Shenzhen Crastal Technology Co.Ltd(300824)
Work report of the board of directors in 2021
In 2021, the board of directors of Shenzhen Crastal Technology Co.Ltd(300824) (hereinafter referred to as “the company”) strictly implemented the resolutions of the general meeting of shareholders and actively promoted the implementation of the resolutions of the board of directors in strict accordance with the provisions of the company law, the securities law and other laws and regulations, the articles of association and other company systems. All directors performed their duties conscientiously and diligently, ensuring the good operation and sustainable development of the company. The work of the board of directors in 2021 is reported as follows:
1、 Analysis of operation in 2021
In 2021, the continuous rise in global raw material prices, significant exchange rate fluctuations, insufficient chip supply, tight transportation capacity in the global shipping market and significant increase in shipping costs have had a great impact on the economic environment outside China. At the same time, the overseas epidemic continues to evolve, bringing greater opportunities and challenges to the company’s global business expansion.
Facing the complex situation outside China, the company quickly adjusted its response strategies: 1) reserve strategic materials and raw materials in advance, increase the stock of goods, and ensure that the brand has sufficient supply of goods to sea and the business is carried out stably; 2) Increase forward-looking investment, actively purchase production equipment and information systems needed in the future, improve production efficiency, expand production capacity and hedge the impact of rising costs; 3) Continue to promote talent attraction and cultivation, brand promotion, self operated store expansion, digital construction and other work, and consolidate the foundation for the development of self owned brand business in the future.
During the reporting period, the company actively carried out category expansion and scene expansion on the premise of quality priority, continuously enriched the product matrix, and the category development became more balanced. In terms of channels, the company continued to increase the strength of Omni channel layout, in-depth operation and strengthen consumer insight; At the same time, in order to improve user service and experience, actively explore the operation mode of offline self operated stores and steadily promote the development of Wuxi Online Offline Communication Information Technology Co.Ltd(300959) integration. In addition, the company seized the opportunity of globalization in the post epidemic era, actively expanded overseas business and achieved rapid growth in overseas market,
In 2021, facing the difficult external environment and the pressure of high base in the same period last year, the company achieved double growth in operating revenue and profit: the total operating revenue was 8469132 million yuan, a year-on-year increase of 20.84%; The net profit attributable to shareholders of listed companies was 1084892 million yuan, a year-on-year increase of 8.11%. After deducting the impact of non recurring profits and losses, the company achieved a year-on-year increase of 11.60% in net profit attributable to shareholders of listed companies.
2、 Work of the board of directors in 2021
(I) convening of the board meeting
In 2021, the board of directors earnestly performed its duties and held 7 meetings of the board of directors. Convening and convening of previous meetings
The opening procedure, the qualification of attendees, the qualification of conveners and voting procedures are in accordance with the company law
According to the relevant provisions of the securities law and other laws and regulations and the articles of association, the resolutions made at the meeting are legal and effective.
The details of the meeting are as follows:
No. date of convening session proposal
Proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary
Proposal on the management measures for the implementation and assessment of the company’s restricted stock incentive plan in 2021
Proposal of the 3rd board of directors on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
1 proposal of the 12th meeting on January 22, 2021 on the company and its subsidiaries applying for comprehensive credit line from the bank in 2021 and the company providing guarantee for the subsidiaries applying for comprehensive credit line
Proposal on appointing the person in charge of internal audit of the company
Proposal on convening the first extraordinary general meeting of shareholders in 2021
2. Proposal of the third board of directors on granting restricted shares to incentive objects for the first time on February 8, 2021
Thirteenth meeting
Proposal on the 2020 work report of the board of directors of the company
Proposal on the 2020 general manager’s work report of the company
Proposal on the full text and summary of the company’s 2020 Annual Report
Proposal on the company’s financial statement report for 2020
Proposal on the company’s 2020 internal control self evaluation report
Proposal on the special report on the deposit and use of raised funds in 2020
Proposal on 2020 profit distribution plan
Proposal on adjusting the implementation progress of some investment projects with raised funds
3. Proposal of the third session of the board of directors on using some idle raised funds and self owned funds for cash management on March 24, 2021
Proposal on formulating the securities investment management system of the company at the 14th Meeting
Proposal on using idle self owned funds for securities investment
Proposal on developing foreign exchange derivatives trading business
Proposal on 2021 directors’ remuneration plan of the company
Proposal on the company’s 2021 senior management compensation plan
Proposal on re employment of accounting firm
Proposal on Amending the working rules of special committees of the board of directors
Proposal on Amending the management and use system of raised funds
Proposal on convening the 2020 annual general meeting of shareholders
4 / 4 / 19 proposal of the third board of directors on the report of the first quarter of 2021
Fifteenth meeting
5. Proposal of the third board of directors on 2021 semi annual report and its summary on August 23, 2021
Proposal of the 16th meeting on the special report on the deposit and use of raised funds in the half year of 2021
6. Proposal of the third board of directors on the third quarter report of 2021 on October 28, 2021
Seventeenth meeting
7. Proposal of the third board of directors on granting reserved restricted shares to incentive objects on November 26, 2021
Eighteenth meeting
(II) convening and implementation of the general meeting of shareholders
In 2021, the company held two shareholders’ meetings, including the convening procedures and attendees of previous meetings
The qualifications of members, conveners and voting procedures are in accordance with the company law, the securities law and other laws
The relevant provisions of the regulations and the articles of association, and the resolutions made at the meeting are legal and valid.
The details of the meeting are as follows:
No. time session proposal
Proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary
The first proposal in 2021 on the company’s measures for the administration of the implementation and assessment of the restricted stock incentive plan in 2021
1. Proposal of 2021 / 2 / 8 extraordinary shareholders on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive
Proposal on the company and its subsidiaries applying to the bank for comprehensive credit line in 2021 and the company providing guarantee for the subsidiaries applying for comprehensive credit line
Proposal on the 2020 work report of the board of directors of the company
Proposal on the company’s 2020 work report of the board of supervisors
Proposal on the full text and summary of the company’s 2020 Annual Report
Proposal on the company’s financial statement report for 2020
2. Proposal on 2020 profit distribution plan from April 15, 2021 to 2020
Proposal of the general meeting of shareholders on using some idle raised funds and self owned funds for cash management
Proposal on 2021 directors’ remuneration plan of the company
Proposal on the company’s remuneration plan for supervisors in 2021
Proposal on re employment of accounting firm
Proposal on Amending the management and use system of raised funds
The board of directors of the company is authorized by the general meeting of shareholders to be fully responsible for the operation and management of the company and formulate the annual comprehensive plan
And the general policies and objectives of the company, clarify the main indicators, and be responsible to the general meeting of shareholders.
(III) performance of special committees of the board of directors
The board of directors of the company has a strategy committee, an audit committee, a nomination committee and a remuneration and assessment committee
Four special committees. Each committee shall, in accordance with the standards for the governance of listed companies, the articles of association and the special report of the board of directors
The terms of reference stipulated in the working rules of the door Committee have been put into operation, effectively performed their duties and carried out fruitful work
Model the corporate governance structure and provide professional suggestions for the development of the company.
(IV) performance of independent directors
The board of directors of the company consists of 7 members, including 3 independent directors. The independent directors of the company fulfill their obligations, exercise their powers, actively attend relevant meetings, carefully consider various proposals of the board of directors, fully express their opinions on major matters related to the company, and express relevant opinions on matters requiring prior approval or independent opinions of independent directors in accordance with the requirements of the articles of association, the working system of independent directors and other relevant laws and regulations and the company’s system, Give full play to the role of independent directors and provide an effective guarantee for the scientific decision-making of the board of directors. See the work report of independent directors in 2021 for details.
(V) information disclosure and investor relations management
The company attaches great importance to information disclosure, and in strict accordance with the Shenzhen Stock Exchange GEM Listing Rules, the measures for the administration of information disclosure of listed companies and the company’s information disclosure management system, the company performs the obligation of information disclosure according to law, follows the principles of fairness, impartiality and openness, ensures the authenticity, timeliness, accuracy and integrity of information disclosure, and protects the legitimate rights and interests of all investors.
During the reporting period, the company actively carried out exchanges with investors. The company answers investors’ questions through the interactive platform of the exchange, the company’s investor hotline, the Secretary’s email and other ways, maintains the smooth communication channels for investors, helps investors understand the company and approach the company, and successfully builds a fair and effective communication bridge between the company, investors and the public.
3、 Work plan of the board of directors in 2022
In 2022, the board of directors of the company will continue to strengthen its own construction and give full play to the important role of the board of directors in Corporate Governance: 1. Implement the resolutions of the general meeting of shareholders, be diligent and responsible, and promote the implementation of the company’s strategic plan; 2. Continue to do a good job in information disclosure and investor relations management, and maintain a long-term and stable good interactive relationship between the company and investors; 3. Further improve the level of standardized governance, optimize corporate governance institutions, strengthen the construction of internal control system, and continue to promote corporate governance
