Foshan Haitian Flavouring And Food Company Ltd(603288)
2021 annual general meeting
Conference materials
Securities code: Foshan Haitian Flavouring And Food Company Ltd(603288)
April 2022
List of materials for general meeting of shareholders
1、 Notes to the company’s 2021 annual general meeting of shareholders- 3 –
2、 Agenda of the company’s 2021 annual general meeting- 4 – proposal:
Proposal I. work report of the board of directors of the company in 2021- 6 –
Proposal II. 2021 annual work report of the board of supervisors of the company- 10 –
Proposal III. full text and summary of the company’s 2021 annual report- 12 –
Proposal IV. the company’s 2021 annual financial statement report- 13 –
Proposal v. financial budget report of the company in 2022- 18 –
Proposal VI. profit distribution plan of the company in 2021- 20 –
Proposal VII. Proposal on the remuneration of directors and supervisors of the company in 2022- 21 –
Proposal 8. Proposal on renewing the appointment of the company’s audit institution in 2022- 23 – proposal IX. proposal on the company’s entrusted financial management with its own idle funds in 2022 – 24-
Proposal X. proposal on the daily connected transaction plan in 2022- 25 –
Proposal Xi. Proposal on Amending the articles of association and annexes to the articles of Association- 26 – proposal 12. Proposal on revising some management systems of the company- 32 –
Foshan Haitian Flavouring And Food Company Ltd(603288)
Notes to the 2021 annual general meeting of shareholders
In order to safeguard the legitimate rights and interests of investors, ensure the shareholders to exercise their rights according to law during the 2021 annual general meeting of shareholders, and ensure the normal order and efficiency of the general meeting of shareholders, these instructions are formulated in accordance with the relevant provisions of the company law of the people’s Republic of China, the Foshan Haitian Flavouring And Food Company Ltd(603288) articles of association and the rules of procedure of Foshan Haitian Flavouring And Food Company Ltd(603288) general meeting of shareholders:
1、 Please publish it on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on March 25, 2022 in accordance with the notice of the shareholders’ meeting The time and registration method specified in the notice of Foshan Haitian Flavouring And Food Company Ltd(603288) on convening the 2021 annual general meeting of shareholders) shall go through the procedures for participating in the meeting. If the supporting documents are incomplete or the procedures are incomplete, the participants shall not participate in the meeting.
2、 The company sets up the Secretariat of the general meeting of shareholders, which is specifically responsible for all matters related to the general meeting.
3、 The general meeting of shareholders was held by on-site voting and online voting.
4、 Shareholders participating in the general meeting of shareholders enjoy the right to speak, question and vote according to law. At the same time, they should also fulfill their legal obligations, consciously maintain the order of the venue and respect the legitimate rights and interests of other shareholders. After entering the venue, please turn off your mobile phone or mute it.
5、 In the deliberation stage of the meeting, shareholders who request to speak shall apply to the Secretariat of the general meeting of shareholders for permission before speaking. Generally, the speaking time of each shareholder shall not exceed five minutes.
6、 The on-site meeting adopts open ballot. Each shareholder has one vote for the amount of shares he holds. When voting, the shareholders attending the meeting shall choose one of the three items of “agree”, “oppose” and “abstain” under each proposal according to the requirements of the voting votes. The voting votes that are not filled in, wrongly filled in and illegible shall be deemed as “abstain”.
7、 The company employs lawyers to attend and witness the shareholders’ meeting and issue legal opinions.
Foshan Haitian Flavouring And Food Company Ltd(603288)
Agenda of 2021 annual general meeting
Meeting time: 14:00 on April 15, 2022
Place of the meeting: conference room, 4th floor, No. 21 wensha Road, Chancheng District, Foshan City convener: Foshan Haitian Flavouring And Food Company Ltd(603288) board of directors Moderator: Pang Kang, chairman of the board of directors or the moderator elected by the directors way of holding the meeting: on-site voting, online voting agenda:
1、 The moderator declared the meeting open
2、 Announce the number of on-site participants and the number of shares represented
3、 Introduce the attendance of directors, supervisors, senior managers, witness lawyers and others of the company
4、 Elect vote counters and scrutineers, and read out the methods for deliberation and voting of proposals
5、 Read out and review proposals
1. Work report of the board of directors of the company in 2021
2. Work report of the board of supervisors in 2021
3. Full text and summary of the company’s 2021 Annual Report
4. The company’s 2021 annual financial statement report
5. Financial budget report of the company in 2022
6. Profit distribution plan of the company in 2021
7. Proposal on the remuneration of directors and supervisors of the company in 2022
8. Proposal on reappointment of the company’s audit institution in 2022
9. Proposal on the company’s entrusted financial management with its own idle funds in 2022
10. Proposal on daily related party transaction plan in 2022
11. Proposal on Amending the articles of association and annexes to the articles of Association
12. Proposal on revising some management systems of the company
6、 Listen to the work report of the independent directors of the company in 2021
7、 Shareholders’ deliberation on the proposal of the shareholders’ meeting 8. Shareholders’ written voting 9. Statistics of on-site voting 10. Announcement of on-site voting results 11. Final results of voting through the statistical network of the exchange system 12. Reading out the resolution of the annual shareholders’ meeting 13. Reading out the legal opinion of the annual shareholders’ meeting 14. Signing the meeting documents 15 The moderator announced the end of the annual general meeting of shareholders
Proposal 1:
Foshan Haitian Flavouring And Food Company Ltd(603288)
Work report of the board of directors in 2021
Shareholders and shareholder representatives:
hello everyone! In 2021, the board of directors of the company, in accordance with various responsibilities entrusted by the company law and the articles of association, earnestly performed and implemented various resolutions of the general meeting of shareholders, and actively promoted the high-quality development of the company around the annual objectives and tasks of the company. On behalf of the board of directors, I hereby report to you the main work of 2021:
2021 is the third year of the company’s third five year plan and an extremely difficult year. The external environment has undergone great changes in this year. The aftermath of covid-19 epidemic is not flat, consumer demand is weak, the prices of various raw materials and materials are rising, vicious competition in community group purchase, tight supply and demand caused by power and production restriction, etc. the enterprise’s business environment is complex and severe, and the company is facing unprecedented challenges. In the face of difficulties, the company has strengthened its confidence and responded positively, Through rapid action, with the joint efforts of all employees, the operating revenue has continued to grow, and the competitiveness of the company has been steadily improved against the trend. During the reporting period, the operating revenue of the company was 25.004 billion yuan, a year-on-year increase of 9.71%; The net profit attributable to shareholders of listed companies was 6.671 billion yuan, a year-on-year increase of 4.18%; The net assets attributable to shareholders of listed companies were 23.402 billion yuan, a year-on-year increase of 16.61%; The overall net interest rate was 26.68%, down 1.44 percentage points year-on-year.
In 2021, the company continued to focus on the “third five year plan” and made innovations and changes in market development, product innovation, internal management, talent construction and other aspects, and made positive changes.
1. Accelerate the transformation and development of the market and seize the increment from the stock.
In the face of market changes, the marketing team and dealer team were mobilized to accelerate the transformation and seize the increment from the stock. While ensuring the stable development of the main channels, the company accelerated the layout and development of new retail channels in the second half of the year, strengthened the in-depth cooperation with community group purchase, Shida home platform and e-commerce of major platforms, and achieved initial results. During the reporting period, the company’s three core categories of soy sauce, oyster sauce and sauce and major markets in China basically maintained stable development. Among them, soy sauce achieved revenue of 14.188 billion yuan, an increase of 8.78%, oyster sauce achieved revenue of 4.532 billion yuan, an increase of 10.18%, soy sauce achieved revenue of 2.666 billion yuan, an increase of 5.61%, and the market share increased steadily. 2. Eyes inward, all-round cost reduction and efficiency enhancement.
During the reporting period, in order to cope with the changes of the external environment, the company launched the call to fight against adversity, requiring all employees to look inward and face themselves, strive to do better, tap potential and increase efficiency through various measures and improve their contribution.
During the reporting period, significant achievements were made in tapping potential and increasing efficiency. On the production side, the advantages of intensive scale and lean management were further amplified to improve per capita efficiency; On the supply side, make use of the advantages of scale, integrate resources with partners, reduce costs, deal with the market and tide over difficulties together. Through various measures, the adverse effects of various cost increases have been digested to a certain extent.
3. We will accelerate the tackling of key technological problems and the transformation of achievements.
During the reporting period, the company never stopped in tackling key problems of core technology, and continued to accelerate the speed of scientific and technological progress and achievement transformation. The R & D investment increased by 8.45% year-on-year, and the annual R & D cost exceeded 772 million yuan. During the reporting period, the company made pragmatic innovation, made major breakthroughs in a number of technical achievements, and led the new development direction of the industry. In terms of new product research and development, the company accelerated and improved quality, quickly developed and listed, and launched a number of competitive products. The continuous upgrading of product quality also injected sufficient foundation and confidence into market development.
4. Accelerate new products and make breakthroughs.
During the reporting period, the company made every effort to speed up the development of new products. New products and new packaging were launched in full swing, and there were no lack of original and innovative products to provide sufficient resources for market development. Among them, the delicious and inexpensive 0 series products are heavily listed, firmly grasp the current new trend and quickly seize the minds of consumers; A variety of high-quality and low-cost products have helped the growth of soy sauce sales; There are also many packaging innovations, such as double-layer bottles, squeeze packaging, mini packaging, self-supporting bags, etc., to show the scientific and technological innovation and vitality of the brand in an all-round way.
5. Build a brand and grasp the new trend of new consumption.
During China’s China reporting period, the company relies on the planning of CCTV brand power project, brand story and brand action video to enhance communication with consumers. Through the famous variety of “youth ring travel”, “Chinese poetry and Convention”, “who is the treasure singer” and “Tucao assembly”, make complaints about brand names, and enhance brand awareness. Through live broadcasting, grass planting, head talent cooperation and other new media forms, we can integrate and interact with consumers and grasp the new trend of new consumption. According to the release of “2021 Asian brand Footprint Report” of Kaidu consumer index, Foshan Haitian Flavouring And Food Company Ltd(603288) with 620 million consumers and 79.4% penetration rate, was selected into the list of top ten preferred brands for Chinese consumers. The company won many high-quality honors again in the 2021 China brand strength index (c-bpi) list, and won the “four titles” of soy sauce, oyster sauce, sauce and vinegar. During the reporting period, the influence and reputation of Haitian brand were further improved.
6. Deepen the reform mechanism and accelerate the development of talents.
During the reporting period, with independent operation and category business division as the core, the company promoted the reform of organizational structure mode, provided more platforms and opportunities for talent backbone through rapid fission of business institutions and mechanism innovation, and rapidly expanded each category. During the reporting period, a number of business headquarters, vinegar and wine group, daidaitian grain and oil platform and other legal entities were established, and organizational changes continued to deepen. The opportunities of the platform provided a far-reaching driving force for the dual development of enterprises and talents. During the reporting period, in the face of difficulties, the company further strengthened the strict management of the army, established the integrity of the team, and put an end to the idea of peace of mind and peace of mind of the team. The company launched the action of “five to five competition”, competing for output, quality, performance, technology and management, enhancing the sense of urgency and contribution through various measures, turning passivity into initiative and disadvantage into advantage. During the reporting period, In the face of such a difficult external environment, it is not easy to realize the double growth of revenue and profit, which further enhances the foundation and confidence of future development.
2022 outlook
In 2022, facing a complex and changeable market with brand differentiation, channel differentiation and consumption differentiation, the company needs to firmly grasp products and channels and rely on innovation to find new opportunities for development in business, management, technology, talents and other aspects, so as to promote the high-quality development of the enterprise. The company plans to have an operating revenue target of 28 billion yuan in 2022, The profit target is 7.47 billion yuan (the business target is uncertain due to the impact of the future business environment and does not constitute a performance commitment to investors. Please pay attention to the investment risk.)
In 2022, the company will focus on the following key tasks:
1、 Accelerate market transformation and development and open up incremental space.
In the face of the changeable and complex external environment in the post epidemic era, we should make full use of the scale advantages, category advantages and channel advantages accumulated by Haitian, accelerate the market transformation and development and seize opportunities, further expand the leading advantages of the three core categories of soy sauce, oyster sauce and sauce, accelerate the unconventional development of vinegar and cooking wine, accelerate the continuous innovation in the construction of channels, products and terminals, and accelerate the development of new retail Major customers and other channels have made substantial breakthroughs to realize the coordinated development of Wuxi Online Offline Communication Information Technology Co.Ltd(300959) , multi-channel and multi category, further open the incremental space of the market and realize the high-quality development of the market.
2、 Accelerate base construction and capacity release.
With the continuous development of the market, the existing production capacity is basically saturated. The company has basically completed the layout of national production bases, and will orderly speed up the construction of various production bases, accelerate the release of production capacity, provide strong support for market development and win more initiative in market development.
3、 Do not leave a way back, and lead the high-quality development of enterprises with scientific and technological innovation.
Firmly adhere to the strategy of “building enterprises through science and technology”. Without the progress of science and technology, there will be no high-quality development of enterprises. In the next 22 years, we will continue to increase investment in scientific research and innovation, leave no way back, overcome difficulties, and accelerate the development of core technology, cutting-edge technology and core strains