Henan Liliang Diamond Co.Ltd(301071) 2021 annual work report of the board of directors
Henan Liliang Diamond Co.Ltd(301071)
Work report of the board of directors in 2021
The board of directors of Henan Henan Liliang Diamond Co.Ltd(301071) Co., Ltd. (hereinafter referred to as “the company”) is composed of seven directors. The board of directors of the company is in strict accordance with the company law of the people’s Republic of China (hereinafter referred to as “the company law”) The securities law of the people’s Republic of China and other laws and regulations, the articles of association of Henan Henan Liliang Diamond Co.Ltd(301071) Co., Ltd. (hereinafter referred to as the “articles of association”), the rules of procedure of the general meeting of shareholders of Henan Henan Liliang Diamond Co.Ltd(301071) Co., Ltd. (hereinafter referred to as the “rules of procedure of the general meeting of shareholders”) In accordance with the rules of procedure of the board of directors of Henan Henan Liliang Diamond Co.Ltd(301071) Co., Ltd. (hereinafter referred to as the “rules of procedure of the board of directors”) and other company systems, earnestly perform the responsibilities of the board of directors entrusted by the general meeting of shareholders, strictly implement the resolutions of the general meeting of shareholders, carry out all work diligently, actively promote the implementation of the resolutions of the board of directors and constantly standardize the corporate governance, Ensure the scientific decision-making and standardized operation of the board of directors. The work of the board of directors in 2021 is reported as follows:
1、 Information related to corporate governance
In 2021, the board of directors continuously improved the corporate governance structure and promoted the standardized operation level of the company in strict accordance with the company law, the articles of association, the rules of procedure of the board of directors and other laws and regulations and the requirements of the normative documents on the governance of listed companies issued by the CSRC. The operation and convening of the general meeting of shareholders and the board of directors of the company are carried out in strict accordance with the relevant provisions and procedures such as the articles of association, and actively carry out work in implementing the resolutions of the general meeting of shareholders, fulfilling the obligation of information disclosure and strengthening the management of investor relations. It ensures that the functions and responsibilities of the general meeting of shareholders and the board of directors can be fulfilled, and effectively protects the interests of shareholders and the company.
(I) work of the board of directors
In 2021, the company held 7 meetings of the board of directors, and the convening, convening, voting, voting and other procedures of the board of directors met the requirements of the company law, the articles of association and other relevant laws and regulations. All members of the board of directors of the company are able to perform their duties and obligations stipulated by laws and regulations diligently and seriously, and attend the board of directors and shareholders’ meeting with a serious and responsible attitude. Independent directors of the company can perform their duties independently and effectively safeguard the interests and interests of the company
Henan Liliang Diamond Co.Ltd(301071) 2021 annual work report of the board of directors
Shareholders’ equity. The details of the meeting are as follows:
1. The company held the 7th Meeting of the 2nd board of directors in the company’s conference room on March 10, 2021. The meeting passed the proposal on the work report of the board of directors in Henan Liliang Diamond Co.Ltd(301071) 2020, the proposal on the work report of the general manager in Henan Liliang Diamond Co.Ltd(301071) 2020, and the proposal on the financial statement report in Henan Liliang Diamond Co.Ltd(301071) 2020 The proposal on the financial budget report of Henan Liliang Diamond Co.Ltd(301071) 2021, the proposal on the renewal of the audit institution of Henan Liliang Diamond Co.Ltd(301071) 2021, the proposal on the wholly-owned subsidiary applying for comprehensive credit from banks and other financial institutions and being guaranteed by the parent company, the proposal on the financial statements of the company in 2020 8 proposals including proposal on convening Henan Liliang Diamond Co.Ltd(301071) 2020 annual general meeting of shareholders.
2. On July 3, 2021, the company held the 8th meeting of the second board of directors in the company’s conference room, which passed the proposal on related parties providing guarantee and related party transactions for credit granting of the company and its subsidiaries, the proposal on financing related matters of the company and its subsidiaries, and the proposal on modifying the financing management system of the company Proposal on convening the first extraordinary general meeting of shareholders in Henan Liliang Diamond Co.Ltd(301071) 2021 and other four proposals.
3. The company held the ninth meeting of the second board of directors in the company’s conference room on August 25, 2021. The meeting passed two proposals, including the proposal on opening a special account for raised funds and authorizing the signing of a supervision agreement for the special account for raised funds, and the proposal on appointing a representative of the company’s securities affairs.
4. The company held the 10th meeting of the second board of directors in the company’s conference room on September 28, 2021. The meeting passed the proposal on replacing the self raised funds and paid issuance expenses invested in the raised investment projects in advance with the raised funds, the proposal on adjusting the amount of raised funds to be invested in some raised investment projects Three proposals, including the proposal on using some temporarily idle raised funds for cash management.
5. The company held the 11th meeting of the second board of directors in the company’s conference room on October 25, 2021, which passed a proposal on the report of the third quarter of 2021.
6. The company held the 12th meeting of the second board of directors in the company’s conference room on November 4, 2021. The meeting passed the proposal on changing the company’s registered capital, company type and business scope, amending the articles of association and handling the industrial and commercial change registration, the proposal on using idle self owned funds to purchase bank financial management
Henan Liliang Diamond Co.Ltd(301071) 2021 annual work report of the board of directors
Five proposals, including the proposal on Authorizing the company to use idle self owned funds for cash management, the proposal on the company and its wholly-owned subsidiaries applying for financing quota from financial institutions, and the proposal on proposing to convene the second extraordinary general meeting of shareholders in 2021.
7. The company held the 13th meeting of the second board of directors in the company’s conference room on December 18, 2021, which passed a proposal on the company’s foreign investment and establishment of wholly-owned subsidiaries.
(II) work of independent directors
The independent directors of the company have been diligent and conscientious in strict accordance with the guiding opinions on the establishment of independent director system in listed companies and the working rules for independent directors and other relevant regulations and systems of the CSRC, and have actively verified the company’s operation and management, the construction of major projects, the construction and implementation of internal control system, the company’s annual audit and the preparation of annual reports, Supervised the implementation of the resolutions of the board of directors and put forward constructive suggestions, which played a due role in safeguarding the legitimate rights and interests of the company and all shareholders.
(III) general meeting of shareholders
The company convened and held the general meeting of shareholders in strict accordance with the articles of association and the rules of procedure of the general meeting of shareholders. Three general meetings of shareholders were held in 2021, and the convening and holding of the general meeting of shareholders were legal and compliant.
In 2021, all resolutions of the general meeting of shareholders have been effectively implemented.
2、 Operation of the company in 2021
In 2021, the company has always been guided by technology to promote enterprise development and supplemented by the construction of marketing system to promote the long-term high-quality development strategy of the enterprise. By continuously strengthening the construction of talent team and R & D investment, the company effectively integrates internal and external resources, makes full use of the company’s leading advantages in the technology industry, actively carries out market development, and ensures the steady growth of business scale and business performance. The company’s annual operating income was 4983519128700 yuan, an increase of 103.50% over the same period last year; The net profit attributable to the shareholders of the listed company was 2395550578 million yuan, an increase of 228.17% over the same period of the previous year; The owner’s equity attributable to shareholders of listed companies was 9583183697100 yuan, an increase of 115.24% over the same period last year; The basic earnings per share was 4.88 yuan / share.
3、 Work plan of the company in 2022
Henan Liliang Diamond Co.Ltd(301071) 2021 annual work report of the board of directors
The company will accelerate the installation speed of projects invested by raising funds, vigorously improve the overall production capacity of the company, strengthen R & D, improve the scientific research level and product technical requirements, improve the organizational structure of manufacturing and engineering system, and strengthen the quality training and talent introduction of key managers in the workshop. Optimize the talent structure, upgrade the information system, promote the construction of the company’s talent echelon through the perfect salary system, promotion system and welfare system, comprehensively improve the company’s core competitiveness, and strive to maintain the leading position in the industry.
4、 Other matters to be reported to the general meeting of shareholders
None.
Henan Liliang Diamond Co.Ltd(301071) Chairman: Shao Zengming February 25, 2022