Work report of the board of directors of the company in 2021
Shareholders and shareholder representatives:
2021 is an extraordinary year in the development history of Hitevision Co.Ltd(002955) (hereinafter referred to as "the company"). In the face of many complex environments, such as the global economic downturn, the sharp rise in the price of raw materials, the continuous recurrence of covid-19 pneumonia, the continuous appreciation of RMB and the shortage of international transportation resources, the company's overall operation is facing multiple pressures and challenges. Despite many difficulties, the company focused on the strategic layout of "one core and two wings" and annual business objectives, worked hard, tapped potential and innovated, worked hard to promote the implementation of various work tasks, and achieved significant growth in business performance in 2021. The work of the board of directors in 2021 is reported as follows:
1、 Main work during the reporting period
(I) promote the implementation of strategy and accelerate the pace of transformation and development
In 2021, the company will accelerate the implementation of various strategic initiatives under the overall deployment and correct leadership of the board of directors. Adhering to the business philosophy of "rooted in China's educational informatization and serving hundreds of millions of teachers and students", under the guidance of the strategy of "one core and two wings", the company has comprehensively arranged after-school delay services and teachers' information literacy training services, and accelerated the development of the company's educational business from hardware products to system solutions and content operation services. (II) scientific decision-making and strict risk prevention to effectively promote the sustainable, healthy and stable development of the company
In 2021, the board of directors of the company strictly complied with the company law of the people's Republic of China (hereinafter referred to as the "company law"), the securities law of the people's Republic of China (hereinafter referred to as the "Securities Law"), the Listing Rules of Shenzhen Stock Exchange and other relevant laws, regulations, normative documents and relevant management systems of the company, and adhered to the firm belief of being responsible to all shareholders, Diligently perform various responsibilities entrusted by the general meeting of shareholders, actively promote the implementation of various resolutions of the board of directors, constantly standardize corporate governance, ensure the scientific decision-making and standardized operation of the board of directors, and effectively ensure the sustainable and healthy development of the company.
During the reporting period, the board of directors held 5 meetings, deliberated and passed 36 proposals, studied the company's annual business plan, periodic report, financial final accounts, profit distribution, adjustment of the amount of raised funds, external investment and financing and other major issues, and strictly controlled the company's business risks.
(III) strengthen the system construction and improve the standard governance level of the company
During the reporting period, according to the latest revision of relevant laws, regulations and normative documents and in combination with the actual situation of the company, the board of directors revised the company's external guarantee management system, related party transaction management system, internal audit management system, internal reporting system of major events and other relevant management systems, promoted the continuous improvement of the corporate governance system and effectively improved the level of corporate governance, Promoted the standardized operation of the company.
(IV) disclosure of information in accordance with laws and regulations and benign interaction with investors
The board of directors of the company strictly abides by the relevant regulatory provisions, earnestly performs the obligation of information disclosure, and completes the information disclosure of various periodic reports and interim reports in accordance with the principle of "authenticity, accuracy, integrity, timeliness and fairness". During the reporting period, the company issued 4 regular reports and 86 temporary announcements.
The board of directors of the company earnestly implements the regulations on the management of inside information, strictly controls the scope of insiders, timely registers and reports the insiders of all kinds of major matters, adheres to standardized operation, and there are no violations such as insider information disclosure and insider trading, so as to ensure the fairness of investors' access to information.
The board of directors attached great importance to the management of investor relations. During the reporting period, the company communicated with the majority of investors on the company's performance, operation status, development strategy and other issues concerned by investors through interactive meetings, performance explanation meetings, investor collective reception day activities, investor hotline and other forms. Through the benign communication and interaction with investors, the investment value of the company is effectively transmitted and the image of the company's capital market is effectively maintained.
2、 Daily work of the board of directors
(I) convening of the board of directors
During the reporting period, the second session of the board of directors held 5 meetings, and each meeting of the board of directors of the company was notified in tabular form as follows:
No. time session proposal
Proposal of the 6th meeting of the 1st 2021 / 3 / 19 board of directors on the provision of buyer's credit guarantee by the company and its holding subsidiaries to customers
Discuss
Proposal on the full text and summary of the company's 2020 Annual Report
Proposal on the work report of the general manager of the company in 2020 and the seventh meeting plan of the 2021 annual work plan 2 2021 / 4 / 7 meeting of the second board of directors
Proposal on the work report of the board of directors in 2020
Proposal on the company's 2020 financial final accounts report
No. time session proposal
Proposal on the company's 2020 profit distribution plan
Proposal on the special report on the deposit and use of raised funds in 2020
Proposal on the company's 2020 internal control self-evaluation report and proposal on the self-examination form for the implementation of internal control rules
Proposal on the remuneration (allowance) scheme for directors, supervisors and senior managers of the company in 2021
Proposal on reappointment of the company's audit institution in 2021
Proposal on the prediction of comprehensive credit line applied by the company and its subsidiaries to the bank in 2021
Proposal on daily related party transactions of 2021
Proposal on purchase of real estate and related party transactions
Proposal on change of accounting policies of the company
Proposal on the company's use of some idle raised funds and idle self owned funds for cash management
Proposal on guarantee provided by the company to subsidiaries
Proposal on providing buyer's credit guarantee for customers by the company and its subsidiaries
Proposal on the unfulfilled conditions for lifting the restrictions on sales in the second lifting period of the restricted stock incentive plan in 2019, repurchase and cancel some restricted shares and reduce the registered capital
Proposal on Amending the articles of Association
Proposal on Amending the company system
Proposal on adjusting the internal organizational structure of the company
Proposal on appointment of general manager of the company
Proposal on appointing deputy general manager and Secretary of the board of directors of the company
Proposal on using some idle raised funds to supplement working capital temporarily; proposal on adding new implementing entities and establishing special accounts for raised funds for some raised investment projects
Proposal on extension of some projects invested with raised funds
Proposal on convening the 2020 annual general meeting of shareholders of the company
The second director
3. Proposal on the company's report for the first quarter of 2021 at the 8th meeting of the board of directors on April 28, 2021
Discuss
Proposal on the full text and summary of the company's 2021 semi annual report
Proposal of the second board of directors on the special report on the deposit and use of raised funds in the half year of 2021 4 report on the ninth meeting of the 2021 / 8 / 26 meeting
Discuss
Proposal on increasing the amount of foreign exchange derivatives trading business
Proposal on the third quarter report of 2021 of the company by the second board of directors
5. Proposal on adjusting the implementation subject of some raised investment projects at the 10th meeting of the board of directors on October 29, 2021
Discussion on the regulation on adjusting the investment amount and implementation method of raised funds for some raised investment projects
No. time session proposal
Proposal
Proposal on convening the first extraordinary general meeting of shareholders in 2021
(II) convening of shareholders' meeting and implementation of resolutions of shareholders' meeting by the board of directors
In 2021, the board of directors of the company convened two general meetings of shareholders, including one annual general meeting and one extraordinary general meeting, deliberated and passed 15 proposals and strictly implemented the resolutions of the general meeting of shareholders.
The details are as follows:
No. time session proposal
Proposal on the full text and summary of the company's 2020 Annual Report
Proposal on the work report of the board of directors in 2020
Proposal on the work report of the board of supervisors in 2020
Proposal on the company's 2020 financial final accounts report
Proposal on 2020 profit distribution plan of the company
Proposal on the remuneration (allowance) scheme for directors, supervisors and senior managers of the company in 2021
Proposal on reappointment of the company's audit institution in 2021
On April 28, 2020, the "pre approval for the company and its subsidiaries to apply to the bank for comprehensive credit line in 2021"
1. Proposal of major shareholder accounting
