Bece Legend Group Co.Ltd(000803)
Work report of the board of directors in 2021
In 2021, the board of directors of Bece Legend Group Co.Ltd(000803) (hereinafter referred to as "the company") conscientiously performed the responsibilities entrusted by the company law, the securities law, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the articles of association and other laws, regulations and normative documents, strictly implemented the resolutions of the general meeting of shareholders, performed their duties diligently, and closely adhered to the development main line of "environmental protection + energy", Focusing on the energy oriented people's livelihood and environmental service industry, vigorously promote the company's organic waste resource utilization business into the head of China's industry, form a regional scale for urban and rural heating business, strive to overcome the adverse effects of covid-19 pneumonia, seize opportunities in times of danger, strive for breakthroughs, concentrate on development, and realize the leapfrog and coordinated development of main business sectors, It has become the leader of renewable energy in the "double carbon" era, laid a solid foundation for entering the global leader of kitchen waste oil and made due contributions to the realization of various tasks of the company. The report on the work of the board of directors in 2021 is as follows:
1、 Overview of operation in 2021
2021 is an extraordinary year. Facing the continuous covid-19 epidemic and the complex economic environment, under the leadership of the board of directors, the company has made concerted efforts to meet difficulties, and paid close attention to production and operation management on the basis of firm main business development strategy, on the premise of standardized operation and risk prevention and control, on the basis of deepening internal management and guided by the completion of business objectives, Through a series of scientific, effective and highly targeted business strategies, the company maintained the good trend of sustainable and stable development, made efforts to create value for shareholders, employees and society, and further improved the company's business performance and comprehensive strength.
In 2021, the company achieved an annual operating revenue of 8267368 million yuan, an increase of 138.33% over the same period of last year, of which the heating business revenue was 2488872 million yuan, an increase of 139.85% over the same period of last year; The revenue from environmentally sound treatment was 1460274 million yuan, an increase of 120.51% over the same period of last year; Industrial and mixed oil processing and sales revenue was 159762500 yuan, an increase of 617.42% over the same period of last year. The net profit attributable to the shareholders of the listed company was 805063 million yuan, an increase of 78.38% over the same period last year; The net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses was 785418 million yuan, an increase of 581.28% over the same period of the previous year; By the end of the reporting period, the total assets of the company were 2760240900 yuan, an increase of 52.03% over the same period of last year, and the net assets attributable to the parent company were 1286914700 yuan, an increase of 115.05% over the same period of last year.
The completion of key work in 2021 is as follows:
(I) complete non-public offering and promote industrial development
In 2020, through the acquisition of Beikong Shifang (Shandong) Environmental Protection Energy Group Co., Ltd. and Beijing Xincheng Thermal Power Co., Ltd., the company's main business turned to the harmless treatment and resource utilization of urban and rural organic waste and urban heating business. In order to seize the development opportunity of the industry, accelerate the development of main business and improve the profitability of the company, the company will maintain a certain scale of capital expenditure in recent years, and there is an urgent need to supplement working capital. The company planned the non-public offering of shares in November 2020. In June 2021, the company obtained the reply on approving Bece Legend Group Co.Ltd(000803) non-public offering of shares (zjxk [2021] No. 1986) from China Securities Regulatory Commission, which approved the company's non-public offering of 51823630 shares with a total raised capital of 605.3 million yuan.
Part of the funds raised from this non-public offering will be used to repay the company's debts and supplement working capital, meet the company's new working capital needs due to the expansion of business scale, alleviate the capital pressure, and part will be used for the harmless treatment and resource utilization of urban and rural organic waste. The harmless treatment and resource utilization of kitchen waste and the resource utilization of biomass are all industries encouraged by the state. Through this non-public offering, the company will further expand the production and operation scale, enhance the regional influence and sustainable profitability of its main business, improve the production and operation status of listed companies, and increase the total assets and net assets of the company at the same time, The asset liability ratio will be continuously optimized, the ability to resist financial risks will be enhanced, and the company's ability to develop continuously and healthily will be further enhanced.
(II) strengthen strategic cooperation and promote the implementation of strategy
The board of directors of the company always adheres to strategy leading development. First, further improve the company's development ideas in the field of "environmental protection + energy" to point out the direction for the company's future development. Second, increase industrial investment and mergers and acquisitions to achieve cross regional development. In 2021, the company successively participated in the investment and establishment of holding subsidiaries Beikong Shifang (Hunan) environmental protection energy Co., Ltd., Shanghai Lushi renewable energy Co., Ltd., Fuzhou Qingyu Xinneng equity investment partnership (limited partnership) of carbon neutralization investment industry fund, and completed the acquisition of all equity of Taiyuan Tianrun bioenergy CO., Ltd, The cross regional development of the company's kitchen processing business has been realized, and the market share, business scale and profitability have been improved. The kitchen waste treatment projects under construction and operation of the company are distributed in Jinan, Qingdao, Yantai, Taiyuan, Xiangtan and other places. The projects that the company has signed strategic cooperation agreements or framework agreements are also spread to Hefei, Lanzhou, Datong and other places. Third, strengthen the layout of UCO industry through strategic cooperation. In 2021, Shanghai Lushi renewable energy Co., Ltd., the holding subsidiary of the company, signed the framework agreement on the sales of renewable oil with litasco SA, and Beikong Shifang (Shandong) Environmental Protection Energy Group Co., Ltd., a wholly-owned subsidiary of the company, signed the exclusive sales agreement of oil with Datong chenai energy Technology Co., Ltd. and Gansu chenai bioenergy System Co., Ltd, By relying on the kitchen BOT project, the company built an exclusive waste oil collection network, opened the company's kitchen renewable oil export business market, and obtained the pass "ISCC" for UCO to be sold to the EU. At the same time, the company also signed the strategic cooperation agreement with Shanghai oil and gas trading center. Under the background that "two mountains" and "double carbon" have formed global consensus and resonance, UCO presents an unprecedented development momentum. The company will take the strategic cooperation as an opportunity to strive to realize the beautiful vision of becoming a global leading enterprise in UCO industry. Fourth, actively carry out research, provide advice and suggestions for the company, constantly promote the implementation and implementation of the company's strategy, and provide a strong guarantee for the greater development of the company.
2、 Review of the main work of the board of directors
(I) convening of the annual meeting
During the reporting period, the board of directors of the company held 17 board meetings, The proposal on the 2020 annual profit distribution plan of the company, the proposal on adjusting the company's organizational structure, the proposal on the acquisition of 100% equity of Taiyuan Tianrun bioenergy CO., Ltd. by a wholly-owned subsidiary, the proposal on changing the company's business license and amending the articles of association, the proposal on providing guarantee for subsidiaries and other proposals were deliberated and adopted.
During the reporting period, the board of directors proposed to convene one annual general meeting and six extraordinary general meetings, The proposal on the company's 2020 annual report and its summary, the proposal on the 2020 annual profit distribution plan, the proposal on changing the company's registered capital and amending the articles of association, the proposal on changing the company's business license and amending the articles of association, and the proposal on providing guarantee for subsidiaries were reviewed and approved. The above resolutions were disclosed in China Securities News, Shanghai Securities News and cninfo. Com. The board of directors carefully implemented and implemented the resolutions deliberated and adopted by the general meeting of shareholders.
(II) performance of special committees under the board of directors
1. Performance of the strategy committee of the board of directors
During the reporting period, the company's strategy committee conducted in-depth analysis in combination with the company's industrial environment, industrial development and the overall market situation, and put forward scientific and reasonable suggestions on the company's development strategy planning and implementation according to the company's actual operation and management, so as to provide a scientific basis for the effective implementation of the company's development planning and strategy implementation.
2. Performance of the audit committee of the board of directors
During the reporting period, the audit committee performed its duties in accordance with relevant regulations, understood the company's financial status and operation in detail, reviewed the company's regular reports, related party transactions, the storage and use of raised funds, the improvement and implementation of internal control system, and implemented effective guidance and supervision on the company's financial status and operation.
3. Performance of the remuneration and assessment committee of the board of directors
During the reporting period, the remuneration and appraisal committee supervised the implementation of the company's remuneration and appraisal system, and verified the achievement of the unlocking conditions of the first phase of the restricted stock incentive plan (the first unlocking period) and the repurchase and cancellation of some granted but not unlocked restricted stocks. At the same time, In combination with the actual situation, the company reviewed the remuneration and assessment policies and plans of the company's directors and senior managers.
4. Performance of the nomination committee of the board of directors
During the reporting period, the nomination committee of the board of directors was able to conscientiously perform its duties in accordance with the requirements of the company's detailed rules for the work of the nomination committee of the board of directors, review the candidates for directors and senior managers before nomination, and carefully verify their qualifications, so as to ensure the objectivity of the appointment of directors and senior managers Fairness and compliance.
(III) performance of independent directors
The independent directors of the company perform their duties, exercise their powers, actively attend relevant meetings and carefully consider various proposals of the board of directors in strict accordance with the provisions of relevant laws, regulations and departmental rules, such as the company law, the guidelines for self regulatory supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the articles of association and the working system of independent directors, Express objective and impartial independent opinions on major matters such as the occupation of funds by related parties, related party transactions, internal control reports, profit distribution, appointment of accounting firms and appointment of senior managers of the company; The company conducted prior review on related party transactions and other matters, issued prior approval opinions, gave full play to the role of independent directors, and effectively safeguarded the overall interests of the company and the legitimate rights and interests of minority shareholders.
(IV) corporate governance
In 2021, in order to further improve the corporate governance, promote the standardized operation and healthy development of the company, and meet the needs of the actual operation and development of the company, the company revised the articles of association and the president's working system, and formulated the measures for the management of futures hedging business. At the same time, it optimized the organizational structure of the company and further lowered the functional departments of the group The key business processes are connected up and down, and the nodes are reduced, which improves the operation efficiency. During the reporting period, the company conducted corporate governance in strict accordance with relevant laws, regulations and requirements such as the company law, the securities law, the governance standards for listed companies and the Listing Rules of Shenzhen Stock Exchange, seriously standardized the implementation of the "three meetings and one system" corporate governance system, strengthened internal control and standardized operation, and ensured that all shareholders of the company fully exercised their legitimate rights, It has safeguarded the interests of investors and the company, enabled the normal operation of the company's production and operation activities, and effectively implemented the relevant resolutions of the company's general meeting of shareholders and the board of directors. The actual situation of the corporate governance structure is basically consistent with the requirements of the normative documents on the governance of listed companies issued by the CSRC.
(V) information disclosure and insider information management
In 2021, the company conscientiously performed the obligation of information disclosure in strict accordance with the articles of association, the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and other relevant laws and regulations, as well as the management system of information disclosure, the registration system of insiders of inside information and other rules and regulations, Disclose all kinds of regular reports and interim announcements. The company registers and reports insider information in accordance with the law. All directors, supervisors, senior managers and other relevant insiders can strictly perform the obligation of confidentiality in the window period and sensitive period when regular reports and other major information are not disclosed to the public. The company has not disclosed insider information or insider information illegally traded or advised others to buy and sell the company's shares.
(VI) Investor Relations Management
In 2021, the board of directors of the company actively coordinated the relationship between the company and investors, actively interacted with investors through diversified communication channels such as performance presentation meetings and institutional research meetings, maintained information communication with investors and research institutions, and listened to investors' opinions and suggestions on the operation and development of the company, Strive to promote investors' recognition of the company's operation and future development strategy, strengthen investor relations management, and designate China Securities News, Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) Provide media and websites for the company's information disclosure, protect investors' right to know, and ensure that all investors of the company have fair access to the company's information.
3、 Prospects for the future development of the company
(I) current opportunities faced by the company
1. The state proposes and promotes the realization of the strategic objectives of carbon peaking and carbon neutralization
In the action plan for carbon peak before 2030 issued by the State Council in October 2021, it is clear that carbon peak will be run through the whole process and all aspects of economic and social development, focusing on the implementation of green and low-carbon transformation action of energy, energy conservation and carbon reduction and efficiency action, carbon peak action in industrial field, carbon peak action of urban and rural construction, green and low-carbon action of transportation, circular economy to help reduce carbon The "top ten carbon peak initiatives" include the green and low-carbon scientific and technological innovation initiative, the carbon sink capacity consolidation and improvement initiative, the green and low-carbon national initiative, and the regional echelon and orderly carbon peak initiative.
2. Vigorously promote the reduction and recycling of domestic waste
We will solidly promote the classification of domestic waste, accelerate the establishment of a domestic waste collection, transportation and disposal system covering the whole society, and fully realize classified delivery, collection, transportation and treatment. Explore the resource utilization technology suitable for the characteristics of kitchen waste in China. By 2025, the classification system of urban domestic waste will be basically sound, and the proportion of domestic waste resource utilization will be increased to about 60%. By 2030, the classification of urban domestic waste will be fully covered, and the proportion of domestic waste resource utilization will be increased to 65%.
The proposal of "double carbon" goal has a deep impact on the company's overall strategic development plan focusing on the treatment of kitchen organic waste and the resource utilization of waste edible oil. The company's main business is the harmless treatment and resource utilization of organic solid waste and urban clean heating
