Shenzhen Xfh Technology Co.Ltd(300890)
Work report of the board of directors in 2021
In 2021, the board of directors of Shenzhen Xfh Technology Co.Ltd(300890) (hereinafter referred to as “the company”) carried out various work in strict accordance with the company law, the securities law and other laws, regulations, normative documents and the articles of association, and in line with the principle of being responsible to all shareholders. The work of the board of directors in 2021 is reported as follows:
1、 Operation of the company in 2021
In 2021, the company carried out all work in an orderly manner around the annual business plan and objectives, steadily promoted all businesses, and achieved great growth in business performance. The company’s annual operating revenue was 11182408 million yuan, an increase of 168.78% over the same period last year; The net profit attributable to shareholders of listed companies was 998394 million yuan, an increase of 119.65% over the same period of last year; The owner’s equity attributable to shareholders of listed companies was 11468061 million yuan, an increase of 12.02% over the same period last year; The basic earnings per share was 0.9984 yuan / share.
2、 Corporate governance and performance of the board of directors
(I) convening of the board of directors
In 2021, the company held five meetings of the board of directors. The convening and convening procedures, the qualifications of participants, the voting procedures, the voting results and the contents of resolutions of the meeting all comply with the provisions of laws and regulations and the articles of association. The details of each board meeting and deliberation of proposals are as follows:
Time for deliberation
number
1. Proposal on the work report of the board of directors in 2020
2. Proposal on the work report of the general manager of the company in 2020
3. Proposal on the company’s 2020 annual financial statement report
The 8th session of the second board of directors in April 2021 Proposal on the company’s 2020 profit distribution plan
1 5. Proposal on the full text and summary of the company’s 2020 Annual Report
19th Meeting
6. Proposal on reappointment of audit institutions in 2021
7. Proposal on the company’s application for financing credit line and guarantee for subsidiaries in 2021
8. 2020 internal control evaluation report
9. Proposal on changes in accounting policies
10. Full report of the first quarter of 2021
11. Self inspection report on standardized operation of the company
12. Report on corporate social responsibility in 2020
13. Notes on the occupation of funds by controlling shareholders and other related parties in 2020
14. Proposal on formulating the management system for shares held by directors, supervisors and senior managers and their changes
15. Proposal on formulating the management system of insider information and insiders 16 Proposal on formulating investor relations management system
17. Proposal on the special report on the deposit and use of the company’s raised funds in 2020
18. Proposal for convening Shenzhen Xfh Technology Co.Ltd(300890)
Proposal of 2020 annual general meeting of shareholders
1. Proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary
2. Proposal on the management measures for the implementation and assessment of the company’s restricted stock incentive plan in 2021
On June 4, 2021, the ninth session of the second board of directors 2. On submitting to the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
Proposal of the day meeting
4. Proposal on signing investment agreement and foreign investment between the company and Pengxi County Government
5. Proposal on convening the first extraordinary general meeting of shareholders in 2021
1. Proposal on 2021 semi annual report and summary
The 10th Session of the second board of directors in July 2021 On the deposit and use of the company’s raised funds in the half year of 2021 3
Special report of the 18th Meeting
4. The 10th Session of the second board of directors in August 2021 On granting restrictions to the incentive objects of the restricted stock incentive plan in 2021
20. Proposal on one meeting stock
October 2021 the 10th Session of the second board of directors Full text of the third quarter report of 2021
5. 2. Proposal on using idle raised funds for cash management
2nd meeting on 25th
(II) convening of general meeting of shareholders and implementation of resolutions
In 2021, the board of directors organized and held an annual general meeting and an extraordinary general meeting.
The board of directors shall treat all shareholders equally in strict accordance with the functions and powers conferred by the general meeting of shareholders and the articles of association, and convene and convene the general meeting of shareholders in an orderly manner; In strict accordance with the resolutions and authorization of the general meeting of shareholders, carefully implement the resolutions deliberated and adopted by the general meeting of shareholders to ensure the effective implementation of the resolutions of the general meeting of shareholders.
(III) performance of special committees of the board of directors
The board of directors of the company has four special committees: the strategic development committee, the audit committee, the remuneration and assessment committee and the nomination committee. Each special committee performs its own duties and standardized operation in accordance with the provisions of its own working rules to ensure the legitimate rights and interests of the company and shareholders.
1. Strategic Development Committee of the board of directors
During the reporting period, the strategic development committee of the board of directors of the company held two meetings to study and put forward suggestions on the company’s application for financing credit line and guarantee for subsidiaries in 2021, the signing of investment agreement with Pengxi county government and foreign investment, so as to help the company further clarify the medium and long-term development strategic plan.
2. Audit Committee of the board of directors
During the reporting period, the audit committee of the board of directors of the company held three meetings to discuss and review the company’s periodic report, appointment of accounting firms, internal control self-evaluation report and other matters, guide the company’s key matters to be paid attention to and inspected in the process of internal audit, urge the effective implementation of the company’s internal control, and actively communicate with the audit institution appointed by the company, Supervise and urge them to complete the audit work as planned.
3. Remuneration and assessment committee of the board of directors
During the reporting period, the remuneration and assessment committee of the board of directors of the company held one meeting to discuss and consider the equity incentive of the company. The relevant conditions were in line with the remuneration management system of the company, and there was no violation of the remuneration management system of the company.
4. Nomination Committee of the board of directors
During the reporting period, the nomination committee of the board of directors of the company held one meeting and did not consider any matters. It was the annual regular meeting of the nomination committee.
(IV) performance of independent directors
In 2021, the independent directors of the company strictly abide by the laws and regulations, the articles of association, the working system of independent directors and other relevant provisions, make independent and impartial judgments with their professional knowledge, and perform their duties conscientiously and diligently. Attend the general meeting of shareholders, the board of directors, professional committees and other meetings on time, actively participate in the decision-making of major matters of the company, issue independent opinions in accordance with laws and regulations, and actively safeguard the legitimate rights and interests of the company and all shareholders. Through a variety of ways to understand the company’s operating conditions, the construction of internal control system and the implementation of the resolutions of the board of directors, and put forward reasonable opinions and suggestions for the company’s operation and development. The independent directors have not raised any objection to the proposals and other related matters considered at the previous meetings of the board of directors during the reporting period.
(V) information disclosure of the company
In 2021, the board of directors strictly abided by the relevant provisions of administrative regulations such as the Listing Rules of Shenzhen Stock Exchange and the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, followed the principles of fairness, impartiality and openness, treated all investors equally, and was objective, true, accurate and transparent through legal information disclosure Fully reflect the actual situation of the company’s operation and ensure that all investors enjoy the right to know and other legitimate rights and interests. During the reporting period, the company issued 128 announcements and related documents.
(VI) Investor Relations Management
In 2021, the company strengthened the management of investor relations through various forms, effectively enhancing the communication between investors and the company. The annual report performance presentation meeting will be held on April 29, 2021; Timely and patiently reply to investor consultation through investor telephone; Through the interactive and easy platform, we directly faced the minority shareholders, timely solved and prudently replied to the investors’ questions, with a total of 205 questions and 201 replies, with a response rate of 98%; Receive the research activities of the organization once, make the research minutes and disclose them in time; The combination of on-site meeting and online voting is fully adopted to hold the shareholders’ meeting, so as to facilitate the active participation of the majority of investors and ensure the participation of small and medium-sized investors in the company’s decision-making.
The company takes investor relations management as a long-term and continuous work, constantly learning and innovating, so that the majority of investors can more contact and understand the company in more ways and ways, and offer suggestions and suggestions to improve the company’s operation and management level. The company strives to maintain a smooth relationship with investors and establish a good capital market image of the company. (VII) standardized governance of the company
In 2021, the directors, supervisors and senior managers of the company will strictly abide by relevant laws and regulations and the company’s rules and regulations, earnestly perform their duties and ensure the standardization and effectiveness of the company’s governance structure; Actively organize personnel to participate in various special trainings organized by Shenzhen Securities Regulatory Bureau and Shenzhen Stock Exchange, and do a good job in regular self inspection. Based on the principles of true, accurate, timely and complete information disclosure, good interactive investor relations and strict and effective internal control and risk control system, the company has continuously improved the corporate governance structure, improved the standard operation level of the company, and effectively protected the interests of all shareholders and the company.
3、 Key work of the board of directors in 2022
In 2022, according to the actual situation and development strategy of the company, the board of directors will continue to uphold the principle of being responsible to all shareholders, strive to better complete various business indicators and maximize the interests of all shareholders and the company. Focus on the following work:
(I) give full play to the core role of the board of directors in corporate governance, do a solid job in the daily work of the board of directors, make scientific and efficient decisions on major matters, make the company’s business plan and investment plan, and efficiently implement each resolution of the general meeting of shareholders.
(II) the board of directors will continue to strictly follow the securities
