Zhejiang Founder Motor Co.Ltd(002196)
Work report of the board of directors in 2021
In 2021, the board of directors of the company performed its duties in strict accordance with the requirements of relevant laws, regulations and normative documents such as the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the articles of association and the rules of procedure of the board of directors. The main work of the board of directors in 2021 is reported as follows:
1、 Operation of the company in 2021
In 2021, the covid-19 pneumonia epidemic continued to spread all over the world, the economic order suffered a huge impact, the global economy was facing great uncertainty, international trade frictions continued to escalate, and in the face of the complex international economic situation, the rise of China’s commodity prices, the continuous impact of the epidemic and other adverse environments, the company actively developed various businesses around the established strategic objectives and annual business plans, Focus on increasing production capacity to meet the explosive growth demand for new energy vehicles. During the reporting period, the company has greatly improved its product innovation and manufacturing capacity of new energy driven motors, and better completed the annual set goals. In 2021, the company’s operating revenue increased by 65.47% year-on-year, of which the driving motor business increased by 188% year-on-year. However, due to the rapid rise in the prices of bulk commodities such as copper, silicon steel sheet, aluminum and rare earth, the rise of the company’s raw material costs could not be transmitted to downstream customers in the short term, and there was a large operating loss during the reporting period.
The report on the company’s business performance and main work in 2021 is as follows:
1. Business performance of the company in 2021
According to the audit of Zhitong Certified Public Accountants (special general partnership), the company realized operating income in 2021
18907682 million yuan, an increase of 65.47% over the same period last year; The total net profit was 25.177 million yuan, an increase of 103.94% over the same period of last year; The owner’s equity attributable to the shareholders of the listed parent company was 1495086800 yuan, an increase of 2.90% over the end of the previous year.
2. The company’s main business products
(1) New energy drive motor
During the reporting period, the company’s new energy drive motor series products have established supporting cooperative relations with a number of Chinese traditional independent brand vehicle manufacturers, new forces of vehicle manufacturing, international Tier1 and other customers, including SAIC GM Wuling, Geely motor, Saic Motor Corporation Limited(600104) , Chery motor, bee nest transmission, Wei Ran power, Xiaopeng motor, etc. Benefiting from the good market performance of the mass-produced models Wuling Hongguang Mini EV and Xiaopeng P7 equipped with the company’s drive motor, the company’s new energy drive motor shipment in 2021 continued to rank first among the third-party independent suppliers, second only to Byd Company Limited(002594) , Tesla.
The company continued to invest in capacity construction during the reporting period. By the end of 2021, the capacity of drive motors that have been put into mass production is 700000 units / year, and is currently in full production. In order to meet the growing demand of downstream customers, the company has continuously increased capacity construction since the second half of 2021. It plans to raise funds to build a new drive motor project with an annual output of 1.8 million units. The new capacity is mainly flat wire motors.
During the reporting period, the company strengthened the construction and improvement of the supply chain and established strategic partnership with the core material suppliers TISCO, Ningbo Yunsheng Co.Ltd(600366) , Tongling Jingda, etc. to jointly carry out the application research of various new materials on the driving motor of new energy vehicles, which is conducive to the company to establish competitive advantages such as material cost in the early stage of electric machine design. The company continued to increase investment in technology research and development, continued to invest in the new technology direction of 800V high-voltage motor, flat wire motor, oil-cooled motor and other new energy drive motors, and has obtained the 800V high-voltage motor development contract and project fixed point of a new energy vehicle head enterprise.
(2) Intelligent controller
During the reporting period, Shenzhen gaokerun Electronics Co., Ltd., a wholly-owned subsidiary of the company, was affected by the price rise and shortage of chips, which had a great impact on the daily operation of the company. The price rise of chips was mainly MCU, MOS tube, power device and storage device of foreign manufacturers such as St, Ti, NXP and Infineon. The company actively solved the adverse impact of semiconductor shortage on the company by coordinating the price with customers and purchasing spot goods. At the same time, the vacuum cleaner and cleaning Siasun Robot&Automation Co.Ltd(300024) controller system products independently developed by the company have achieved mass production, becoming the main growth point of the company’s business in the field of new products.
During the reporting period, due to the strong demand of downstream strategic customers Ecovacs Robotics Co.Ltd(603486) , Electrolux, etc., the company’s wholly-owned subsidiary Shenzhen gaokerun’s intelligent controller (PCBA) business performed well, and the operating revenue increased by 46% year-on-year. At the same time, the company overcame the impact of many adverse factors such as the rising price of imported electronic components, the continuous tension of supply chain and the appreciation of RMB through many measures such as the optimization of manufacturing process, the improvement of product technical scheme and the R & D and industrialization of new project products, and achieved the performance goal better. During the reporting period, Vietnam gaokerun Electronic Technology Co., Ltd., invested and established by the company in Vietnam, is currently in the preparation stage. Due to the impact of covid-19 epidemic, the construction and commissioning progress is expected to be slightly later than expected. The risk of chip price increase and shortage still exists in 2022. The company will continue to take the controller of household appliances and the controller for electric tools as the main development direction, benchmark the company’s key customers, and constantly optimize the procurement and manufacturing mode to realize the continuity and sustainability of the company’s operation.
(3) Micro special motor
In 2021, the company’s domestic sewing machine motor business demand was relatively stable, but affected by covid-19 pneumonia, the output value of Vietnam founder factory decreased in August 2021, and even stopped production for more than a month. While actively controlling the epidemic prevention and control, the company temporarily transferred part of its production capacity to China for processing and production, actively mobilized Vietnamese employees to eat and live in the company to reduce cross infection, took the lead in sinking to the front-line workshop to participate in production, and encouraged employees to fight the epidemic together; Arrange weekly nucleic acid testing for all staff through various channels. So far, the production capacity of Vietnamese factories has gradually returned to normal. Judging from the current global epidemic situation, covid-19 pneumonia will exist for a long time, which will have a certain impact on the normal operation of the company. However, with the advantages of low manufacturing cost and good tax preferential policies in Vietnam, this business product has maintained a good market competitive advantage; In 2021, Fangde electromechanical (Vietnam) Technology Co., Ltd. (hereinafter referred to as “Vietnam Fangde”) continued to expand production capacity, and the motor for electric tools has been officially put into mass production. During the reporting period, Vietnam Fangzheng maintained a steady growth trend in the household sewing machine motor business, and the company continued to occupy a leading market position in this business field.
During the reporting period, Zhejiang founder (Hubei) Auto Parts Co., Ltd. (hereinafter referred to as “Hubei founder”), a wholly-owned subsidiary of the company, completed the construction and overall relocation of the new plant in May 2021, and the new plant has been officially put into mass production.
However, affected by the overall performance of the heavy truck market, the sales of this business declined.
(4) Automotive electronics
The automotive engine control system independently developed by Shanghai Haineng Automotive Electronics Co., Ltd., a wholly-owned subsidiary of the company, includes AMT and its control, diesel engine controller ECU, gas engine controller GCU, post processor controller DCU and other products. In 2021, the company was affected by adverse factors such as the shortage of auto chips and the rise of international natural gas prices. The company’s main business was greatly affected, and the company’s main business income decreased during the reporting period. In the future, Shanghai Haineng Automotive Electronics Co., Ltd. will uphold the R & D original intention of the leader of China’s Dynagreen Environmental Protection Group Co.Ltd(601330) science and technology, give full play to the enterprise advantages of independent intellectual property rights and brands in the field of engine controller, overcome the problems of new power sources such as hydrogen and other clean energy, help the national “double carbon” strategy with innovative technology, and show the responsibility of the enterprise.
2、 Work of the board of directors in 2021
1. Board meeting and voting contents
In 2021, the company held 16 meetings of the board of directors, mainly including the annual report in 2020 and the regular report in 2021, the completion of the replacement of the seventh board of directors and the board of supervisors, the appointment of senior managers, the granting of restricted stock incentive plan in 2021, the amendment of the articles of association, the development of financial leasing business, the transfer of 70% equity of Zhejiang Xingjian Industrial Development Co., Ltd 61 proposals including the transfer of 48% equity of Lishui fangdezhiqu Applied Technology Research Co., Ltd. and 16.67% equity of gengshang Elevator Co., Ltd. all directors held a serious and diligent attitude to perform their duties, deeply discussed the matters discussed at the meeting, and gave full play to the decision-making function of the board of directors on major matters.
2. Implementation of resolutions and authorized matters of the general meeting of shareholders
In 2021, the board of directors of the company convened and organized five shareholders’ meetings, including one annual shareholders’ meeting and four extraordinary shareholders’ meetings, which considered and passed 23 proposals on the change of the board of directors, periodic report, profit distribution, use of the previously raised funds, appointment of an accounting firm, transfer of 70% equity of Zhejiang Xingjian Industrial Development Co., Ltd., transfer of 48% equity of Lishui fangdezhiqu Application Technology Research Co., Ltd The transfer of 16.67% equity of gengshang Elevator Co., Ltd. made decisions, and the board of directors strictly implemented all decisions and authorizations of the general meeting of shareholders, effectively protecting the legitimate rights and interests of shareholders.
3. Performance of duties
(1) . all directors scrupulously perform their duties, diligently perform their obligations, carefully review various proposals and make resolutions in strict accordance with the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the articles of association and the rules of procedure of the board of directors and other relevant provisions and requirements, Actively promote the orderly and healthy development of the company.
(2) I. performance of special committees under the board of directors
During the reporting period, the nomination committee reviewed the qualifications of the company’s senior managers and issued relevant opinions; The Audit Committee provided professional opinions on the company’s financial final accounts report, periodic report, internal control self-evaluation report, use and management of raised funds and other matters; The remuneration and assessment committee reviewed the annual remuneration plan of the company’s directors and senior managers; The strategic development committee of the board of directors reviewed the company’s development strategic plan. Special committees are set up under the board of directors of the company to perform their duties and give full play to the functions of special deliberation, so as to provide a strong guarantee for the scientific decision-making of the board of directors.
(3) I. performance of independent directors
In strict accordance with the rules for independent directors of listed companies and other regulatory provisions and requirements, the independent directors of the company shall perform their duties diligently and faithfully with an attitude of being responsible to the company and investors, put forward reasonable opinions and suggestions for the future operation and development of the company, and deposit and use the company’s raised funds, employ audit institutions, profit distribution, appointment of senior executives, external guarantee Independent opinions on major issues such as non-public issuance of A-Shares have effectively safeguarded the interests of the company and minority shareholders. During the reporting period, the independent directors conducted prior review on the engagement of audit institutions and non-public issuance of A-Shares and issued prior approval opinions, and issued independent opinions on relevant matters considered by the board of directors, which played an important role in improving the company’s supervision mechanism and safeguarding the legitimate rights and interests of the company and all shareholders.
3、 Other matters of the board of directors during the reporting period
(I) standardized governance
In 2021, the company standardized the operation of the company’s three meetings, strictly fulfilled the obligation of information disclosure, actively carried out investor relations management and improved the level of corporate governance in strict accordance with the company law, the securities law, the governance standards for listed companies, the Listing Rules of Shenzhen Stock Exchange and other relevant rules and the requirements of various governance systems of the company. During the reporting period, the actual situation of corporate governance met the requirements of the above laws and regulations and the normative documents on the governance of listed companies issued by China Securities Regulatory Commission and Shenzhen Stock Exchange.
(II) Investor Relations Management
In 2021, the company actively carried out close communication with investors through multiple channels and ways. First, it took the initiative to make a voice through information disclosure and timely announced the company’s operation and major events; Second, answer questions and dispel doubts through telephone, e-mail, interactive and other channels, and respond to investors’ questions in time; Third, through various forms such as receiving visiting investors and participating in the research of research institutions such as securities companies and fund companies, the communication channels with investors are ensured to be unblocked, so that investors can more conveniently and timely understand the company’s situation, transmit the company’s investment value, and establish a good capital market image for the company.
(III) information disclosure
In 2021, the board of directors of the company will conscientiously perform the obligation of information disclosure, strictly control the information disclosure, effectively improve the standard operation level and transparency of the company, and protect the interests of investors to the greatest extent in strict accordance with the company law, the securities law, the administrative measures for information disclosure of listed companies, the Listing Rules of Shenzhen Stock Exchange and other laws, regulations, rules, normative documents and the articles of association.
4、 Company development strategy
During the reporting period, the company continued to resolutely implement the corporate vision and mission of “driving the world forward, striving to become an outstanding and respected world-class enterprise in the field of electric drive. With innovative systematic solutions and reliable quality, the company will create common value for our business partners, employees and shareholders. By 2030, our products will be found in every family”. Around the established “energy saving and new energy automotive field core suppliers of core components, technology, products and customers upgrading, capable, technical service world-class customers, future patent, standard occupation of the market” strategic objectives, focusing on new energy drive motor and integrated system market, develop advanced technology products. Maintain the company’s leading technology position in the new energy drive motor and integrated system market, and gradually increase the company’s market share in this field; And focus on the technical transformation of product manufacturing automation equipment, improve the comprehensive market competitiveness of the company’s products, promote technology first, and improve customer and market satisfaction, so as to meet the needs of the company’s fine management and rapid development management.
5、 Business plan of the company in 2022
In 2022, the company will carry out the following key work around the established strategic objectives:
1. Focus on promoting the future plant project construction of Lishui power valley. The company will focus on the new energy vehicle drive motor industry to build
