Guangdong Baolihua New Energy Stock Co.Ltd(000690)
Work report of the board of directors in 2021
In 2021, the board of directors of Guangdong Baolihua New Energy Stock Co.Ltd(000690) (hereinafter referred to as "the company") exercised the power of business decision-making within the scope of its duties in strict accordance with the company law, the securities law, the stock listing rules, the guidelines for self discipline supervision of listed companies No. 1 - standardized operation of companies listed on the main board, the articles of association and the rules of procedure of the board of directors, Actively perform various responsibilities entrusted to the board of directors by the company and shareholders, urge the management of the company to complete various strategic plans formulated by the general meeting of shareholders and the board of directors, promote and improve the internal governance of the company and promote the sustainable, stable and healthy development of the company. The specific work is as follows: I. operation of the company
1. Development of the company's industry
In 2021, the electricity consumption of the whole society was 8.31 trillion kwh, with a year-on-year increase of 10.3%. The rapid growth of electricity consumption was mainly driven by China's sustained economic recovery and development, a low base in the same period of last year, the rapid growth of foreign trade exports and other factors. By industry, the electricity consumption of the primary industry was 102.3 billion kwh, a year-on-year increase of 16.4%; The electricity consumption of the secondary industry was 5.61 trillion kwh, a year-on-year increase of 9.1%; The electricity consumption of the tertiary industry was 1.42 trillion kwh, a year-on-year increase of 17.8%; The domestic electricity consumption of urban and rural residents was 1.17 trillion kwh, a year-on-year increase of 7.3%.
In 2021, the overall situation of power supply and demand in China is tight. At the beginning of the year, during the peak summer and from September to October, the power supply in some areas is tight due to the superposition of multiple factors such as tight supply of fuel such as weather and power coal, year-on-year reduction of hydropower generation, rapid growth of power consumption demand and strengthening "dual control of energy consumption". In 2021, the utilization hours of power generation equipment in China were 3817 hours, an increase of 60 hours year-on-year. All power trading centers across the country have organized and completed 3778.7 billion kwh of market trading electricity, with a year-on-year increase of 19.3%, accounting for 45.5% of the electricity consumption of the whole society, with a year-on-year increase of 3.3 percentage points. Among them, the total amount of medium and long-term direct trading electricity in the national power market was 3040.5 billion kwh, a year-on-year increase of 22.8%.
(the above data are from the analysis and prediction report of national power supply and demand situation in 20212022 issued by China Electricity Council)
2. Power production, sales and development trend in main business areas
By the end of 2021, the unified installed capacity of Guangdong power grid was 159 million KW, a year-on-year increase of 12.6%.
In 2021, the total electricity consumption of Guangdong Province was 786663 billion kwh, a year-on-year increase of 13.58%. By industry, the electricity consumption of the primary industry was 14.175 billion kwh, a year-on-year increase of 13.10%; The electricity consumption of the secondary industry was 471274 billion kwh, a year-on-year increase of 12.07%; The electricity consumption of the tertiary industry was 169656.9 billion kwh, a year-on-year increase of 19.79%; The domestic electricity consumption of urban and rural residents was 131558 billion kwh, a year-on-year increase of 11.54%.
In 2021, the cumulative trading power of Guangdong power market was 295.17 billion kwh, a year-on-year increase of 18%. By the end of 2021, 36838 market entities had entered the market catalogue. In 2021, the total volume of electricity traded in Guangdong's medium and long-term power market was 293.72 billion kwh, including 278.84 billion kwh in the primary market, with an average transaction price difference of - 46.3% per kWh. (the above data are from the annual report of Guangdong power market in 2021 issued by Guangdong Power Trading Center)
3. Overall operation of the company
In the face of the complex international situation in China, the company has strengthened its political position, actively responded to challenges, resolutely implemented the decision-making and deployment of power supply guarantee, had the courage to take responsibility, faced difficulties, coordinated the epidemic prevention and control and business development, paid close attention to the safe production, quality and efficiency improvement of new energy power, comprehensively optimized and improved the internal mechanism, further created sustainable core competitiveness, and strive to achieve inward efficiency and outward stable development. During the reporting period, the company achieved an operating revenue of 9.411 billion yuan and a net profit attributable to shareholders of listed companies of 824 million yuan. In the case of general losses in the same industry, the company basically achieved the goal of healthy and stable development.
(1) Pay close attention to operation and take the initiative to achieve steady growth of new energy power
During the reporting period, against the background of rising coal prices and pressure on industry profits, the company actively responded to various adverse factors, strictly and carefully carried out epidemic prevention and control with a high sense of mission and responsibility, made every effort to do a good job in safe production, strengthened and implemented operation and management, adhered to the core profit stabilizing role of Heshuyuan power plant in Mei County, and improved and optimized the emerging growth driving effect of Lufeng jiahuwan power plant, Give full play to the flexible operation advantages of Baoxin motor system and create stable business performance. During the reporting period, the unit of Shanwei Houhu (500MW) offshore wind power project invested and developed by the company was connected to the grid, which further consolidated the company's advantages in new energy power generation and consolidated the company's leading position in the subdivided industry of new energy power.
(2) Operate prudently, find the correct positioning, and find the characteristic path of new financial investment
During the reporting period, the company faced the current situation of weak financial investment and failure to form effective competitiveness in the past, urged all sectors to think carefully and operate prudently, took various measures to revitalize existing assets with the entrepreneurial mentality of "starting from zero", and actively explored and found a healthy development path in line with their own characteristics.
During the reporting period, Meizhou Merchants Bank initiated by the company officially launched the "spring rain plan" to help rural revitalization; Become a member of the self-discipline mechanism of market interest rate pricing, and improve the long-term credit rating of the main body to "AA"; It has won the national recognition of high-tech enterprises and become the only banking institution in the list of the first batch of high-tech enterprises in Guangdong Province in 2021. By the end of the reporting period, Meizhou Merchants Bank had total assets of 24.868 billion yuan, operating income of 287 million yuan, net profit of 665302 million yuan and total deposits of 14.852 billion yuan during the reporting period; The total amount of deposits and market share ranked first among Meizhou legal person financial institutions, forming a good development situation of continuous growth in business scale.
(3) Highlight the main business, optimize the allocation, and focus on sustainable competitiveness in the development of the new situation
During the reporting period, the company further focused on the core main business, and successively cancelled Guangdong Baolihua Construction Engineering Co., Ltd. and Guangdong credit Bao credit investigation Management Co., Ltd., which have little relationship with the main business and have a small revenue in recent years, so as to optimize the resource allocation; Completed the principal and interest payment of 16 treasure new bonds on time, and timely protected the rights and interests of creditors; Actively follow up the changes of market interest rates, explore the optimization of debt structure varieties and categories, flexibly purchase guaranteed income products, and effectively reduce the burden of financial expenses; Internal management regulations have been improved and revised, relevant mechanisms and processes have been standardized and improved, and strict economy and compact office have not only built a stable and solid foundation of corporate governance, but also achieved the effect of reducing costs and increasing profits through scientific and orderly operation.
In 2021, with standardized corporate governance, good business performance and the concept of sustainable development, the company was successively awarded the honorary titles of "golden round table award of the board of directors - excellent board of directors", "China top 100 enterprise award" and "2021 evergreen Award - internal control Award for sustainable development".
2、 Corporate governance
1. Basic information of corporate governance
Since its listing, the company has always regarded strict and standardized operation as the basis and foundation of enterprise development, and continuously improved the corporate governance structure in accordance with the company law, securities law, basic norms of enterprise internal control, guidelines for the governance of listed companies, stock listing rules, guidelines for the self discipline supervision of listed companies No. 1 - standardized operation of listed companies on the main board and the articles of association of the company, Improve the modern enterprise management system, improve the level of standardized governance and refined management, and effectively protect the legitimate rights and interests of listed companies, investors and employees.
The company has established and improved the governance structure with the general meeting of shareholders as the highest authority, the board of directors as the decision-making body, the professional committee of the board of directors as the decision-making support body, the board of supervisors as the supervisory body, and the management and subsidiaries as the executive body, and improved the articles of association, the rules of procedure of the general meeting of shareholders, the rules of procedure of the board of directors and the rules of procedure of the board of supervisors Basic management systems such as the working rules of the general manager and the working rules of various professional committees. The general meeting of shareholders, the board of directors, the board of supervisors and the management of the company have clear responsibilities and rights, perform their respective duties, make scientific decisions and coordinate operation, which has laid a solid foundation for the sustainable, stable and healthy development of the company.
During the reporting period, the company revised and improved the articles of association and its annexes rules of procedure of the general meeting of shareholders, rules of procedure of the board of directors and rules of procedure of the board of supervisors, further consolidated the institutional basis of standardized governance and improved the modern corporate governance system.
There is no significant difference between the actual situation of corporate governance and the normative documents on the governance of listed companies issued by the CSRC.
2. The independence of the company relative to the controlling shareholders in terms of business, personnel, assets, institutions, finance, etc
The company and the controlling shareholders of the company have implemented the separation of personnel, assets and finance, independent organization and business, independent accounting and independent responsibility and risk bearing. The company has independent and complete business and independent operation ability. The company has no horizontal competition and related party transactions with the controlling shareholders due to partial restructuring, industrial characteristics, national policies or mergers and acquisitions.
(1) Personnel: the company has an independent labor, personnel and salary management system, and senior managers such as the company's manager, financial director and Secretary of the board of directors do not hold positions in the company's controlling shareholder unit.
(2) Assets: the company has independent production system, auxiliary production system and supporting facilities; The company independently owns relevant industrial property rights and non patented technology required for production and operation; The company has an independent procurement and sales system; The asset relationship between the company and the controlling shareholders is clear, and there is no free possession or use.
(3) Finance: the company has set up an independent accounting department, and established an independent accounting system and financial management system; The company opens an independent account in the bank and pays taxes according to law. (4) Institutional aspect: the company has set up an organizational structure independent of the controlling shareholder to work independently and exercise functions independently.
(5) Business: the company has the place, personnel and organization for independent production, supply and marketing operation, and makes independent decisions and manages the company's business.
3. During the reporting period, the company had no horizontal competition.
3、 Daily work of the board of directors
1. Meetings of the board of directors
During the reporting period, the board of directors of the company held 8 meetings, as follows:
Date of meeting name of proposal
1. Work report of the board of directors in 2020
2. Internal control evaluation report of the company in 2020
3. 2020 social responsibility report of the company
4. Special statement of the board of directors on the company's securities investment in 2020
5. The company's 2020 financial final accounts and profit distribution plan
The 8th board of directors 6. 2021 annual business plan of the company
The 14th Meeting on February 2, 2021 7. The company's 2020 annual report and its summary
8. Proposal on reappointment of the company's auditor in 2021
9. Proposal on Amending the articles of association and its annexes rules of procedure of the general meeting of shareholders and rules of procedure of the board of directors
10. Guangdong Baolihua New Energy Stock Co.Ltd(000690) the seventh employee stock ownership plan
11. Proposal on convening the 2020 annual general meeting of shareholders
The 8th session of the board of directors 1. Proposal on early termination of the plan of the company's employees holding shares in the sixth interim meeting on February 23, 2021
Discuss
1. Proposal on the general election of the board of directors of the company
The 8th board of directors 2. Proposal on the allowance for independent directors of the 9th board of directors of the company
The 15th meeting on April 6, 2021 3. Proposal on canceling the wholly-owned subsidiary Guangdong Baolihua Construction Engineering Co., Ltd
4. Proposal on convening the first extraordinary general meeting of shareholders in 2021
The 9th board of directors 1. Proposal on the election of the chairman of the 9th board of directors of the company
202104.23 the first meeting 2. Proposal on the election of members of the special committee of the ninth board of directors of the company
3. Proposal on the appointment of senior managers of the company
4. Proposal on the appointment of securities affairs representative of the company
The 9th board of directors 1. Proposal on changes of some accounting policies
The second meeting on April 28, 2021 2. The company's report for the first quarter of 2021
The 9th board of directors
202106.15 first interim meeting 1. Proposal on payment of Xinyu Huabang phase III capital contribution
Discuss
