we will continue to exercise the rights conferred by the company carefully and conscientiously, perform the duties of independent directors with due diligence, and safeguard the legitimate rights and interests of the company and shareholders.
Independent director: Zhang Xin
April 29, 2002
