Elite Color Environmental Resources Science&Technology Co.Ltd(002998)
Work report of the board of directors in 2021
In 2021, the board of directors of Elite Color Environmental Resources Science&Technology Co.Ltd(002998) (hereinafter referred to as “the company”) conscientiously performed the responsibilities entrusted by the company law of the people’s Republic of China (hereinafter referred to as “the company law”) and other laws and regulations and the Elite Color Environmental Resources Science&Technology Co.Ltd(002998) articles of Association, strictly implemented the resolutions of the general meeting of shareholders, strictly complied with the requirements of the CSRC, Shenzhen Stock Exchange and other regulatory authorities, gave full play to its decision-making function, promoted the improvement of corporate governance and the development of various businesses of the company, Actively and effectively played the role of the board of directors. The work of the board of directors in 2021 is reported as follows:
1、 Review of the work of the board of directors in 2021
(I) operation of the company during the reporting period
In 2021, the company realized an operating revenue of 1620373300 yuan, an increase of 18.83% year-on-year; The net profit was 1008184 million yuan, a year-on-year decrease of 25.42%; By the end of the reporting period, the total assets of the company had reached 18488661 million yuan, a year-on-year increase of 12.43%, and the net assets were 14721908 million yuan, a year-on-year increase of 4.93%.
(II) review of the work of the board of directors in 2021
In 2021, the key work of the board of directors is to promote the construction of raised investment projects, actively give full play to the core role of the board of directors in corporate governance, lead the whole company to strictly abide by the provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange, do a good job in the company’s information disclosure and ensure the steady development of all work. The board of directors further promoted the standardized construction of the company and improved various governance systems. The board of directors was held 5 times throughout the year and 34 proposals were considered. The board meetings held this year are as follows:
No. meeting time and content of proposal
Proposal on Amending the articles of association and handling industrial and commercial registration, proposal on the general manager’s work report in 2020
Report on the work of the board of directors in 2020
Proposal on profit distribution of the company in 2020
Proposal on reappointment of the company’s audit institution in 2021
1. Proposal on the company’s 2020 financial final account report and the financial budget report of the 17th financial meeting of 2021 on April 18, 2021 of the second session of the board of directors
Proposal on confirming the implementation of the company’s daily connected transactions in 2020
Proposal on estimating the company’s daily connected transactions in 2021 and proposal on the company’s annual report in 2020
Proposal on convening the 2020 annual general meeting of shareholders of the company
Proposal on bank credit line of the company and its subsidiaries in 2021
Proposal on establishing a wholly-owned subsidiary in Shanghai Free Trade Zone
Proposal on the performance report of the audit committee of the board of directors in 2020
Proposal on 2021 annual remuneration plan for directors and supervisors of the company and proposal on 2021 annual remuneration plan for senior managers of the company
Shareholder return plan for the next three years (20212023)
Proposal on internal control evaluation report in 2020
Proposal on deposit and use of raised funds in 2020
Proposal on the first quarter report of 2021
2. Proposal on replacing the company’s chief financial officer (2021.5.29) of the second board of directors
Eighteenth meeting
Full text and summary of the company’s 2021 semi annual report
On the deposit and actual use of raised funds in the half year of 2021 3 special report on August 27, 2021 of the second board of directors
Proposal on the profit distribution plan for the half year of 2021 at the 19th Meeting
Proposal on convening the first extraordinary general meeting of shareholders in 2021
Proposal on the third quarter report of 2021
Proposal on the general election of the board of directors and the election of non independent directors of the third board of directors and the second board of directors
4. Proposal on the general election of the board of directors and the election of independent directors of the third board of directors on October 22, 2021 at the 20th meeting
Proposal on convening the second extraordinary general meeting of shareholders in 2021
Proposal on electing the chairman of the third board of directors of the company
Proposal on appointment of general manager of the company
Proposal on appointment of deputy general manager of the company issued by the 3rd board of directors
5. Proposal on the appointment of the company’s chief financial officer on November 15, 2021
Proposal on appointing the Secretary of the board of directors of the company
Proposal on the election of members of the special committee of the third board of directors of the company
(III) preparation for the convening of the general meeting of shareholders and implementation of the resolutions of the general meeting of shareholders
1. On May 12, 2021, the company held the 2020 annual general meeting of shareholders, deliberated and approved the proposal of the annual meeting.
2. On September 23, 2021, the company held the first extraordinary general meeting of shareholders in 2021, deliberated and passed the proposal on the semi annual profit distribution plan in 2021.
3. On November 15, 2021, the company held the second extraordinary general meeting of shareholders in 2021, which considered and approved the proposal on the general election of the board of directors and the nomination of non independent director candidates of the third board of directors, the proposal on the general election of the board of directors and the nomination of independent director candidates of the third board of directors, and the proposal on the general election of the board of supervisors and the nomination of non employee representative supervisor candidates of the third board of supervisors.
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, and in strict accordance with the authorization of the general meeting of shareholders, the board of directors of the company earnestly performed its duties and fully implemented all matters resolved by the general meeting of shareholders.
(IV) performance of duties of independent directors
During the reporting period, the independent directors of the company operated in accordance with the provisions of the articles of association and the working system of independent directors, expressed their opinions and exercised their powers diligently, seriously and prudently, participated in major business decisions of the company, and issued independent and impartial opinions on matters requiring the opinions of independent directors, such as daily connected transactions, use and management of raised funds, regular reports and so on, It has played its due role in safeguarding the interests of the company and shareholders, especially public shareholders. The company adopts the opinions put forward by independent directors.
2、 Work plan of the board of directors in 2022
In order to implement the company’s development strategy and improve the company’s sustainable high growth ability, independent innovation ability and core competitiveness, the board of directors has formulated specific business objectives and work points for 2022 according to the development status of the company and the industry:
1. Improve the company’s management system. According to the provisions of laws, administrative regulations, departmental rules and normative documents such as the Shenzhen Stock Exchange Stock Listing Rules (revised in 2022), the guidelines for the articles of association of listed companies (revised in 2022) and the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the company will further improve the construction of system and strive to promote the standardized operation of the company in 2022. Further improve the company’s rules and regulations, establish and improve a more standardized and transparent operation system of listed companies, continue to optimize the company’s governance structure and improve the level of standardized operation. At the same time, strengthen the construction of internal control system and constantly improve the risk prevention mechanism to ensure the healthy, stable and sustainable development of the company.
2. Do a good job in the company’s information disclosure. The board of directors of the company will continue to conscientiously perform the obligation of information disclosure in strict accordance with the requirements of the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange (revised in 2022) and other laws, regulations, normative documents and the articles of association, strictly control the information disclosure, and effectively improve the standardized operation and transparency of the company.
3. Further promote the construction of raised investment projects. The company will scientifically and efficiently organize and implement the construction of raised investment projects according to the investment plan of raised investment projects and the actual situation of the company’s operation and management. Carry out the management and use of raised funds in strict accordance with relevant regulatory requirements, regularly issue special reports on the storage and use of raised funds, and accept public supervision.
4. Give full play to the core role of the board of directors in corporate governance, do a solid job in the daily work of the board of directors, make scientific and efficient decisions on major issues, and ensure the smooth operation of the corporate governance structure.
Elite Color Environmental Resources Science&Technology Co.Ltd(002998) board of directors
April 14, 2022
