Stock Code: City Development Environment Co.Ltd(000885) stock abbreviation: City Development Environment Co.Ltd(000885) City Development Environment Co.Ltd(000885)
Work report of the board of directors in 2021
March, 2002
City Development Environment Co.Ltd(000885)
Work report of the board of directors in 2021
Dear directors
hello everyone!
2021 is the first year of the 14th five year plan, the first year of Chengfa's "Second Entrepreneurship" and a milestone year in the company's development history. Over the past year, the board of directors of the company has strictly complied with the company law, securities law, articles of association and other laws, regulations and systems, earnestly performed the responsibilities entrusted by the general meeting of shareholders, standardized operation, made scientific decisions, and actively promoted the smooth development of all businesses of the company. All directors are scrupulous, honest and trustworthy, diligent and dutiful, faithfully perform all resolutions of the general meeting of shareholders with a scientific, rigorous, prudent and objective working attitude, actively and effectively carry out all work of the board of directors, and earnestly safeguard the legitimate rights and interests of the company and all shareholders. Now the work report of the board of directors in 2021 is as follows:
1、 Completion of key work in 2021
(I) major economic indicators have been fully completed
At the end of 2021, the total assets of the company were 217477583 million yuan, a year-on-year increase of 8257084 million yuan, an increase of 61.20%; The shareholders' equity attributable to the parent company was 5602251200 yuan, with a year-on-year increase of 18.24%, which realized the preservation and appreciation of shareholders' investment.
The annual operating revenue was 56314024 million yuan, a year-on-year increase of 2228024 million yuan, an increase of 65.46%. The net profit was 9992149 million yuan, a year-on-year increase of 3656362 million yuan, an increase of 57.71%.
(II) improvement of engineering construction capacity
In the face of many difficulties, such as covid-19 epidemic for many times, "720" torrential rain disaster, soaring raw material prices, early closure of national subsidy policies, and still severe environmental protection situation, the company has created a historical record of simultaneous commencement of projects under construction. In the whole year, 17 waste power generation projects were successfully operated, and 3 projects were put into operation ahead of schedule. Among them, Dengzhou project was put into operation four months in advance; The civil rights project took 13 months to achieve a successful grid connection, and achieved the goal of the shortest construction period, the highest standard and the lowest cost of similar scale.
(III) improvement of operation management capability
In 2021, focusing on value creation and management improvement, we will strive to seek benefits from management, pay attention to benchmarking and make up for weaknesses, focus on pain points, put forward solutions to different problems for various projects, effectively solve various problems in project operation, save energy, reduce consumption and improve capacity utilization.
(IV) improvement of capital operation capability
In 2021, the board of directors of the company coordinated capital operation, capital operation and fund management, and implemented a series of key work. Continuously consolidate the financing foundation. Continue to expand the circle of financial friends, and successively establish cooperation with more than 50 banks, funds, insurance funds, securities companies and other institutions. The main body's AA + rating was successfully renewed, the credit reputation of the capital market was stable and good, and the financing foundation was continuously consolidated. Double the overall credit and quadruple the headquarters credit. 600 million ultra short wave breaking renewal, with the lowest interest rate of the same rating and the same period. The first fund was established and operated. Successfully established the company's first private equity fund and completed the equity acquisition of five high-quality medical and hazardous waste projects at one time, firing the "first shot" for the layout of the medical and hazardous waste industry.
(V) improvement of market development ability
In 2021, the company's market will blossom in many places inside and outside the province. First, based on Henan, upgrade the mode of "provincial and municipal linkage" and deeply promote the "integration of industry and city". Second, in the field of carbon trading, as the only partner of Shanghai Environment Group Co.Ltd(601200) energy exchange in Henan region, Henan environmental energy trading service center is established to promote the carbon trading market in Henan Province and radiate the surrounding provinces. Third, actively plan overseas projects. Take waste power generation and new energy as the main business line and Southeast Asia and central and Eastern Europe as the path support to orderly promote market development.
(VI) improvement of investment and M & a capability
The level of investment review has been steadily improved. Independently set up a professional due diligence team, strictly control the investment review process, nearly 400 due diligence projects throughout the year, and completed more than 30 investment reviews. Investment means are constantly enriched. Through equity acquisition, we completed the acquisition of 8 waste power generation and 5 medical and hazardous waste projects, and continued to optimize the company's business structure. The application of policy research has achieved remarkable results. Focus on the investment support fund policy within the central budget for pollution control, energy conservation and carbon reduction, make overall arrangements for the application of special funds for ecological civilization construction, and speed up the approval of policy funds.
(VII) improving the effectiveness of value Party Building
Take "learning the history of the party" as the main line and draw on the strength to forge ahead. Organize "100 secretaries to give 100 Party History Education Courses", undertake red song competitions attended by more than 1400 people, and organize all employees to participate in dubbing competitions, speech competitions, etc. Take the form of "party building and enterprise building" as the carrier, and adopt a variety of "practice" methods. Focus on key issues, carry out risk prevention and control in the field of engineering construction, and "go through" the spirit of the eight provisions of the central government, grasp the key points, accurately point the points, and maintain a strict atmosphere. Take "Chengfa culture" as the starting point, condense the spirit of entrepreneurship, inherit and carry forward the value consensus of "four thousand spirit" of Chengfa people, and interpret "government mission and enterprise attribute". (VIII) equity distribution in 2020 shall be strictly implemented
In order to repay the support of all shareholders for the development of the company, the company has formulated and implemented the equity distribution plan for 2020. Based on the total share capital of 642078255 shares as of December 31, 2020, the company distributed cash dividends of 0.96 yuan (including tax) to all shareholders for every 10 shares, with a total cash distribution of 6163951248 yuan, accounting for 10.04% of the net profit attributable to the owners of the parent company in the consolidated statements of this year. The board of directors has completed the implementation in strict accordance with the requirements of annual equity distribution.
2、 Daily work of the board of directors in 2021
(I) performance of the board of directors and its special committees
In 2021, according to the actual business needs of the company and in accordance with relevant laws and regulations and the articles of association, 32 "three meetings" were organized and held, including 14 meetings of the board of directors, 13 meetings of the board of supervisors and 5 meetings of shareholders; Organize and hold 23 meetings of special committees, including 9 meetings of the audit committee, 10 meetings of the strategy committee, 3 meetings of the nomination committee and 1 meeting of the remuneration and assessment committee. A total of 210 proposals were reviewed throughout the year, covering many aspects related to the company's business operation, such as periodic reports, equity distribution, corporate governance, related party transactions, foreign investment, equity acquisition, changes in directors, supervisors and senior personnel. All meetings are held in accordance with laws, regulations and the articles of association. The board of directors and the special committees made scientific and prudent decisions, which effectively guaranteed the stable and healthy development of the company.
(II) implementation of resolutions of the general meeting of shareholders by the board of directors
In 2021, the company held a total of 5 general meetings of shareholders, including 1 annual general meeting and 4 extraordinary general meetings, and a total of 21 proposals were considered.
The deliberations covered the annual report, the work report of the board of directors, the work report of the board of supervisors, the work report of independent directors, related party transactions, profit distribution and other matters, which were all adopted. In accordance with the provisions and requirements of the company law, the articles of association and the rules of procedure of the board of directors, the board of directors of the company earnestly performed its duties in strict accordance with the authorization of the general meeting of shareholders, comprehensively and timely implemented the resolutions of the general meeting of shareholders, and effectively safeguarded the legitimate rights and interests of all shareholders.
(III) performance of independent directors of the board of directors
Decisions on major issues. In depth understanding of the development and operation of the company and conscientiously performing the duties of independent directors, there was no absence from the meetings of the board of directors and the general meeting of shareholders (due to the impact of the epidemic, the board of directors and the general meeting of shareholders of the company were mostly held by means of on-site communication, and some meetings were not attended on site). Made objective and fair judgments on the company's financial report, risk prevention and control, corporate governance, proposals deliberated at previous board meetings and other matters of the company; We have carefully reviewed and issued written independent opinions on major issues requiring independent directors to express independent opinions, which has provided valuable professional suggestions and opinions on major decisions of the company, further improved the scientificity and objectivity of the company's decisions, and effectively safeguarded the interests of the company and all shareholders.
(IV) information disclosure and investor relations management
During the reporting period, the board of directors of the company constructed an effective internal information transmission and collaborative standardized operation mechanism to manage information disclosure and investor relations in strict accordance with the internal reporting system of major information, information disclosure management system, insider registration management system, investor relations management system and other rules and regulations as well as relevant laws and regulations.
First, based on "standardization, high efficiency and high quality", complete various information disclosure work. A total of 197 announcements were prepared and issued throughout the year, covering regular reports, investment matters, corporate governance matters, the operation of the three sessions, investor relations, capital market operation and other aspects. More than 95.24% of the A-share listed companies in the same industry. On July 12, 2021, the company received the notification of the assessment results of information disclosure from Shenzhen Stock Exchange, City Development Environment Co.Ltd(000885) with the standardized operation of the company and the high quality of information disclosure, the company was rated as the highest level a of information disclosure assessment of listed companies for the first time since 2013.
Second, multi-channel and multi-mode interactive communication with investors. Through the company's hotline, e-mail, Shenzhen Stock Exchange interactive platform, organizing investors' online and on-site exchanges, and focusing on the core issues of the company's development, strengthen the communication with investors, do a good job in the dissemination of the company's value and shape the company's value image. Track, collect and deal with the public opinion of the company, properly handle the telephone consultation and interactive consultation of small and medium-sized investors, and reply to more than 600 interactive and easy telephone consultations in the whole year. With the opportunity of the online collective reception day for investors organized by the provincial securities regulatory bureau, reply to the problems concerned by investors one by one, and achieved good results.
Third, further strengthen the management of inside information and insiders according to the regulations. In 2021, the board of directors and all directors strictly implemented the insider information and insider management system, and found no insider trading the company's shares by illegal use of insider information, and there was no case that the regulatory department took measures and administrative penalties for suspected insider trading due to violation of the insider information and insider management system.
Fourth, earnestly and timely cooperate with regulatory agencies, departments and intermediaries. Maintain daily contact with the provincial securities regulatory bureau, Shenzhen Stock Exchange and other regulatory institutions and departments, handle the daily regulatory matters, communicate with the supervisors in advance and report the company's major matters, important personnel changes and other prior matters, timely do a good job in various information disclosure, and actively cooperate with relevant departments in system publicity and implementation, directors, supervisors and senior management training, investor interaction activities and so on. It took four months to organize and complete the special self-examination on the governance of listed companies carried out by the CSRC in advance, and improved the level of corporate governance through comprehensive self-examination.
3、 Industry situation, advantages and challenges
(I) industry analysis
1. Waste power generation business
In May 2021, the national development and Reform Commission and the Ministry of housing and urban rural development jointly issued the development plan for urban domestic waste classification and treatment facilities in the 14th five year plan. The plan first summarizes the current situation of domestic waste treatment in the 13th Five Year Plan period. During the 13th Five Year Plan period, more than 500 new garbage harmless treatment facilities were built nationwide, the treatment capacity of urban domestic garbage facilities exceeded 1.27 million tons / day, the harmless treatment rate of domestic garbage reached 99.2%, and the domestic garbage in cities and counties and cities across the country basically achieved harmless treatment. A total of 254 domestic waste incineration plants have been built throughout the country, with a total of more than 500 in operation. The treatment capacity of incineration facilities is 580000 tons / day. The national urban domestic waste incineration treatment rate is about 45%, and a waste treatment development pattern dominated by incineration has been initially formed.
The 14th five year plan has set specific targets for waste incineration capacity. By the end of 2025, the national urban domestic waste incineration capacity will reach 800000 tons / day, and the urban domestic waste incineration capacity will account for about 65%. Encourage the construction of domestic waste incineration projects by using the land for existing domestic waste treatment facilities. In areas that do not have the conditions for building large-scale waste incineration treatment facilities, incineration treatment facilities can be built through cross regional co construction and sharing. Comprehensively investigate and evaluate the operation status and pollutant emission of the existing incineration treatment facilities. For the facilities that cannot stably meet the discharge standards, it is necessary to speed up the upgrading and transformation of the facilities.
2. Sewage treatment business
The central government has successively issued a series of "Five Year Plan" on the development of sewage treatment and waste recycling in the Yellow River Basin, including the "14 year plan" and the "Five Year Plan" to promote the utilization rate of sewage and waste resources in the past two years, and has successively put forward a series of "Five Year Plan" to promote the development of sewage treatment and waste utilization in the Yellow River Basin, including the "14 year plan" and the "Five Year Plan" to promote the utilization rate of sewage and waste resources in the past two years, And increase financial support through various channels, which is expected to further promote the expansion of the market scale of the sewage treatment industry. At the same time, bringing the sewage treatment cost into the cost of reclaimed water will help enterprises improve profits. In addition, under the background of the central government's unswerving promotion of carbon peak and carbon neutralization, the water industry has entered the era of big water affairs, and the comprehensive treatment services of water environment and water ecology will become the development direction of the industry in the future.
3. Sanitation Business
Combined with the 14th five year plan for national economic and social development of the people's Republic of China and the outline of long-term objectives for 2035 and relevant data analysis, it is estimated that the total investment in environmental protection during the 14th Five Year Plan period will reach 70-100 trillion, and the industry is in the window period of reform and development, quality improvement and efficiency.
4. Expressway business
By the end of 2020, the mileage of expressways in China was 152900 kilometers, an increase of 7.05% year-on-year, including 113000 kilometers of national expressways. In February 2021, the CPC Central Committee and the State Council issued the outline of the national comprehensive three-dimensional transportation network planning. The outline predicts that the mileage of the national high-speed network will be about 160000 kilometers in 2035. The traffic mileage of highways will increase at a low speed for a long time in the future, and the subsequent construction will focus on road network encryption and road widening.
(II) advantages
1. Advantages of policy dividend. National policy: the superposition of two national strategies: the rise of the central region and the high-quality development of ecological protection in the Yellow River Basin. Industrial policies: opinions on fully and accurately implementing the new development concept and doing a good job in carbon peak and carbon neutralization, implementation plan for urban sewage and waste treatment in the Yellow River Basin during the 14th five year plan and other industrial policies have been issued frequently. Regional policies: the "ten strategies" put forward by the just concluded 11th provincial Party Congress, seven of which are deeply coupled with the business format of Chengfa. These policies have brought a golden development period for the environmental protection industry in the next 15 or even 30 years.
two
