Shunya International Martech (Beijing) Co.Ltd(300612) marketing technology (Beijing) Co., Ltd
Work report of the board of directors in 2021
In 2021, the board of directors of Shunya International Martech (Beijing) Co.Ltd(300612) marketing technology (Beijing) Co., Ltd. (hereinafter referred to as the “company”) strictly followed the company law of the people’s Republic of China (hereinafter referred to as the “company law”) Relevant laws and regulations such as the securities law of the people’s Republic of China, the guidelines for self-regulation and supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, as well as the articles of association, rules of procedure of the board of directors and other systems, earnestly perform various responsibilities entrusted to the board of directors by the company and shareholders, earnestly implement various resolutions adopted by the general meeting of shareholders, and carry out various work diligently and dutifully, It ensures the sustainable, healthy and stable development of the company. The board of directors of the company now reports the main work of 2021 as follows:
1、 Overall operation during the reporting period
2021 marks the 100th anniversary of the founding of the Communist Party of China, the beginning of the 14th five year plan and the beginning of the new journey of building a modern socialist country in an all-round way. At this milestone time point, the transformation and upgrading of the company has also made phased progress, the business has been carried out in an orderly manner, and the performance has turned losses into profits. While striving to operate, the company took the initiative to keep up with the party organizations. On July 1, 2021, the branch committee of Shunya International Martech (Beijing) Co.Ltd(300612) marketing technology (Beijing) Co., Ltd. of the Communist Party of China was officially established with the approval of Balizhuang sub District Working Committee of Beijing Chaoyang District Committee of the Communist Party of China. During the reporting period, the company guided the company’s high-quality development with Party construction and carried out a series of practical exploration in the party construction business. In October 2021, the company’s party construction practice case was successfully selected as the “excellent practice case of Party Construction of Beijing private listed companies”. In the future, the company will adhere to the comprehensive leadership of the party, realize the deep integration and mutual promotion of Party construction and business work, and promote the long-term development of the company.
During the reporting period, the company continued to invest in R & D, firmly promoted strategic transformation and upgrading, focused on the development strategy of “high reuse rate PAAS platform as the basis and light customized SaaS application as the starting point”, focused on the development of main business, and achieved an operating revenue of 917442100 yuan, a year-on-year increase of 48.12%; The net profit attributable to the shareholders of the listed company was 9.7854 million yuan, a year-on-year increase of 134.01%. Relying on its rich experience in integrated marketing communication, the company accurately grasped the needs of customers, continuously expanded customers and enhanced stickiness. The revenue of digital intelligence marketing services was 258443500 yuan; Xingyan Yunhui, a wholly-owned subsidiary, and its subsidiaries used efficient content production capabilities, rich traffic operation experience and traffic integration capabilities to promote digital advertising services to achieve a revenue of 620292 million yuan, a significant increase of 63.30% year-on-year; During the reporting period, the company continued to invest 27.769 million yuan in research and development. Relying on the self-developed “giant wave technology platform”, the company successfully developed and operated SaaS product applications such as “on-site cloud enterprise version”, “Chinese literature and art volunteer service intelligence platform” and “my hometown”, and the company’s data technology product service realized an income of 389694 million yuan. 2、 Daily work of the board of directors
(I) board meetings and resolutions
In 2021, the company held 9 meetings of the board of directors, and the convening, convening and voting procedures of the meetings were in line with the provisions of relevant laws, regulations and the articles of association. The details of the meeting are as follows:
1. The 31st meeting of the third board of directors was held on February 23, 2021, and the following proposals were considered and adopted:
(1) Proposal on general election of the board of directors and nomination of candidates for non independent directors of the Fourth Board of directors; (2) Proposal on general election of the board of directors and nomination of independent director candidates for the Fourth Board of directors;
(3) Proposal on purchasing liability insurance for directors, supervisors and senior managers;
(4) Proposal on convening the first extraordinary general meeting of shareholders in 2021.
Except for proposal (4), other proposals have been submitted to the general meeting of shareholders for deliberation and approval in accordance with the company law, the articles of association and other relevant provisions.
2. The first meeting of the Fourth Board of directors was held on March 11, 2021, and the following proposals were considered and adopted: (1) proposal on the election of the chairman of the Fourth Board of directors;
(2) Proposal on the election of members of the audit committee of the Fourth Board of directors;
(3) Proposal on the election of members of the remuneration and assessment committee of the Fourth Board of directors;
(4) Proposal on the election of members of the strategy committee of the Fourth Board of directors;
(5) Proposal on the election of members of the nomination committee of the Fourth Board of directors;
(6) Proposal on the appointment of senior managers of the company;
(7) Proposal on appointment of securities affairs representative of the company;
(8) Proposal on appointing the director of the internal audit department of the company.
3. The second meeting of the Fourth Board of directors was held on April 19, 2021, and the following proposals were considered and adopted: (1) proposal on the work report of the board of directors in 2020;
(2) Proposal on the work report of CEO (president) in 2020;
(3) Proposal on the self evaluation report on internal control in 2020;
(4) Proposal on 2020 financial final accounts report;
(5) Proposal on 2020 annual report and its summary;
(6) Proposal on the special report on the deposit and use of raised funds in 2020;
(7) Proposal on no profit distribution in 2020;
(8) Proposal on the remuneration scheme of directors in 2021;
(9) Proposal on the remuneration scheme of senior managers in 2021;
(10) Proposal on applying for bank credit line in 2021;
(11) Proposal on the prediction of daily connected transactions in 2021;
(12) Proposal on convening the 2020 annual general meeting of shareholders of the company.
Except for proposals (2) (3) (6) (9) (11) (12), other proposals have been submitted to the general meeting of shareholders for deliberation and approval in accordance with the company law, the articles of association and other relevant provisions.
4. The third meeting of the Fourth Board of directors was held on April 28, 2021, and the proposal on the first quarter report of 2021 was considered and adopted.
5. The fourth meeting of the Fourth Board of directors was held on August 19, 2021, and the following proposals were considered and adopted: (1) proposal on the full text and summary of the 2021 semi annual report;
(2) Proposal on the special report on the deposit and use of raised funds in the half year of 2021; (3) Proposal on changing the purpose of share repurchase and cancellation;
(4) Proposal on Amending the articles of association and going through the formalities of industrial and commercial change registration;
(5) Proposal on revising relevant systems such as information disclosure management system;
(6) Proposal on Amending the rules of procedure of the general meeting of shareholders and other relevant systems;
(7) Proposal on the proposed renewal of the company’s accounting firm in 2021;
(8) Proposal on convening the second extraordinary general meeting of shareholders in 2021.
Among them, proposals (3) (4) (6) (7) have been submitted to the general meeting of shareholders for deliberation and approval in accordance with the company law, the articles of association and other relevant provisions.
6. The fifth meeting of the Fourth Board of directors was held on October 11, 2021, and the proposal on the appointment of CEO (president) of the company was considered and adopted.
7. The sixth meeting of the Fourth Board of directors was held on October 21, 2021, and the following proposals were considered and adopted: (1) proposal on the company meeting the conditions for issuing shares to specific objects;
(2) Proposal on the company’s plan to issue shares to specific objects;
(3) Proposal on the company’s stock issuance plan to specific objects;
(4) Proposal on the demonstration and analysis report of the company’s stock issuance scheme to specific objects;
(5) Proposal on the feasibility analysis report on the use of funds raised by the company issuing shares to specific objects; (6) Proposal on the report on the use of the company’s previously raised funds;
(7) Proposal on issuing A-Shares to specific objects in 2021, diluting the immediate return, taking filling measures and commitments of relevant subjects;
(8) Proposal on shareholder return planning of the company in the next three years (20212023);
(9) Proposal on requesting the general meeting of shareholders to authorize the board of directors to fully handle the specific matters of this issuance of shares to specific objects;
(10) Proposal on by election of Mr. Zhang Erdong as a candidate for non independent director of the Fourth Board of directors of the company;
(11) Proposal on convening the third extraordinary general meeting of shareholders in 2021.
Except for proposal (11), other proposals have been submitted to the general meeting of shareholders for deliberation and approval in accordance with the company law, the articles of association and other relevant provisions.
8. The seventh meeting of the Fourth Board of directors was held on October 25, 2021, and the following proposals were considered and adopted: (1) the proposal on the full text of the third quarter report of 2021 was considered and adopted;
(2) The proposal on providing counter guarantee for secondary wholly-owned subsidiaries applying for comprehensive credit was deliberated and adopted. 9. On December 21, 2021, the 8th meeting of the 4th board of directors was held, and the proposal on the prediction of guarantee line for wholly-owned subsidiaries applying for bank credit was considered and adopted.
(II) performance of independent directors
In 2021, all independent directors of the company scrupulously performed their duties and duties in strict accordance with relevant laws and regulations, the articles of association, working rules for independent directors and other internal control documents, actively paid attention to the company’s operation and management information, financial status and major matters, gave full play to their professional knowledge, made suggestions for the company, effectively enhanced the scientificity and rationality of the decision-making of the board of directors, and promoted the company’s operation The work in management and other aspects has developed continuously, stably and healthily.
(III) performance of special committees of the board of directors
The board of directors of the company has four special committees: Audit Committee, remuneration and assessment committee, nomination committee and Strategy Committee. In 2021, the special committee of the board of directors held one meeting of the strategy committee, seven meetings of the audit committee, one meeting of the remuneration and assessment committee and four meetings of the nomination committee in accordance with the articles of association, the working system of independent directors and the working system of each special committee to deliberate on relevant matters. All members earnestly performed their duties, standardized the operation of the company and improved the internal control of the company.
4、 Work plan for 2022
(I) priorities of the board of directors in 2022
1. Do a solid job in the daily work of the board of directors, make scientific and efficient decisions on major issues, do a good job in the company’s business plans, earnestly implement the resolutions of the general meeting of shareholders, perform their duties diligently from the interests of all shareholders, and strive to promote the implementation of the company’s development strategy in accordance with the established business objectives and development direction. At the same time, strengthen the training of directors’ ability to perform their duties and improve the scientificity, efficiency and foresight of decision-making.
2. Earnestly do a good job in the company’s information disclosure, continue to conscientiously perform the obligation of information disclosure, strictly control the disclosure of information, and effectively improve the standardized operation and transparency of the company in strict accordance with the requirements of the company law, the securities law, the measures for the administration of information disclosure of listed companies and other laws, regulations, normative documents and the articles of association.
3. 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 to ensure the healthy, stable and sustainable development of the company.
(II) business plan of the company in 2022
Combined with its own R & D advantages and leading application scenario layout, the company will effectively improve its comprehensive competitiveness by establishing in-depth cooperation with key customers in the industry, investment and M & A, capital and resource introduction, increasing R & D investment and improving the incentive system. It is committed to providing digital service platform construction, operation and maintenance and data services for Chinese government and enterprise customers, and building an efficient government and business service model for partners, Help partners realize digital and intelligent transformation and upgrading.
1. JuLang technology platform continues to upgrade
Based on the current development trend of the marketing industry and the urgent expansion needs of the company’s existing business scenarios, the company will take the JuLang technology platform as the support to realize the Wuxi Online Offline Communication Information Technology Co.Ltd(300959) , Better enable the existing business.
2. “Live cloud Enterprise Edition” project promotion
“On site cloud Enterprise Edition” is a new digital communication and operation platform serving enterprises and institutions. The company and partners will give full play to the advantages of their respective fields, guide cadres and workers to actively create, spread and share social positive energy through the development and deployment of “on-site cloud Enterprise Edition”, and use advanced ideas and technical means, Enable enterprises and institutions to build socialist enterprise culture and values with Chinese characteristics in the new era, help customers comprehensively improve communication efficiency, and gradually form a leading corporate image, brand spirit and values in the context of the new era. While providing customers with high-quality services, the company will continue to standardize and improve the product development process to ensure the sustainability and stability of product research and development, and combine the actual service
