Ylz Information Technology Co.Ltd(300096)
Year 2021
Work report of the board of directors
April 2022
Ylz Information Technology Co.Ltd(300096)
Work report of the board of directors in 2021
In 2021, in strict accordance with the company law, the securities law and other laws and regulations, the articles of association, the rules of procedure of the board of directors and other relevant provisions, and in the spirit of being responsible to the shareholders of the company, the board of directors of the company earnestly implemented the resolutions of the general meeting of shareholders and fulfilled the obligation of information disclosure according to law. Now, the work of the board of directors in 2021 is reported as follows:
1、 Overall operation of the company in 2021
In 2021, as the pioneer of digital solutions in the field of people's livelihood, the company always focused on the core field of people's livelihood, guided by innovation, guided by the market and driven by big data, focused on the four main business tasks of "medical security, health care, people's livelihood services and Industrial Finance", and focused on emerging technologies such as cloud computing, Internet of things and artificial intelligence to empower people's livelihood.
1. Medical security business
Medical security business is one of the core businesses of Ylz Information Technology Co.Ltd(300096) the company. Since its establishment, the company has undertaken the construction of medical insurance information system. The company has always closely focused on the national reform policies and made full use of digital technology and means to serve the diversified and multi-level medical security service needs of the government and society. As a leader in the medical insurance industry, Ylz Information Technology Co.Ltd(300096) has always adhered to independent innovation, created a number of leading records in China's medical insurance field and accumulated rich industry experience.
After more than 20 years of accumulation, especially since the national new medical reform, the company has accumulated rich experience from Sanming medical reform, Fujian medical insurance reform and the construction of the information platform of the National Medical Insurance Bureau. It makes full use of digital technology and means and continues to innovate, so as to provide an overall digital medical insurance solution more in line with the needs of the new medical reform and enrich the company's products and technical service system. By 2021, the company has undertaken 20 provincial medical insurance information platform projects, and successfully helped 17 provincial medical insurance information platform projects go online and test run.
2. Health care business
The company actively expands the field of health care, based on the traditional basic business of health care, expands internet medical fields such as public health services, and builds healthy city solutions covering regional health, health care big data service applications, smart hospitals and so on. The company's health care business products cover disease prevention, treatment, treatment, health and other fields, enabling the whole chain of health care information services.
As one of the participants in the formulation of major standards in the health care industry, Ylz Information Technology Co.Ltd(300096) has always been committed to building a health care product system with "visible supervision, medical use and personal sense of gain", contributing to the reform of the government system, serving people's health care and promoting the process of healthy China. Since 2018, the company has carried out the implementation of e-health card and multi code collaborative innovation applications, and participated in the formulation of standards and specifications for e-health card of the National Health Commission; In 2021, the digital medical community 3.0 integrated solution created by the company for Shaxian district general hospital realized the unified allocation of people, money and materials in the medical community, as well as the unified management of hierarchical diagnosis and treatment, up-down linkage and remote consultation. The platform became a "bridge" between the health branch, the health branch and the general hospital. It not only became the brand benchmark of the China medical community project, but also accepted the inspection of national leaders. 3. Livelihood service business
At present, it is one of the core businesses of the human resources and Social Security Department of the company, which undertakes a number of human resources and social security projects at the provincial level. Since its establishment, the company has always been in the first echelon of the industry. Since 2018, the company has successively undertaken the construction of human resources and social security service platform and the elderly service platform of the National Commission on aging, and participated in the formulation of national digital product standards, system construction and operation services such as national e-Social security card and national elderly e-card; By the end of 2021, the company's intelligent customer service products have been applied in 2 ministerial and 15 provincial-level applications, and has undertaken a number of ministerial, provincial and municipal big data application projects. It has become the first big data application industry in China's human resources and social security industry.
4. Industrial Finance Business
The company's industrial finance business is committed to building a user-centered digital insurance guarantee (Industrial Internet) platform ecology. At the same time, open up the upstream and downstream of medical and health, give full play to digital capabilities, closely combine health insurance with digital health services, and provide users with insurance intelligent analysis, accurate insurance products and good after-sales experience services.
In 2021, the company's industrial finance business focused on reducing the negative impact of the epidemic on its business, focusing on profits and taking structural adjustment as the main line, comprehensively consolidating basic management and controlling risks. In 2021, the company officially launched the strategic transformation of the insurance sector, initially forming two business directions: platform business and brokerage business. The platform business takes the policy management tool as the entrance to create a user-centered Internet platform ecology of the insurance guarantee industry; The focus of brokerage business has shifted to the direction of differentiated brokerage business, specifically including people's insurance business, enterprise employee welfare security business, supplementary industrial injury and other vertical businesses. By the end of 2021, Huimin insurance, employee welfare, insurance platform operation and other business development trends were good, and long-term business cooperation relations had been established with 80% of China's large and medium-sized insurance companies.
At present, Ylz Information Technology Co.Ltd(300096) is the contractor and service provider of the informatization platform of the four major ministries of people's livelihood (National Medical Insurance Bureau, Ministry of human resources and social security, National Health Commission and National Commission on Aging), and has undertaken the construction of four major national electronic cards (medical insurance electronic voucher, electronic social security card, electronic health card and elderly electronic card) and three major national livelihood service platforms (national medical insurance service platform, national human resources and social service platform and national aging service platform). In addition, Ylz Information Technology Co.Ltd(300096) is also the information software integrator of the model of three medical linkage comprehensive medical reform (Sanming medical reform) and the in-depth participant, supporter and disseminator of comprehensive medical reform. It has participated in the formulation of a number of national standards and is one of the makers of people's livelihood industry standards.
Relying on the experience of national platform construction, driven by 5g, cloud computing, big data, artificial intelligence, Internet of things, blockchain and other new infrastructure technologies, the company is making every effort to promote the digital upgrading of its main business, build an online and offline integrated operation service model and a "cloud, chain and end" integrated product service system, accelerate the transformation to a digital, business and service-oriented operation platform enterprise, and strive to serve the government Enterprises, institutions and the public provide more comprehensive, convenient and intelligent digital livelihood services.
2、 Work of the board of directors in 2021
1. Hold meetings in accordance with laws and regulations and earnestly perform their duties
(1) Attendance of directors
Names of directors and attendance at board meetings
Zhang Xi should have attended the meeting 19 times and actually attended the meeting 19 times
Wu Yiyu should attend the meeting 19 times and actually attended the meeting 19 times
Huang Wencan should attend the meeting 19 times and actually attended the meeting 19 times
Wang Huanqing (from December 23, 2021) should attend the meeting once and actually attended the meeting once
Niu Niu (from September 30, 2021) should attend the meeting for 5 times and actually attended the meeting for 5 times
Kong Xiangpu should attend the meeting 19 times and actually attended the meeting 19 times
Qiu Kai (since July 5, 2021) should attend the meeting 11 times and actually attended the meeting 11 times
Independent director: Lu Yonghua (appointed from July 5, 2021) should attend the meeting 11 times and actually attended the meeting 11 times
Independent director: Lin Zhihong (appointed from July 5, 2021) should attend the meeting 11 times and actually attended the meeting 11 times
Independent director: Guo Xiaodong (appointed from July 5, 2021) should attend the meeting 11 times and actually attended the meeting 11 times
Independent director: Wang Bin (appointed from July 5, 2021) should attend the meeting 11 times and actually attended the meeting 11 times
Liao Jieyuan (resigned as a director on May 20, 2021) should attend the meeting 4 times and actually attended the meeting 4 times
Li Honghai (resigned as a director on September 7, 2021) should attend the meeting 13 times and actually attended the meeting 13 times
Independent director: Qiu Xiaohua (resigned on July 5, 2021) should attend the meeting 8 times and actually attended the meeting 8 times
Independent director: Su Weibin (resigned on July 5, 2021) should attend the meeting 8 times and actually attended the meeting 8 times
Independent director: Chen Han (resigned on July 5, 2021) should attend the meeting 8 times and actually attended the meeting 8 times
Independent director: Jiang Zhixiang (resigned as a director on October 21, 2021) should attend the meeting 16 times and actually attended the meeting 16 times
(2) Decisions of the board of directors
In 2021, all directors of the company strictly abide by their public commitments and fulfill their obligations of loyalty, diligence and responsibility.
In 2021, the company held 19 board meetings to carefully consider and make prudent decisions on the company's major business activities, investment and financing, periodic reports, general election of the board of directors, revision of the articles of association and relevant systems, appointment of senior managers and other matters, and strictly implement the resolutions made or supervise the implementation of relevant departments. In the decision-making process, the board of directors focuses on the strategic layout of the company's long-term development, pays attention to risk management, strengthens internal control, pays attention to preventing operation and investment risks, and strives to achieve a balance in the company's strategic investment and reserve, investment efficiency and benefit, development speed and quality and the rational allocation of limited resources. The eight independent directors of the 4th and 5th board of directors played an active role in the major decisions of the board of directors, used their professional knowledge to exercise their voting rights independently, objectively and fairly, maintained full independence in their work, provided valuable opinions and suggestions for the company's scientific decision-making and risk prevention, and effectively safeguarded the interests of the company and shareholders.
(3) Work of special committees under the board of directors
The board of directors of the company has four special committees: Strategy Committee, audit committee, nomination committee and salary and assessment committee. All the special committees are composed of directors, among which the independent directors in the audit committee, nomination committee and remuneration and assessment committee account for the majority and act as the convener, and the two independent directors in the audit committee are accounting professionals. The company has held 2021 meetings and 6 annual appraisal committee meetings. Each committee operates in accordance with the terms of reference specified in its working rules, studies professional matters and puts forward opinions and suggestions for the decision-making of the board of directors.
(4) Convening of shareholders' meeting and implementation of resolutions of shareholders' meeting
The board of directors of the company shall convene and convene the general meeting of shareholders in strict accordance with the company law and other laws and regulations and the relevant provisions of the articles of association to ensure that shareholders can exercise their voting rights in accordance with the law. In 2021, the company held one annual general meeting and four extraordinary general meetings. The convening, convening and voting procedures of the meeting were in accordance with the provisions of the company law and the articles of association, and the agreed matters were legal and effective. The board of directors of the company earnestly implemented the resolutions made by the general meeting of shareholders.
See the attached table "Convening of the board of directors, special committees of the board of directors and general meeting of shareholders in 2021" for the specific convening of relevant meetings in 2021.
2. Do a good job in information disclosure and investor relations management
(1) Complete the external information disclosure of Listed Companies in strict accordance with the provisions of Shenzhen Stock Exchange
In 2021, the board of directors maintained close contact with the company's operation leading group and various functional departments, timely and comprehensively understood the operation situation, strictly complied with the listing rules and relevant systems of Shenzhen Stock Exchange, earnestly did a good job in the information disclosure of major matters, and did a good job in the information disclosure of regular reports and interim reports.
In 2021, the board of directors completed 226 information disclosure announcements in accordance with the regulations, including annual report, semi annual report, quarterly report, notice and resolution announcement of the general meeting of shareholders, resolution announcement of the board of directors, resolution announcement of the board of supervisors, re identification announcement of high-tech enterprises, implementation announcement of equity distribution, change of shareholding of controlling shareholders, release of pledge of shares and resumption of stock pledge type repurchase transaction In the next three years (20212023), the announcement of shareholder return planning, the announcement of appointing directors and senior managers, the announcement of revising the articles of association and relevant systems, the announcement of changing accounting policies, the announcement of applying for a comprehensive credit line from the bank and providing guarantee, the announcement of obtaining government subsidies, the announcement of issuing A-Shares to specific objects, the announcement of changing the audit institution in 2021, the announcement of transferring the equity of subsidiaries Announcement of joint establishment of the company with related parties, assisting independent directors and lawyers to submit announcement of opinions on relevant matters and announcement of other matters.
(2) Actively manage investor relations
In 2021, the board of directors strengthened communication with all kinds of investors, seriously received the research of institutional investors and the inquiry and consultation of small and medium-sized investors, actively introduced the company's strategic planning and operation, improved the understanding and recognition of all kinds of investors to the company, and correctly understood the investment value of the company.
In 2021, we received 4 surveys of institutional investors, including the consultation of 16 researchers from 5 institutions, and completed 4 research records; Organized and held 2 online performance explanation meetings, and replied to 50 investor questions in total. Take seriously the questions and calls on the investor interaction platform
