China Resources Chemical Innovative Materials Co.Ltd(301090)
Work report of the board of directors in 2021
In 2021, the board of directors of China Resources Chemical Innovative Materials Co.Ltd(301090) (hereinafter referred to as “the company”) strictly abided by the provisions of the company law, the articles of association, the rules of procedure of the board of directors and other relevant laws and regulations, earnestly fulfilled the obligations of loyalty and diligence, strictly implemented the resolutions of the general meeting of shareholders, actively promoted the implementation of the resolutions of the board of directors, continuously optimized the corporate governance structure of the company, and continuously improved the decision-making efficiency and level of the board of directors, It has laid a good foundation for the sustainable and healthy development of the company. The work of the board of directors in 2021 and the focus of work in 2022 are reported as follows: I. main business indicators in 2021
In 2021, the company will actively implement the decision-making and strategic deployment of the board of directors and promote all work in strict accordance with the annual business plan. Affected by the rise of raw materials in polyester business, international shipping was blocked, and the main business indicators of the whole year were lower than expected; However, the fundamentals of the company with good development momentum and sufficient potential have not changed.
In 2021, the company achieved an operating income of 12585275 million yuan, which remained stable year-on-year; The operating profit was 61843200 yuan, a year-on-year decrease of 24.43%; The net profit was 482253600 yuan, a year-on-year decrease of 23.33%. See “section III Management Discussion and analysis” of the 2021 annual report for the specific operation. 2、 Daily performance of the board of directors in 2021
(I) convening of the board meeting
In 2021, the board of directors of the company convened and held meetings of the board of directors in strict accordance with relevant laws and regulations, the articles of association and other relevant provisions to review and make decisions on various major matters of the company. A total of 8 board meetings were held throughout the year, and 36 proposals were considered and adopted. There are 9 members of the board of directors, including 3 independent directors, who attended all the meetings of the board of directors in person and raised no objection to the proposal submitted to the board of directors for deliberation. All meetings can be held in accordance with the procedures and regulations, and the resolutions of all meetings are legal and valid. The details of the meeting are as follows:
Time of the session and matters to be considered
1. Proposal on the company’s futures hedging transaction management system
2. Proposal on feasibility analysis report of commodity futures hedging business
The 14th meeting of the first board of directors 2021 / 2 / 7 3. Proposal on the company’s annual futures hedging plan and business authorization in 2021
4. Proposal on the strategic placement of the company’s senior managers and core employees participating in the company’s initial public offering and listing on the gem
1. Proposal on the company’s 2020 annual work report of the board of directors
2. Proposal on the company’s 2020 work report of the board of supervisors
3. Proposal on the company’s 2020 general manager’s work report
4. Proposal on the company’s 2020 Annual Report
5. Proposal on the company’s 2020 annual financial statement report
6. Proposal on the company’s 2021 annual financial budget report
The 15th meeting of the first board of directors on April 7, 2021. Plan for profit distribution of the company in 2020
8. Proposal on the company’s 2020 internal control self-evaluation report and 2020 internal control assurance report
9. Proposal on the limit of daily related party transactions expected to occur with related parties in 2021
10. Proposal on the company’s application for comprehensive credit line from domestic and foreign banks in 2021
11. Proposal on the company’s reappointment of audit institution and internal control assurance institution in 2021
12. Proposal on remuneration (allowance) and performance of directors, supervisors and senior managers of the company in 2021
13. Proposal on convening the 2020 annual general meeting of shareholders of the company
The 16th meeting of the first board of directors 2021 / 4 / 29 1. Proposal on the full text of the company’s report for the first quarter of 2021
The 17th meeting of the first board of directors 2021 / 8 / 20 1. Proposal on increasing the limit of daily connected transactions expected to occur with connected parties in 2021
2. Proposal on Amending the articles of Association (Draft) applicable after the initial public offering of RMB common shares (A shares) and listing on the gem
3. Proposal on revising relevant systems of corporate governance
4. Proposal on the strategic placement of the company’s senior managers and core employees participating in the company’s initial public offering and listing on the gem
5. Proposal on the full text of the company’s 2021 semi annual report
6. Proposal on appointing deputy general manager of the company:
7. Proposal on convening the first extraordinary general meeting of shareholders in 2021
The 18th meeting of the first board of directors 2021 / 10 / 24 1. Proposal on the full text of the company’s report for the third quarter of 2021
1. Proposal on changing the company’s registered capital and company type, amending the articles of association and handling industrial and commercial change registration
2. Proposal on advance payment of self raised project investment and use of raised funds
The 19th meeting of the first board of directors 2021 / 10 / 31
3. Proposal on the use of raised funds to provide loans to wholly-owned subsidiaries to implement raised investment projects
4. Proposal on using some idle raised funds for cash management
1. Proposal on using idle self owned funds for cash management
The 20th meeting of the first board of directors 2021 / 11 / 9
2. Proposal on convening the second extraordinary general meeting of shareholders in 2021
1. Proposal on further implementing the implementation plan of the functions and powers of the board of directors of the company
2. Proposal on the appointment of senior managers of the company
The 21st Meeting of the first board of directors 2021 / 12 / 16
3. Proposal on joint investment and establishment of holding subsidiaries and related party transactions with related parties
4. Proposal on the company’s 2022 annual plan for futures hedging and business authorization
(II) implementation of resolutions of the general meeting of shareholders by the board of directors
In 2021, the board of directors performed its duties in strict accordance with the company law, securities law and other laws and regulations and the articles of association, and earnestly implemented the resolutions adopted by the general meeting of shareholders in strict accordance with the resolutions and authorization of the general meeting of shareholders.
Throughout the year, the board of directors proposed to hold one annual general meeting and two extraordinary general meetings, and considered and adopted 13 proposals. The details are as follows:
Meeting time and proposal
1. Proposal on the company’s 2020 annual work report of the board of directors
2. Proposal on the company’s 2020 work report of the board of supervisors
3. Proposal on the company’s 2020 Annual Report
4. Proposal on the company’s 2020 annual financial statement report
5. Proposal on the company’s 2021 annual financial budget report
2020 annual general meeting of shareholders 2021 / 4 / 27
6. Plan on profit distribution of the company in 2020
7. Proposal on the limit of daily related party transactions expected to occur with related parties in 2021
8. Proposal on the company’s application for comprehensive credit line from domestic and foreign banks in 2021
9. Proposal on the company’s reappointment of audit institution and internal control assurance institution in 2021
10. Proposal on annual remuneration of directors, supervisors and senior management (2021)
1. Proposal on Amending the articles of Association (Draft) applicable after the initial public offering of RMB common shares (A shares) and listing on the gem
The first extraordinary general meeting of shareholders in 2021 on September 4, 2021
2. Proposal on revising relevant systems of corporate governance
The second extraordinary general meeting of shareholders in 2021
