沙隆达B：2010年年度报告(英文版) 2011-03-18(15)

沙隆达B：2010年年度报告(英文版) 2011-03-18

organization and business from the controlling shareholder, and the Board of Directors, the Supervisory Committee and operating management organization operated and ran independently.

5. About related transactions and guarantees: during the reporting period, the Company strictly executed regulations on related transactions and guarantees stipulated in Articles of Association, related transactions were fair and reasonable, decision-making procedure was legitimate and trading price was fair and reasonable. During the reporting period, the Company neither guaranteed for other units except for controlling subsidiaries, nor guaranteed violating regulations of Notice Concerning Some Issues on Regulating the Funds between Listed Companies and Related Parties and Listed Companies’ Provision of Guaranty to Other Parties with document No. ZJFZ [2003] 56, or any action of cash flow with related parties violated regulations.

6. About information disclosure: The Board of Directors and managements paid more attention to information disclosure. The Company strictly in line with relevant laws and statutes as well as regulations stipulated in Rules for Listing Shares in Shenzhen Stock Exchange, Articles of Association and Administrative System on Information Disclosure, strengthened management on information disclosure affairs, performed obligation of information disclosure, authentically, correctly, completely, fairly and timely disclosed relevant information, and ensured that all shareholders gained information equally.

II. Particulars about duty performance of independent directors

1. In the reporting period, all independent directors of the Company faithfully performed their duties with diligence according to Articles of Association and Work System of Independent Director, actively attended the Board meeting of the Company, carefully examined all meeting materials as well as made objective and fair judgment on them. Moreover, they issued independent opinions on relevant issues, as well as professional opinions on significant decision-making of the Company, making full use of their professional advantages, and as a result, they protected the interests of the Company and the small and medium shareholders.

2. In the reporting period, the Company totally held 8 Board meetings, one Annual Shareholders’ General Meeting and one provisional shareholders’ general meeting. Three Independent Directors did not raise any objection or disagreement on proposals of the meetings. Brief to their attendance at the meetings is as follow:

Independent directors

Li Hui Ai QiuHong Zhang Huide Li Dejun

Meetings should be

attended

131133

Times of personal attendance

131133

Times of entrusting

attendance

0 0 0 0

III. Separation between the Company and the controlling shareholder in business, personnel, assets, organization and finance

The Company and controlling shareholders of Sanonda Group strictly in line with regulations of Corporate Governance Principle for Listed Companies that the Company was strictly separated in personnel, assets, finance, organization and business from the controlling shareholder, and the Board of Directors, the Supervisory Committee and operating management organization operated and ran independently. 1. Independence of the Company’s business: The Company possesses independent