Dalian Demaishi Precision Technology Co.Ltd(301007)
Work report of the board of directors in 2021
During the reporting period, all directors of the company strictly complied with the company law, the securities law and other relevant laws and regulations, the articles of association, the rules of procedure of the board of directors and other relevant provisions, worked diligently and conscientiously, actively safeguarded the interests of the company and shareholders, earnestly performed the duties and responsibilities entrusted by the general meeting of shareholders, standardized operation, made scientific decisions, and worked hard to promote the key work plan of the whole year, To ensure that all work can be carried out in an orderly manner, the work of the board of directors in 2021 is reported as follows:
1、 Operation and management of the company
During the reporting period, in the face of epidemic situation, shortage of automobile chips, rising prices of raw materials, instability of overseas supply chain, regional power restriction and other difficult factors, the company’s management and all employees overcame difficulties, worked together, increased revenue and reduced costs, fought the epidemic situation, guaranteed production, expanded markets, created benefits and forged brands. The company’s sales revenue increased significantly and reached a record high, The overall operation is as follows:
1. Market and product development:
During the reporting period, the company dug deep into customer needs and actively explored new customers. The new sales revenue was 682769 million yuan, including 356906 million yuan of new sales revenue of power system products, an increase of 15.7%, 8.1513 million yuan of new sales revenue of industrial precision parts products, an increase of 23.35%, and the export share increased significantly. The company has opened up 6 new customers and increased 335 million yuan of orders on hand, including 80 million yuan of new energy vehicle parts, accounting for 23.88% (the statistical caliber of the company’s new energy vehicle products only includes vehicle power system, and other vehicle products can be used for both fuel vehicles and new energy vehicles). At present, the company has provided new energy vehicle related parts for Bosch, mainland China, LG, Toyota Loom, honeycomb, Weishi energy and other customers. According to the company’s understanding, the end users of new energy vehicle products include Tesla, Byd Company Limited(002594) , ideal vehicle, Xiaopeng automobile, Volkswagen, Fengtian, Honda, Jinkang automobile, Chongqing Changan Automobile Company Limited(000625) , reading automobile, etc.
During the reporting period, more than 90 types of mass-produced products were added, including 6 types of new energy auto parts and 12 types of machine tool servo motor shafts; In addition to pure electric and hybrid electric passenger car shafts and industrial precision parts, the company actively expands the business of hydrogen energy automobile parts. The throttle shaft in the transmission system of hydrogen energy automobile is in the sample supply stage, the parts of hydrogen fuel cell air compressor are in the sample supply stage, and the secondary pressure reducing piston shaft of hydrogen sealing tank is in the sample supply stage; The sample of lidar drive motor shaft in the field of unmanned driving is qualified and has become the official supply of lidar products for customers
2. Technology and process development: during the reporting period, the R & D expenses of the company and its subsidiaries totaled more than 27 million yuan, with a year-on-year increase of 35.26%. The main achievements are as follows:
(1) Process research and development of aluminum piston for electronic brake system parts: it has solved the industry problem of cross hole deburring of the product. At present, it has provided samples to customers and obtained recognition. The company has become one of the few enterprises in China that can produce all kinds of difficult aluminum pistons for electronic brake.
(2) Process research and development of high-precision plunger parts for high-pressure oil rail and high-pressure oil pump: through a series of process development, the problem of machining accuracy of the inner hole of this kind of products has been solved. At present, samples have been provided to customers and approved.
(3) Process research and development of gear shaft: the company has carried out technical research and development on the process before and after heat treatment and nitriding of such products, which has improved the quality and stability of the products. At present, the company has provided samples to customers and obtained approval. (4) Process research and development of high-pressure common rail oil pump shaft: the product has complex structure, high toughness and difficult processing. The company and Dalian University of technology set up a research team to transform the equipment and redesign the tool parameters, establish the data model, repeatedly discuss and explore the test and processing verification. It took nearly a year to successfully solve the problem of chip breaking in the processing of high toughness and high viscosity materials.
(5) Research and development of processing technology of needle valve core heat treatment process (continuous mesh belt furnace): there are two major problems in the heat treatment process of the product. One is that the length diameter ratio of the product is 20:1, which is easy to deform after heat treatment; Second, the product surface must meet the specified nitrogen residual index after heat treatment. The company has established a research team with customers, which has successfully solved the problem of easy deformation. At present, it is overcoming the technical requirements of nitrogen residue on the surface of products after heat treatment.
(6) Process research and development of fuel cell air conditioning compressor parts: the raw material of the product is high nickel alloy, which has high hardness and toughness, resulting in difficult processing and high tool loss. The company has set up a cross departmental project team to finally solve the problems through tool selection and measuring the best processing parameters of the equipment. At present, samples have been provided to customers and recognized.
(7) Further improvement of equipment automation: during the reporting period, the engineering R & D department completed 36 projects (including those under installation and commissioning), including loading and unloading, testing and other types of equipment; Through the improvement of equipment, the connection of multiple product processes is realized, the labor cost is reduced and the production efficiency is greatly improved.
3. Production and quality control:
During the reporting period, the company took a number of measures to improve production efficiency and product quality. For example, more than ten quality improvement teams have been jointly established for key customers and key product departments to cooperate to optimize production rhythm, improve processing technology and reduce product loss rate; Carry out innovative activities to ensure production and efficiency, and further improve employees’ awareness and concept of cost control; Hold cost analysis meeting and quality analysis meeting to discuss new ideas and methods of quality control and further enhance the core competitiveness of the company; Train employees to be multi skilled in one post, and carry out special training for technical backbone. Taking the opportunity of the production of the new plant, establish a cross departmental project team, scientifically adjust the layout of the workshop, strengthen the automation transformation of equipment, further increase the connection degree of equipment, the turnover efficiency of in-process products in the plant and improve the work efficiency of employees; Further reduce the cost of machine and auxiliary materials by means of special personnel management, price comparison procurement, optimizing the use mode and improving the material control system; Rely on multi supplier price comparison procurement and digital platform to further improve the procurement standard system, successfully develop Huaxin, Fushun Special Steel Co.Ltd(600399) and other new suppliers, strengthen supply chain management, and achieve cost reduction without quality reduction; The quality department sets up a quality specialist to conduct systematic statistical analysis of data based on the digital platform, so as to achieve real-time monitoring and further improve the company’s quality assurance ability.
4. Safety production and environmental protection: during the reporting period, the company successfully passed the ISO14001 review. The company carries out monthly and irregular environmental protection inspections, organizes environmental protection training, and continuously improves employees’ environmental protection awareness; In daily production, the pollutant emission is strictly controlled, and a total investment of 760000 yuan is used for the transformation of exhaust noise, and the noise prevention and control is strengthened. The annual monitoring of water quality, atmosphere, noise, organized emission and unorganized emission of the company and its subsidiaries are qualified.
5. Establishment of digital platform: during the reporting period, the company continued to strengthen the construction of digital platform, cooperated with the Artificial Intelligence Research Institute of Dalian University of technology and Dalian Angel technology company to design and develop a new digital platform to support enterprise operation, production management and technology development. The digital platform adopts the mode of iterative development and micro service to create a digital platform that can be inherited, developed continuously and tested while developing applications. It comprehensively presents the company’s business processes in a digital way, making the management transparent, digital and visual, so that the company’s managers can control the overall situation and formulate corresponding solutions at any time and anywhere; Let the company’s employees clearly understand their daily work tasks and see their work results; Let the relevant parties of the company know the business progress with Dalian Demaishi Precision Technology Co.Ltd(301007) in a timely and convenient manner, so as to promote the business development smoothly.
After the digital platform is fully completed, it can realize the functions of automatic production scheduling, auxiliary design, automatic data collection and so on. During the reporting period, the development of the main architecture of the digital platform has been completed, and many modules have entered the testing and application links.
6. Further carry out industry university research cooperation: the company pays attention to industry university research cooperation, makes full use of scientific research and teachers in Colleges and universities, gives full play to the advantages of the company’s equipment, technology and technology, cooperates with strong forces, promotes the development progress of key projects and promotes the technological upgrading of the company. During the reporting period, the project of advanced manufacturing platform for precision shaft based on industrial Internet developed by the company in cooperation with Dalian University of technology was progressing smoothly, and the construction work was basically completed. At present, the application for final acceptance has been submitted to the competent department; The industrialization project of new energy automobile motor spindle developed by the company in cooperation with Northeast University and Dalian University of technology has been listed as the first batch of science and technology projects in Liaoning Province.
7. Precision production line expansion: during the reporting period, the company’s precision production line expansion project increased investment by 838986 million yuan. As of the end of the reporting period, the total investment of the project was 194241100 yuan. On the one hand, this part of investment won the market opportunity for the company, on the other hand, it further consolidated the leading position of the company in the industry and effectively improved the comprehensive strength of the company.
8. The gem listing was approved by the CSRC (zjxk [2021] No. 1356) and approved by the Shenzhen Stock Exchange (SZS [2021] No. 577). The company issued 38.34 million RMB ordinary shares (A shares) for the first time. After deducting the relevant issuance expenses, the net amount of funds actually raised was 16702425895 yuan.
2、 Main work of the board of directors
During the reporting period, the board of directors of the company was diligent, determined to forge ahead, overcome difficulties, earnestly fulfilled the responsibilities entrusted by the company law and the articles of association, participated in the decision-making of major events with a scientific, rigorous, prudent and objective working attitude, constantly standardized corporate governance, and worked hard to safeguard the legitimate rights and interests of the company and all shareholders, It has effectively guaranteed the smooth realization of various work objectives of the company in 2021.
1. Meetings of the board of directors
During the reporting period, the company held 11 meetings of the board of directors, and the meeting notice, convening procedures, proposal deliberation, voting procedures and meeting resolutions of the board of directors were legal and effective. The board of directors was able to discuss and make decisions on various matters in strict accordance with the terms of reference and procedures specified in the company law, the articles of association and the rules of procedure of the board of directors, made effective resolutions on the items discussed, and submitted the matters that need to be considered by the general meeting of shareholders to the general meeting of shareholders for deliberation and decision. All directors were diligent and conscientious, and there was no absence from the board of directors, which effectively played the role of the board of directors.
2. Implementation of resolutions of the general meeting of shareholders by the board of directors
During the reporting period, the board of directors of the company convened four general meetings of shareholders. After listing, the company fully adopts the combination of on-site voting and online voting to provide convenient conditions for all shareholders to exercise their rights and ensure that all shareholders, especially small and medium-sized shareholders, can fully exercise their rights. At the same time, the company employs professional lawyers to witness the meeting and issue legal opinions on the convening of the meeting, the qualifications of participants, the qualifications of conveners Issue legal opinions on voting procedures and voting results to ensure the standardized operation of the general meeting of shareholders.
3. Information disclosure and investor relations management of the company
During the reporting period, the company held the general meeting of shareholders in accordance with the law, and the directors, supervisors, senior managers and witness lawyers of the company attended the meeting as nonvoting delegates. The combination of on-site voting and online voting was adopted to expand the proportion of shareholders participating in the general meeting of shareholders; Protect shareholders’ right to know and participate, and ensure shareholders’ return on investment.
During the reporting period, the company disclosed regular reports and temporary announcements in strict accordance with relevant regulations, and the major matters of the company were disclosed openly, fairly, timely and accurately; Maintain good daily communication with investors through telephone, Shenzhen stock exchange interaction and other channels. During the reporting period, the company carefully answered the questions of investors on the interactive platform of Shenzhen Stock Exchange, effectively maintained the good relationship between the company and investors, effectively safeguarded the rights and interests of all investors, especially small and medium-sized investors, and was recognized by investors.
4. Performance of independent directors
After taking office in August 2017, the independent directors of the company fulfilled their obligations and exercised their powers in strict accordance with the provisions of the company law, the articles of association, the working system of independent directors and other relevant laws, regulations and departmental rules, actively attended relevant meetings, carefully considered various proposals of the board of directors, performed their duties diligently and gave full play to the role of independent directors. Through the independent inspection of the company’s interests and management methods, the company has made great efforts to keep close contact with the company’s major shareholders and management, and maintain the company’s overall interests and management through on-site inspection, It has played a positive role in the standardized operation and healthy development of the company. The independent opinions expressed by independent directors in 2021 are as follows:
No. proposal to express independent opinions at the time of the session of the board of directors
No. 2021 / 1 / 2 of the second board of directors on the company’s plan to apply for loan and related party guarantee from Industrial Bank Co.Ltd(601166) 1
Proposal of the 23rd Meeting 2
① Proposal on 2020 profit distribution plan
② Proposal on the appointment of the company’s audit institution in 2021
The second session of the board of directors on March 2, 2021 ③ proposal on applying to the bank for credit line in 2021 2
The 25th meeting 9 ④ proposal on confirming the total remuneration of directors, supervisors and senior managers of the company in 2020
⑤ Proposal on the self-evaluation report of the company’s internal control
(1) the second board of directors made decision 2021 / 7 / 1 on the use of raised funds to replace the investment of raised funds in advance
29th meeting proposal on self raised funds and paid issuance expenses of funded projects
② Proposal on using self owned idle funds to purchase financial products
2021 / 8 / 2 special report of the second board of directors on the deposit and use of raised funds in the half year of 2021 4
30th meeting 6 reports
① Proposal on the general election of the company’s board of directors and the nomination of candidates for non independent directors at the 2021 / 9 / 2 meeting of the third board of directors and the second board of directors
five
Thirty first meeting 6