Materials of the annual general meeting of shareholders in 2021
Shanxi Lu’An Environmental Energydev.Co.Ltd(601699) Shanxi Lu’An Environmental Energydev.Co.Ltd(601699)
Shanxi Lu’An Environmental Energydev.Co.Ltd(601699)
May 26, 2002
catalogue
Notes to the meeting Meeting agenda i III. report on the work of the board of directors in 2021- 1 – work report of the board of supervisors in 2021- 20 – work report of independent directors in 2021- 25 – proposal on reviewing the company’s annual report and summary of 2021- 32 – proposal on the deliberation of the company’s financial statement report for the year 2021- 33 – proposal on the profit distribution of the company in 2021- 42 – proposal on confirming the differences of the company’s daily connected transactions in 2021 and the daily connected transactions in 2002- 43 – proposal on by election of Directors- 49 – proposal on providing financial support to subsidiaries- 50 – proposal on renewing the appointment of the audit institution in 2002- 52 – proposal on reviewing the company’s internal control evaluation report- 53 – proposal on reviewing the company’s internal control audit report- 59 – proposal on reviewing the company’s corporate social responsibility report in 2021- 62 – proposal to amend the articles of Association- 63 – proposal on Amending the rules of procedure of the general meeting of shareholders of the company- 83 – proposal on Amending the rules of procedure of the board of directors of the company- 84 – proposal on Amending the rules of procedure of the board of supervisors of the company- 85 – proposal on Amending the working system of independent directors of the company- 86 –
Notice of meeting
In order to safeguard the legitimate rights and interests of the majority of investors and ensure the normal order and efficiency of the general meeting of shareholders, in accordance with the relevant provisions of the company law, the articles of association and the rules of procedure of the general meeting of shareholders of the company, the following instructions for participation are hereby formulated, and all members attending the general meeting of shareholders are expected to strictly abide by them:
1、 In order to count the total number of shares held by the shareholders (shareholders’ agents) attending the meeting in time, please register the shareholders and shareholders’ representatives attending the general meeting of shareholders to arrive at the meeting place half an hour before the meeting, and bring the original identity certificate, shareholders’ account card, power of attorney and other originals to sign in; Those who have not been confirmed are not allowed to enter the venue. 2、 In order to ensure the seriousness and normal order of the general meeting of shareholders and effectively safeguard the legitimate rights and interests of shareholders (or agents) attending the meeting, the company has the right to refuse other persons to enter the meeting place according to law, except shareholders (or agents), directors, supervisors, Secretary of the board of directors, senior managers, lawyers and accountants hired by the company and personnel invited by the board of directors. 3、 Shareholders shall have the right to speak and perform the relevant voting rights and obligations according to law. In case of disturbing the order of the shareholders’ meeting and infringing upon the legitimate rights and interests of other shareholders, the company will report to the relevant departments for handling.
4、 After all proposals are read out, shareholders can ask questions and speak during the deliberation and discussion of various proposals. When a shareholder requests to speak, he / she shall raise his / her hand first and then speak or ask questions with the permission of the chairman of the meeting. When shareholders request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders, nor raise questions unrelated to the proposal of the shareholders’ meeting. Each shareholder shall not speak for more than five minutes, and the same shareholder shall not speak for more than I
Twice. No statement will be made during the voting of the general assembly.
5、 According to the articles of association of the company, if shareholders with proposal qualification need to put forward interim proposals at the general meeting of shareholders, they need to submit the interim proposals in writing to the board of directors of the company 10 days before the general meeting of shareholders, and shall not put forward new proposals when speaking.
6、 The chairman of the general meeting shall answer the questions or questions of shareholders or instruct relevant personnel to answer them. The time for answering questions shall not exceed five minutes. If the issues involved are complex, you can reply after the shareholders’ meeting.
7、 The chairman of the meeting or relevant personnel have the right to refuse to answer questions that have nothing to do with the topic or will disclose the company’s business secrets or obviously damage the common interests of the company or shareholders. 8、 The on-site voting of the general meeting adopts the method of open voting one by one, and the shareholders enjoy one voting right according to each share of the company they hold. Shareholders, shareholders’ representatives or entrusted agents are requested to fill in the voting votes accurately: the names of shareholders or entrusted shareholders and the number of shares must be filled in. If they agree, tick “√” in the “consent” column, if they disagree, tick “√” in the “objection” column, and if they abstain, tick “√” in the “abstention” column. Votes that are not filled in, wrongly filled in, illegible or not cast shall be deemed as abstention. Shareholders of the company can also exercise their voting rights through the trading system of Shanghai stock exchange during online voting time. Shareholders of the company can only choose one voting method. If the same shareholder votes repeatedly through on-site, online or other means, the first voting result shall prevail.
9、 After the proposal is voted on, the chairman of the meeting shall announce the voting results, and the lawyer shall read out the legal opinion.
II
Convener: Board of directors
Host: Wang Zhiqing
Meeting time: 10:00 am, May 26, 2022
Venue: room Shanxi Lu’An Environmental Energydev.Co.Ltd(601699) of Houbao Town, Xiangyuan County, Changzhi City, Shanxi Province
Participants: shareholders, directors, supervisors, senior managers, lawyers and other relevant personnel of the company
Agenda:
1、 The moderator declared the meeting open;
2、 Elect two shareholder representatives, one vote counter and one supervisor;
3、 Read out and consider the following proposals:
1. Work report of the board of directors in 2021
2. Work report of the board of supervisors in 2021
3. Work report of independent directors in 2021
4. Proposal on reviewing the company’s annual report and summary in 2021
5. Proposal on deliberation of the company’s final financial statement report in 2021 6. Proposal on the company’s profit distribution in 2021
7. Proposal on confirming the differences of the company’s daily connected transactions in 2021 and daily connected transactions in 2002
8. Proposal on by election of directors
9. Proposal on providing financial support for subsidiaries
10. Proposal on reappointment of audit institutions in 2002
11. Proposal on reviewing the company’s internal control evaluation report
12. Proposal on reviewing the company’s internal control audit report
13. Proposal on reviewing the company’s corporate social responsibility report in 202114. Proposal on Amending the articles of Association
15. Proposal on Amending the rules of procedure of the general meeting of shareholders of the company
16. Proposal on Amending the rules of procedure of the board of directors of the company
17. Proposal on Amending the rules of procedure of the board of supervisors
18. Proposal on Revising the working system of independent directors of the company
4、 Shareholders or shareholders’ representatives speak, and directors, supervisors and senior managers of the company answer questions;
5、 The host announces the voting method and votes;
6、 Vote counters, scrutineers and witness lawyers count and scrutinize votes and count the voting results; 7、 The moderator announces the voting results and General Assembly resolutions;
8、 The directors, supervisors and Secretary of the board of directors attending the meeting shall sign on the meeting minutes; 9、 The lawyer reads out the legal opinion;
10、 The moderator declared the meeting closed.
Shanxi Lu’An Environmental Energydev.Co.Ltd(601699) shareholders’ meeting information
2021 annual general meeting of shareholders
One of the bills
Work report of the board of directors in 2001
Dear shareholders and shareholder representatives
Now, on behalf of the board of directors of the company, I will make a report on the work of 2021 to the general assembly for your deliberation.
Part I review of work in 2021
Over the past year, the board of directors of the company has adhered to the guiding ideology of Xi Jinping new era socialism with Chinese characteristics, centered on the company’s development strategy of “one core, two wings and four drives”, adhered to the main line of high-quality development, focused on lean management, value creation and accounting culture, reviewed the time, measured the situation, made concerted efforts to tackle tough problems and made positive actions, and comprehensively promoted epidemic prevention and control, safety and environmental protection, deepening reform, operation management and risk prevention and control, Strive to consolidate the foundation of the enterprise’s core competitiveness, seize market opportunities, increase income and profits, achieve new breakthroughs in the company’s business indicators, and develop the foundation of quality and efficiency to a new level. It is mainly reflected in eight aspects:
1、 Major economic indicators hit another record high
In 2021, the company’s operating indicators reached the best level in history, with raw coal output of 54.36 million tons, coal sales of 50.35 million tons, operating income of 45.1 billion yuan, net assets of 33.4 billion yuan, total profit of 9.237 billion yuan, earnings per share of 2.24 yuan, asset liability ratio of 64.75% and taxes paid of 7.681 billion yuan. With excellent performance, the market value of the company is close to 60 billion yuan.
Shanxi Lu’An Environmental Energydev.Co.Ltd(601699) shareholders’ meeting information
2、 The bottom line project of safety and environmental protection is steadily improving
Over the past year, we have adhered to the bottom line thinking and strengthened the red line management, paid close attention to the three-dimensional improvement of the safety production responsibility system, highlighted the systematic point and area combination of safety management, made great efforts to consolidate the foundation of safety management, continuously strengthened change management and governance of weak links, solidly promoted the “three-year action for special rectification of safety production”, and deeply carried out the activities of creating “zero accident” units and “post standardization compliance year”, Throughout the year, we continued to maintain a stable situation of work safety. At the same time, we comprehensively controlled ecological and environmental risks, continued to increase environmental protection investment and facility operation management, fully covered the inspection and monitoring mechanism of environmental protection and energy consumption, put an end to environmental accidents and ecological events throughout the year, and took the lead in meeting various energy consumption indicators.
3、 Operation control and efficiency improvement project system promotion
Adhere to the enterprise benefit as the center, vigorously promote lean management, value creation and accounting culture, focus on the improvement policy of “clearing accounts, clarifying responsibilities, finding gaps, encouraging cadres, strengthening implementation and increasing benefits”, establish and improve the assessment and evaluation index system, promote the value creation budget management, sort out and optimize the control system and process, implement special incentive measures for efficiency, and dig deep into digital intelligent management means, so that the company’s operation and management level can reach a new level.
4、 The foundation of enterprise quality development is more solid
The construction of intensive and efficient mines has been steadily promoted. There are 9 national first-class standardized mines and 16 super safe and efficient mines, with a total advanced production capacity of 43.3 million tons. The scale proportion is at the leading level of Listed Companies in the industry. The construction of intelligent mines has progressed steadily, and the construction and acceptance of intelligent coal mining faces and heading faces have begun in batches,
Shanxi Lu’An Environmental Energydev.Co.Ltd(601699) shareholders’ meeting information
The transformation of intelligent unattended production subsystem was accelerated in all mines.
5、 Solid progress was made in the project of enterprise development stamina
Significant progress has been made in the nuclear increase of production capacity. We have paid close attention to the policy window of energy supply guarantee, and Mengjia kiln has added 1.8 million tons of production capacity through nuclear increase; The capacity increase of Yitian coal industry has passed the on-site verification, Heilongguan and Cilin mountain have been included in the list of capacity increase, the review of the verification of the production capacity of Xinliangyou and Wenzhuang has been completed, the adjustment of the construction scale of Shangzhuang coal industry has been approved by the national development and Reform Commission, and the application for resources in the seam expansion area of Wuyang and other mines has been promoted efficiently.
6、 Great achievements have been made in scientific and technological innovation of enterprises
The company has made fruitful achievements in scientific and technological innovation. Throughout the year, it carried out 129 scientific and technological projects such as ultra-fine pulverized coal clean combustion technology, and won a total of 9 provincial and ministerial scientific and technological awards, including 2 scientific and technological progress awards of Shanxi Province and 7 scientific and technological progress awards of China Coal Industry Association; 126 national patents have been declared. The 13th five year plan national science and technology major special project “integration and demonstration of technology for joint development of single low-permeability coal seam in Lu’an mine” was approved. The experimental project of overburden isolation grouting and filling mining in Wuyang mine achieved significant results, focusing on vigorously promoting the technology of Retaining Roadway along the goaf and roof cutting and pressure relief, increasing the recoverable resources by 1.24 million tons.
7、 Remarkable achievements have been made in epidemic prevention and control
The company resolutely shouldered the political responsibility of epidemic prevention and control, coordinated the overall situation of scientific prevention and control, employee health and production stability, closely linked with communities, governments and hospitals, jointly guaranteed and assisted each other, actively mobilized, acted in response to the situation and scientifically controlled, continued to closely build a strong defense line for epidemic prevention and control, and “zero input, zero transmission
Shanxi Lu’An Environmental Energydev.Co.Ltd(601699) shareholders’ meeting information
“Zero infection”, the production of the enterprise and the life of employees are stable and orderly, which fully shows the style of state-owned enterprises, institutional advantages and people’s strength.
8、 Fulfill the social responsibility of state-owned enterprises
Showing the characteristics of state-owned enterprises and fulfilling social responsibilities, the company and its mines donated 31.7 million yuan to the local Red Cross Society for flood control and disaster relief and 11.28 million yuan of public welfare facilities to the local government free of charge; Bravely assume the political responsibility of ensuring energy supply and successfully complete the task of increasing production and ensuring supply; Zhengzhou volunteers and local disaster prevention and relief companies fly the banner of excellence; The per capita income level of employees has reached a new high over the years. The project of “health examination for all employees” has been implemented, more commuter lines have been opened and the office environment has been transformed. The employee benefit projects such as the e-home platform of the trade union have been carried out in a solid manner, and the assistance and relief activities such as golden autumn student aid, mutual assistance for serious diseases and warm welfare have been carried out continuously, so that the happiness of employees has been continuously enhanced.
Dear shareholders and comrades, in the past year, the company has seized the market opportunity and scientifically responded to the complex situations such as covid-19 epidemic, increasing production and ensuring supply, enterprise reform, and its business performance has reached a new record. The steady progress of all work is the embodiment of the strong leadership of the party and the state, the national system and the strength of the people, and the hard work of the majority of cadres and workers
