Ningbo Color Master Batch Co.Ltd(301019)
Work report of the board of directors in 2021
In 2021, the board of directors of Ningbo Color Master Batch Co.Ltd(301019) (hereinafter referred to as “the company”) actively and effectively exercised its functions and powers in strict accordance with the laws, regulations and business rules of China Securities Regulatory Commission and Shenzhen Stock Exchange, as well as the company law and the articles of association, in the attitude of being responsible to all shareholders, earnestly implemented the resolutions of the general meeting of shareholders, and diligently carried out all work of the board of directors, Promote the improvement of corporate governance and the development of various businesses of the company.
The work of the board of directors in 2021 is as follows: I. main business in 2021
In 2021, the company carried out all work in an orderly manner around the annual business plan and objectives, and all businesses made steady progress. The company’s annual operating income was 492342000 yuan, an increase of 14.62% over the same period last year; The net profit attributable to the shareholders of the listed company was 1088803 million yuan, an increase of 4.29% over the same period last year. 2、 Operation of the board of directors and special committees in 2021
In 2021, the board of directors of the company prepared, convened and held the meeting in strict accordance with relevant regulations. During the reporting period, the board of directors of the company strictly implemented the approval and decision-making procedures for various major matters of the company, and held 7 Board meetings, including 4 on-site meetings.
[the following is a detailed description of the operation of the board of directors and special committees of the company]:
(I) sequence of meetings of the board of directors
Time of holding meeting name and content of the meeting (deliberation and approval of the proposal)
number
1. Deliberating the proposal on the remuneration plan of the company’s directors in 2021, the first session of the board of directors 2. Deliberating the proposal on the remuneration plan of the company’s senior managers in 2021, the 7th session of the 3rd Session of 2021
Discussion on April 4
3. Deliberating the proposal on convening the first extraordinary general meeting of shareholders in 2021
4. Deliberating the proposal on the appointment of securities affairs representatives by the company
1. Deliberating the proposal on the company’s financial statements and notes for the last three years
The first board of directors in March 2021
2. The 8th meeting of the board of directors 2. Review the proposal on related party transactions of the company in 2020
Discussion on June 18
3. Review the proposal on the prediction of the company’s daily connected transactions in 2021
1. Review the proposal on reviewing the general manager’s work report of the company in 2020
2. Review the proposal on reviewing the work report of the board of directors in 2020
3. Review the proposal on reviewing the 2020 work report of independent directors of the company
4. Review the proposal on the company’s 2020 annual financial statement report
5. Review the proposal on the company’s 2021 annual financial budget report
6. Review the proposal on the company’s profit distribution plan in 2020
The first director 7 Deliberating the proposal on employing the company’s audit institution in 2021
3 the ninth meeting of the May 2021 conference 8 Deliberation on the revision of the company’s initial public offering and listing on the gem on June 6
Proposal of Ningbo Color Master Batch Co.Ltd(301019) information disclosure management measures applicable later
9. Proposal on Revising the Ningbo Color Master Batch Co.Ltd(301019) material information internal reporting system applicable after the company’s initial public offering and listing on the gem
10. Proposal on Amending the Ningbo Color Master Batch Co.Ltd(301019) insider information registration and reporting system applicable after the company’s initial public offering and listing on the gem
11. Review the proposal on the change of accounting policies of the company
12. Review the proposal on convening the 2020 annual general meeting of shareholders of the company
The first director 1 Review the proposal on financial statements and notes for the first quarter of 2021; 4 the 10th meeting of May 2021 2 To review the proposal on establishing a special account for raised funds and signing the supervision on raised funds on January 15
Proposal on the management agreement.
5. The first board of directors in July 2021 To review the regulations on the use of some temporarily idle raised funds and self owned funds
Proposal on cash management at the 11th meeting of the board of directors;
Meeting 2 Deliberating the proposal on changing the company’s registered capital, company type, amending the articles of association and handling the industrial and commercial change registration;
3. Review the proposal on using some over raised funds to permanently supplement working capital;
4. Review the proposal on convening the second extraordinary general meeting of shareholders in 2021.
1. Review the proposal on using raised funds to replace the self raised funds of the first board of directors invested in raised investment projects in advance;
6 August 2021 2 Review the semi annual report for 2021 and its summary;
The 12th meeting on June 26
Meeting 3 Review the special report on the deposit and actual use of the company’s raised funds in the half year of 2021.
The first director 1 Review the third quarter report of 2021;
7 October 2021 2 Review the 13th meeting on the use of bank acceptance bill, self owned foreign exchange or letter of credit on June 26
Proposal on paying the project funds invested by raised funds and replacing them with the raised funds at the meeting.
(II) convening of the general meeting of shareholders
In 2021, the company held three general meetings of shareholders, all of which were convened by the board of directors. The board of directors organized the general meeting of shareholders in a standardized manner, earnestly implemented various resolutions of the general meeting of shareholders, promoted the smooth implementation of various proposals adopted by the general meeting of shareholders, ensured the majority of shareholders’ right to know, participate and vote on major matters of the company, and effectively safeguarded and protected the interests of all shareholders. The details are as follows:
Time and content of the meeting (deliberation and approval of the proposal)
1. Review the proposal on the company’s 2021 directors’ remuneration plan
2021 March 2021 first time 2 Deliberating proposal 1 on the remuneration scheme for senior managers of the company in 2021
May 19 extraordinary general meeting of shareholders
3. Review the proposal on the remuneration plan of the company’s supervisors in 2021
1. Review the proposal on the work report of the board of directors in 2020 2 Review the proposal on the work report of independent directors of the company in 2020 3 Deliberation on the proposal on the work report of the board of supervisors in 2020 4 Deliberating the proposal on the company’s 2020 financial final accounts report
May 2021 shareholders in 2020 Review the proposal on the company’s 2021 annual financial budget report
two
6. General meeting 6 Deliberating the proposal on the company’s profit distribution plan in 2020
7. Review the proposal on employing the company’s audit institution in 2021
Amendment to the measures for the administration of initial public offering of companies on the gem
1. Review the proposal on cash management using some temporarily idle raised funds and self owned funds;
August 2021 second time in 2021 2 To review the regulations on changing the registered capital, company type and amending the company 3
On October 10, the articles of association of the extraordinary general meeting of shareholders and the proposal for handling the change registration of industry and commerce;
3. Review the proposal on using some over raised funds to permanently supplement working capital;
(III) operation of committees under the board of directors 1. Audit Committee of the board of directors
During the reporting period, the audit committee of the board of directors of the company earnestly performed its duties of supervision and inspection in accordance with the relevant requirements of the articles of association and the working rules of the audit committee of the board of directors. Reviewed the company’s financial report, internal control, work of internal and external audit institutions, storage and use of raised funds, and effectively supervised the company’s financial audit. 2. Remuneration and assessment committee of the board of directors
During the reporting period, the company’s remuneration and appraisal committee reviewed the performance of the company’s directors (non independent directors) and managers in accordance with the articles of association and the working rules of the remuneration and appraisal committee of the board of directors, and conducted annual performance evaluation; The company has improved the overall salary structure system and established an incentive mechanism closely linked to the company’s performance and individual performance bonus, which has laid a competitive advantage of human resources for the long-term sustainable development of the company’s performance. 3. Strategy and investment decision Committee of the board of directors
During the reporting period, the strategy and investment decision-making committee of the board of directors of the company actively carried out relevant work in strict accordance with relevant laws and regulations, the articles of association and the working rules of the strategy and investment decision-making committee of the board of directors, studied and put forward opinions or suggestions on matters related to the major strategic development of the company in combination with the development trend of the industry and the actual situation of the company’s development. 4. Nomination Committee of the board of directors
During the reporting period, the nomination committee of the board of directors of the company strictly followed the articles of association and the nomination committee of the board of directors
