Sun Create Electronics Co.Ltd(600990)
2021 Social Responsibility Report
1、 Company profile
Sun Create Electronics Co.Ltd(600990) (hereinafter referred to as the company) is located in Hefei National High tech Industrial Development Zone. It was founded in August 2000 by the 38th Research Institute of China Electronics Technology Corporation. The controlling shareholder is Zhongdian Bo Microelectronics Technology Co., Ltd., with a registered capital of 159.1 million yuan and a total asset of 7.699 billion yuan.
In May 2004, the company was listed on the Shanghai Stock Exchange, becoming the first listed company with radar as its main business in China, known as "the first share of China radar (Stock Code: Sun Create Electronics Co.Ltd(600990) )". The company is a national technological innovation demonstration enterprise, a national high-tech enterprise, a benchmark enterprise in the national electronic information industry, and an excellent security engineering construction enterprise for the construction of "safe city". It is one of the first batch of innovative enterprises in Anhui Province, a joint demonstration enterprise of industry, University and research in Anhui Province, and a key software enterprise in Anhui Province.
The company now has national recognized enterprise technology center, postdoctoral research workstation, Anhui academician workstation, Anhui Beidou Satellite Navigation Technology Key Laboratory, Anhui Industrial Design Center and Hefei Technological Innovation Center for precision circuit design and manufacturing. The company has various kinds of high-end leading talents, such as experts with special government subsidies, Anhui special support plan innovation leading talents, Hefei Luzhou industrial innovation team and so on. Over the years, the company has presided over and undertaken a number of national special projects such as the national science and technology support plan, the national high technology research and development plan (863 plan) and the national major scientific instrument and equipment development project. It has successively won 22 national, provincial and ministerial scientific and technological progress awards and 31 national, provincial and ministerial key new products.
The company continues to practice the enterprise spirit of "being loyal to the mission, daring to innovate, being good at synergy and being pragmatic", grasps the core value of "responsibility innovation and excellent sharing", adheres to the development concept of "concept innovation, management innovation, product innovation and knowledge innovation", adheres to the culture of "common participation, common thinking, common achievement and common sharing", faces the national strategic needs, and focuses on meteorology, air traffic control, low altitude surveillance radar Mesh series of electromagnetic sensing products mainly for civil radar and special vehicle modification, electromagnetic sensing basic support products mainly for printed circuit board, power supply and microwave devices, and information system businesses such as security integration and emergency civil air defense, practice the mission of maintaining national defense and public safety, strive to become a high-tech, lean and international enterprise trusted by customers, and achieve win-win progress for shareholders, employees, enterprises and society. 2、 Corporate governance
In strict accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the governance standards of listed companies, the Listing Rules of Shanghai Stock Exchange and other relevant laws and regulations, as well as the regulations and normative documents of the regulatory authorities, the company has formulated various rules and regulations, such as 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, It defines the responsibilities, authorities, procedures and obligations of the general meeting of shareholders, the board of directors, the board of supervisors and the management in decision-making, implementation and supervision, and forms a corporate governance structure with clear rights and responsibilities, performing their respective duties, effective checks and balances and coordinated operation. The actual situation of corporate governance meets the requirements of relevant laws and regulations. (I) the organization chart of the company is as follows:
1. Performance of duties of the general meeting of shareholders
The company insists on starting from the perspective of shareholders' rights and interests, selecting an appropriate time and place to hold the general meeting of shareholders in accordance with relevant regulations, and notifying all shareholders in time. The general meeting of shareholders adopts a combination of on-site voting and online voting to ensure that shareholders exercise their rights.
In 2021, the company held the 2020 annual general meeting of shareholders, deliberated and approved 9 proposals, including 2020 annual profit distribution, 2020 annual financial final accounts, 2021 annual financial budget and daily related party transaction prediction; Three extraordinary general meetings of shareholders were held, and a total of 11 proposals on changing the company's name, increasing the business scope, electing directors and supervisors and appointing audit institutions were considered and approved. 2. Performance of duties of the board of directors
The board of directors of the company has 11 members, including 4 independent directors. In 2021, the company held 9 meetings of the board of directors, deliberated and approved 40 proposals, including the regular report, the 2020 annual work report of the board of directors, the proposal on the selection of candidates for directors of the seventh board of directors, the proposal on the selection of candidates for independent directors of the seventh board of directors, and the proposal on Sun Create Electronics Co.Ltd(600990) long-term equity incentive plan and the first phase implementation plan (Draft) and its summary.
In accordance with the company law, the securities law, the guiding opinions on the establishment of independent director system in listed companies, several provisions on strengthening the protection of the rights and interests of shareholders of social public shares and other laws and regulations, as well as the provisions and requirements of the articles of association and the independent director system, the independent directors of the company scrupulously perform their duties, carefully understand the operation of the company, faithfully perform the duties of independent directors, and actively attend relevant meetings, Carefully review the proposals of the board of directors, express independent opinions on relevant matters, give full play to the role of independent directors, and safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially minority shareholders. 3. Performance of duties of special committees of the board of directors
During the reporting period, the strategy committee carefully listened to the report of the management on the "14th five year plan", actively discussed the company's future long-term strategic development plan in combination with the company's development stage and the development pattern of the industry, and provided valuable strategic suggestions for the company's sustainable and steady development.
The audit committee is mainly responsible for the communication, inspection and supervision between the company's internal audit and external audit. During the reporting period, the audit committee considered the annual audit work summary report of the external audit institution and put forward suggestions and opinions on the selection and employment of the external audit institution. Listened to the relevant reports of the internal audit department and put forward valuable suggestions on the work plan and summary of the internal audit department. Carefully reviewed the company's financial information and its disclosure; Inspect and supervise the scientificity, rationality, effectiveness and implementation of the company's internal control system.
The main responsibility of the nomination committee is to study and review the selection criteria and procedures of directors, senior managers and other personnel and make suggestions. During the reporting period, the nomination committee carefully studied the selection criteria and procedures of the company's directors and senior managers, communicated with relevant departments of the company, actively reviewed the resumes and qualifications of directors and senior managers, and earnestly fulfilled the responsibilities of the nomination committee. Completed the qualification examination and nomination of candidates for the seventh board of directors and supervisors and senior managers of the company.
During the reporting period, the remuneration and assessment committee carefully studied and reviewed the remuneration scheme of senior managers, put forward professional suggestions on the assessment standards of the above-mentioned personnel, and studied and considered the company's remuneration and assessment scheme for senior managers. 4. Performance of the board of supervisors
There are 5 members of the board of supervisors of the company, including 3 shareholder supervisors, 2 employee supervisors and employee representative supervisors, which are democratically elected by the employee congress of the company. Members of the board of supervisors attend the board of directors and shareholders' meeting of the company as nonvoting delegates, supervise the legality and compliance of the company's finance and the performance of duties by directors and senior managers, and safeguard the legitimate rights and interests of the company and shareholders.
In 2021, the board of supervisors of the company held 8 meetings and considered 23 proposals, mainly related to the company's related party transactions, financial information and its disclosure.
At the same time, the board of supervisors of the company has an in-depth understanding of the company's production and operation, financial status, the construction and implementation of internal control system, the protection of employees' rights and interests and other measures. (II) protection of shareholders' rights and interests
The company insists on starting from the perspective of shareholders' rights and interests, selecting appropriate time and place to hold the shareholders' meeting in accordance with relevant regulations, and notifying shareholders in time; The voting method of combining on-site voting and online voting is adopted to ensure that shareholders exercise their rights.
The company attaches great importance to the return on investment to shareholders and has formulated a long-term and stable profit distribution policy. On May 28, 2021, the 2020 annual general meeting of shareholders of the company deliberated and approved the 2020 annual profit distribution plan, which distributed cash bonus to all shareholders for every 10 shares based on the total share capital of the company in 2020 of 159179110 shares
The profit is 3.3 yuan (including tax), and a total cash dividend of 525291 million yuan is distributed. On April 21, 2022, the ninth meeting of the seventh board of directors of the company deliberated and approved the 2021 annual profit distribution plan, which plans to distribute profits based on the total share capital registered on the date of equity distribution. It is proposed to distribute cash dividends of 3.47 yuan (including tax) to all shareholders for every 10 shares. As of December 31, 2021, the total share capital of the company is 159179110 shares. Based on this calculation, the total cash dividends to be distributed are 5523515117 yuan (including tax). The proportion of cash dividends of the company in the net profit attributable to shareholders of Listed Companies in this year is 30.04%. It is proposed to send 3 bonus shares for every 10 shares to all shareholders. As of December 31, 2021, the total share capital of the company is 159179110 shares, based on which 47753733 bonus shares are proposed. After this bonus share, the total share capital of the company is 206932843 shares.
Since its listing, the company has attached great importance to cash dividends, up to 30% of the net profit of the current year. The details are as follows:
Unit: Yuan
Amount of cash dividends per 10 shares in the consolidated statements
Net profit (yuan) (tax included) (tax included) of ordinary shareholders of the municipal company in the dividend year
Profit ratio (%)
2021 3.47552351511718387072047 30.04
2020 3.35291063017025885708 30.85
2019 0.7111425377011106642663 10.03
January 7, 2018270604487025729673561 10.52
(III) Investor Relations Management
The company strictly abides by the relevant requirements of information disclosure, and the problems communicated with investors are based on the contents announced by the company. In addition to information disclosure, the company answers questions and dispels doubts for investors through diversified communication channels, maintains good investor relations, effectively deepens investors' understanding of the company's operation, business, development strategy and investment value, and protects the interests of small and medium-sized investors.
(1) The company took the initiative to hold two performance briefings after the disclosure of periodic reports;
(2) Participate in investor relations meetings organized by securities companies from time to time;
(3) In daily work, the company receives fund companies, securities companies, shareholders and potential investors to conduct on-site research, and has good communication with investors on hot issues such as corporate governance, development strategy, business status and sustainable development; A total of 51 questions and answers of SSE e interactive were completed, and the effective response rate was 100%.
3、 Corporate culture (I) mission: focus on electromagnetic sensing technology to serve national defense and public security. (II) vision: to be a high-tech, lean and international enterprise trusted by customers. (III) culture: joint participation, common thinking, common achievements and common sharing. (IV) development concept: promote concept innovation, management innovation, product innovation and knowledge innovation with customer demand thinking 1 Concept innovation
Concept innovation is the soul of enterprise development. We should use new thinking, new ideas and new methods to create new value and meet new needs. 2. Management innovation
Management innovation is to create a new and vibrant resource integration model. The goal is to create a scientific management model with Sun Create Electronics Co.Ltd(600990) characteristics supported by information technology and oriented by modern enterprise system. 3. Product innovation
Product innovation is to "create demand and create market", take user satisfaction as the quality standard (CS concept), continuously adopt new technologies to produce new products to meet customer needs, and advocate the concept of "improving value with high-quality service", so as to make Sun Create Electronics Co.Ltd(600990) become a market-oriented enterprise. 4. Knowledge innovation
According to the requirements of modern enterprise system, people-oriented, create a learning organization, constantly activate the values of employees, and create new knowledge wealth for the enterprise and new spiritual wealth for the society. 4、 Social responsibility management
Sun Create Electronics Co.Ltd(600990) always focuses on customer-centered, environment-friendly and innovative ways to continuously improve operation efficiency, more actively assume corporate social responsibility while business development, and promote the continuous improvement of social economy and environment through its own influence.
The company's security department is the planning and Management Department of social responsibility. Through the "three integrity" management of core responsibility, social responsibility, fundamental responsibility and important responsibility, the company establishes a green, harmonious and responsible social image and is determined to become a respected excellent enterprise.
Social responsibility "three integrity" concept: full participation, full integration and full coverage
Take national security as the core responsibility - shoulder the national security mission, work hard, become better and stronger, and play a mainstay role in the development of national defense science and technology and new security industry.
Environmental protection is the responsibility of the times - committed to resource conservation and environmental protection, constantly improve the ability of green scientific and technological innovation, promote social energy conservation and emission reduction and green manufacturing, and promote the sustainability of enterprises and social environment
