Shenzhen Leaguer Co.Ltd(002243)
Work report of the board of directors in 2021
In 2021, the board of directors of the company carried out all work diligently and responsibly in strict accordance with the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the articles of association, the rules of procedure of the board of directors and other relevant laws and regulations, normative documents and relevant provisions of the company's system, Conscientiously fulfilled various responsibilities and obligations conferred by the general meeting of shareholders and the articles of association, fully completed various tasks of the company, effectively played the role of the board of directors, and safeguarded the legitimate rights and interests of the company and all shareholders. The operation of the company and the work of the board of directors in 2021 are reported as follows:
1、 Operation of the company in 2021
2021 is the first year of the 14th five year plan. The company has overcome various difficulties and challenges, firmly grasped the innovation driven development opportunity, and formed the development concept of "scientific and technological innovation services + strategic emerging industries". In 2021, the company achieved steady development, and its operating revenue and net profit increased year-on-year.
In 2021, the company realized an operating revenue of Gad Environmental Technology Co.Ltd(300854) 8600 yuan, a year-on-year increase of 37.77%; The net profit attributable to the shareholders of the listed company was 630790900 yuan, a year-on-year increase of 7.24%.
2、 Meetings of the board of directors
The board of directors of the company convenes and convenes meetings of the board of directors in strict accordance with relevant laws and regulations, the articles of association, rules of procedure of the board of directors and other relevant provisions to deliberate and make decisions on various major matters of the company. During the reporting period, 7 meetings were held, as follows:
(I) on January 19, 2021, the company held the 14th meeting of the 5th board of directors by combining on-site and communication, deliberated and passed the following proposals:
1. Proposal on special self inspection report and rectification plan for improving corporate governance and achieving high-quality development; 2. Proposal on the special audit report on the transfer of assets from Shenzhen TONGCHAN Lixing Co., Ltd. to Shenzhen TONGCHAN Lixing Technology Group Co., Ltd;
3. Proposal on financial assistance provided by wholly-owned subsidiaries to subsidiaries;
4. Proposal on convening the second extraordinary general meeting of shareholders in 2021.
Relevant announcements were published in the securities times and cninfo.com on January 20, 2021.
At the fifth meeting, the following proposals were considered and adopted:
1. 2020 general manager's work report;
2. 2020 work report of the board of directors;
3. Proposal on financial final accounts in 2020;
4. Plan for profit distribution in 2020;
5. Proposal on the self evaluation report on internal control in 2020;
6. 2020 annual report and summary of the company;
7. Proposal on prediction of daily connected transactions in 2021
8. Proposal on implementing the new leasing standards and changing relevant accounting policies;
9. Proposal on the special report on the deposit and use of raised funds in 2020;
10. Proposal on the achievement of performance commitments related to the issuance of shares to purchase assets and the raising of supporting funds and the subject assets of related party transactions in 2020
11. Proposal on the audit report of Shenzhen Leaguer Co.Ltd(002243) on the acquisition of the statement of achievement of performance commitment of Shenzhen Leaguer Co.Ltd(002243) Group Co., Ltd;
12. Proposal on changing the registered capital of the company;
13. Proposal on the company's use of its own funds to purchase bank structured deposit products
14. Proposal on the company's application for comprehensive bank credit line in 2021;
15. Proposal on providing guarantee for holding subsidiaries;
16. Proposal on holding subsidiaries providing phased guarantee for bank mortgage loans of enterprises in the park;
17. Proposal on reappointment of Dahua Certified Public Accountants (special general partnership) as the company's audit institution in 2021;
18. Proposal on investment and construction of liheyouke project by holding subsidiaries;
19. Special report on major violations of laws and regulations and infringement of the interests of listed companies;
20. Proposal on formulating the management system of connected transactions;
21. Proposal on formulating the external guarantee management system;
22. Proposal on formulating internal audit system;
23. Proposal on formulating internal control system;
24. Proposal on formulating the accountability system for major errors in annual report information disclosure;
25. Proposal on establishing the registration and management system for insiders
26. Proposal on the formulation of investor relations management system;
27. Proposal on the formulation of anti fraud, reporting and complaint management system;
28. Proposal on convening the 2020 annual general meeting of shareholders.
Relevant announcements were published in the securities times and cninfo.com on March 24, 2021.
(III) on April 21, 2021, the company held the 16th meeting of the 5th board of directors by combining on-site and communication. The following proposals were considered and passed:
1. The first quarter report of the company in 2021;
2. Proposal on the remuneration of directors and senior managers of the company in 2020;
3. Proposal on the company's investment in the construction of Guangzhou Shenzhen Leaguer Co.Ltd(002243) center project;
4. Proposal on convening the third extraordinary general meeting of shareholders in 2021.
Relevant announcements were published in the securities times, Shanghai Securities News and cninfo.com on April 23, 2021. (IV) on June 10, 2021, the company held the 17th meeting of the 5th board of directors by combining on-site and communication. The following proposals were considered and passed:
1. Proposal on establishing a wholly-owned subsidiary of the company in Beijing;
2. Proposal on holding subsidiaries applying for comprehensive credit lines from banks and accepting guarantees from related parties and related party transactions;
3. Proposal on formulating management measures for subsidiaries.
Relevant announcements were published in the securities times, Shanghai Securities News and cninfo.com on June 11, 2021. (V) on August 25, 2021, the company held the 18th meeting of the 5th board of directors by combining on-site and communication, and considered and passed the following proposals:
1. Semi annual financial report of the company in 2021;
2. Semi annual report and summary of the company in 2021;
3. Special report on the deposit and use of raised funds in the half year of 2021;
4. Proposal on providing counter guarantee and related party transaction for the holding subsidiary Shenzhen Lihe newspaper Big Data Center Co., Ltd. to apply for credit line from related parties;
5. Proposal on the holding subsidiary Shenzhen Liqi Technology Co., Ltd. applying for loans from banks and accepting guarantees from related parties and related party transactions;
6. Proposal on the holding subsidiary Shenzhen Liqi Technology Co., Ltd. applying for credit line from related parties and accepting guarantees and related transactions from related parties;
7. Proposal on signing supplementary agreement on architectural design and related party transactions between the holding subsidiary Huizhou liheyungu investment and Development Co., Ltd. and related parties;
8. Proposal on convening the fourth extraordinary general meeting of shareholders in 2021.
Relevant announcements were published in the securities times, Shanghai Securities News and cninfo.com on August 27, 2021. (VI) on October 26, 2021, the company held the 19th meeting of the 5th board of directors by combining on-site and communication, and considered and passed the following proposals:
1. Third quarter report of the company in 2021;
2. Proposal on providing guarantee for wholly-owned subsidiaries to apply for credit line from banks for their holding subsidiaries;
3. Proposal on joint investment between wholly owned subsidiaries and related parties;
4. Proposal on the establishment of venture capital funds and related party transactions jointly invested by wholly-owned subsidiaries and professional investment institutions;
5. Proposal on convening the fifth extraordinary general meeting of shareholders in 2021.
Relevant announcements were published in the securities times, Shanghai Securities News and cninfo.com on October 28, 2021. (VII) on December 1, 2021, the company held the 20th meeting of the 5th board of directors by means of on-site and communication, deliberated and passed the following proposals:
1. Proposal on the establishment of venture capital fund jointly invested by wholly-owned subsidiaries and professional investment institutions;
2. Proposal on holding subsidiaries applying for credit lines from banks and accepting guarantees from related parties and related party transactions;
3. Proposal on signing service entrustment letter and related party transactions between holding subsidiaries and related parties.
Relevant announcements were published in the securities times, Shanghai Securities News and cninfo.com on December 2, 2021. 3、 Performance of each special committee of the board of directors
The board of directors of the company consists of the strategy committee of the board of directors, the remuneration and assessment committee of the board of directors, the nomination committee of the board of directors, the audit committee of the board of directors and the information disclosure Committee of the board of directors, all of which perform their duties in strict accordance with the rules of procedure of each committee, actively give full play to their professional role, and provide professional suggestions and opinions for the scientific decision-making of the board of directors. During the reporting period, the strategy committee of the board of directors held one meeting, the remuneration and assessment committee of the board of directors held one meeting, the audit committee of the board of directors held eight meetings, and the information disclosure Committee of the board of directors held two meetings.
4、 Convening and organization of the general meeting of shareholders by the board of directors
Meeting session type investor participation date disclosure date disclosure index
proportion
The resolution of the first extraordinary general meeting of shareholders in 2021 (Announcement No.: 2021001) was published in the securities East general meeting times of the information media designated by the company on January 8, 2007 Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) Disclosure on.
The resolution of the second extraordinary general meeting of shareholders in 2021 (Announcement No.: 2021010) was published in the securities East general meeting times of the company's designated information media on February 5, 2014 Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) Disclosure on.
The announcement on the resolution of the 2020 annual general meeting of shareholders (announcement 2020 No.: 2021031) decided that 749901% of the annual general meeting of shareholders was held in the securities times, the designated information media of the company on April 16, 2021 Discussion announcement on the 15th and 16th Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) Disclosure on.
