Sansheng Intellectual Education Technology Co.Ltd(300282)
Report of the board of directors in 2021
In 2021, the board of directors of the company earnestly performed the duties of the board of directors entrusted by the general meeting of shareholders in accordance with the company law, the securities law, the Listing Rules of Shenzhen Stock Exchange gem, the guidelines for the standardized operation of companies listed on Shenzhen Stock Exchange gem, the articles of Association, the rules of procedure of the board of directors and other relevant laws and regulations, normative documents and the provisions of the company’s system, Promote the sustained, healthy and stable development of the company. The work of the board of directors in 2021 is reported as follows:
1、 Overall operation of the company during the reporting period
In 2021, the covid-19 epidemic continued to have a serious impact on the global economy. The company was faced with many adverse factors in its operation, such as the intensification of market inflation pressure, the shortage of raw material supply, the continuous outbreak of the epidemic in Europe and the United States and other countries of study abroad, resulting in limited personnel mobility. All business lines of the company responded positively and continuously improved the operation and management plan. During the reporting period, the operation of the company’s intelligent education equipment and international education service sector was generally stable, but the intelligent education sector has not been significantly improved due to the intensification of industry competition and the financial contribution of the new business model. In addition, according to the actual situation, the company withdraws the impairment provision for the assets that may have credit impairment loss and asset impairment loss. To sum up, the company’s operating revenue in 2021 was 393134600 yuan, a year-on-year increase of 10.05%, and the net profit attributable to the common shareholders of the listed company was -1625608 million yuan, mainly due to the operating loss of Hengfeng information in the smart education sector and the provision for asset impairment loss. During the reporting period, the operation of the company’s main subsidiaries is as follows:
1. Guangzhou Huaxin product line continued to optimize, strengthened management and actively responded to adverse changes in the market
The national “14th five year plan” proposes to build a high-quality education system and expand the dividend of population quality. Policy incentives make ifpd (Interactive flat panel display) more widely used in general education, vocational education, higher education, industry education integration platform and other fields. At the same time, the demand for ifpd for meetings also shows a sustained growth. Relying on e series, G series and other products, Guangzhou Huaxin has sustained market competitiveness in large-scale infrared touch screen. During the reporting period, E-Series and G-Series products became the main products of Guangzhou Huaxin. Among them, E-Series shipments accounted for about 72%; The shipment volume of G series products accounts for about 20%. The old products MD, FB and FA series were basically delisted, and Guangzhou Huaxin successfully completed the upgrading of products. At the same time, with the smooth progress of project research and development, Guangzhou Huaxin added 13 patents, maintaining the leading edge in the industry.
During the reporting period, due to the global chip shortage, the rise of raw materials and other adverse factors, the operating pressure increased sharply. Guangzhou Huaxin constantly adjusted the operation and management plan, and actively responded to market changes by optimizing supplier management, establishing emergency response mechanism and improving product technology solutions. During the reporting period, Guangzhou Huaxin achieved an operating income of 198611300 yuan, a year-on-year decrease of 3.37%; The net profit was 265804 million yuan, a year-on-year decrease of 31.86%. 2. The daily operation of zhongyubeira was carried out smoothly and the operation management was continuously optimized
During the reporting period, with the weakening of the impact of the epidemic in China, the offline teaching work of all campuses of China Education Beira was carried out smoothly as scheduled, and the mid-term and final examinations, as well as A-level, AP and other examinations were successfully completed as planned. In order to ensure the smooth development of enrollment, China Education Beira has arranged the enrollment work in advance, dug deep into the source schools, and implemented refined enrollment by using the resources and platforms of partners, realizing the steady growth of the number of students and the quality of students. At the same time, according to the diversified needs of studying abroad, some campuses have added Japanese study abroad projects to promote the business development of the company. In terms of curriculum, China Education Beira added quality courses such as music and art during the reporting period and incorporated them into daily teaching to help students develop comprehensively and healthily. In addition, China Education Beira has strengthened teachers’ professional development training, optimized the home school communication mechanism, and focused on students’ academic achievements. All 2021 graduates have been admitted by foreign universities, with a good admission rate. For example, 9 students have been admitted to Berkeley Conservatory of music, with a maximum scholarship of US $46000.
During the reporting period, China Education Beira continued to strengthen the business assessment mechanism and optimized some cooperative campuses that could not meet the performance assessment indicators, so as to concentrate advantageous resources to support the development of core campuses. In addition, affected by the continuous spread of the international covid-19 epidemic, the international study tour and other businesses of zhongyubeira are still unable to be carried out effectively, which has an impact on the current revenue and profit of the company. Zhongyubeira achieved an operating income of RMB Anxin Trust Co.Ltd(600816) million, with a year-on-year increase of 21.50%. The net profit was RMB 7.7531 million and a loss of RMB 3.2676 million in the same period last year.
3. Industry competition continues to intensify, and Hengfeng information management is facing challenges
In 2018, China began to implement “education informatization 2.0”, and plans to basically achieve the development goal of “three complete, two high and one large” by 2022, and build an integrated “Internet + education” platform. On the one hand, due to the high-intensity construction of national education informatization investment in recent years, the growth rate of the overall investment scale has slowed down except for individual subdivided fields. On the other hand, due to the adjustment of the company’s business focus and focus area, the operating income and operating performance of Hengfeng information have been affected to a certain extent, and the operating pressure has increased sharply. The above impact has been reflected in recent years. In addition, with the development of online education and a large number of online education needs brought about by the covid-19 epidemic, Internet giants such as Tencent, Alibaba and byte hop have entered the market in large numbers, providing a large number of free applications in order to rapidly expand the potential market in the short term. The addition of a large number of large-scale enterprises has led to a sharp intensification of the competition in the “Internet + education” business. With the implementation of the “double reduction” policy in July 2021 and the continuous promotion of quality education reform, cultivating students’ healthy personality and excellent character has become compulsory education in the new era
The traditional evaluation method based on intelligence score test is no longer applicable.
In the face of the above difficulties and changes in national policies, Hengfeng information has grasped the construction of new schools in Guangdong on the one hand
The information-based construction of foreign bilingual schools in Heide and Jiarong has been successfully promoted
Landing of; On the other hand, Hengfeng information continued to promote the optimization and upgrading of core self owned products and launched smart classroom
3.0 products to meet the demand changes in the new market environment. In addition, Hengfeng information has launched a new comprehensive element
Independent product of quality evaluation — Magic evaluation. Through effective comprehensive quality evaluation, we can better help students’ moral education
The comprehensive development of intellectual, physical, artistic and labor supports the implementation of the national double reduction policy in schools. With the development of out of school training business supervision
Strengthen, Hengfeng information will rely on the advantages of technology and services to actively explore the profit model of education services inside and outside the school.
During the reporting period, Hengfeng information achieved an operating revenue of 759951 million yuan, a year-on-year increase of 39.67%; Net income statement
The current loss is 1190874 million yuan, with an increase of 17.93%.
4. All functional departments of the company coordinate and cooperate to continuously improve internal control and management
During the reporting period, all functional departments of the company coordinated and cooperated to continuously improve internal control and management. Implement manpower
Resource control and empowerment, effectively organize personnel structure adjustment and upgrading, promote the construction and implementation of corporate culture, and
Sort out and update the current human resources system and norms; Continue to strengthen project management and the circulation of all business links
Efficiency, while improving the business management level, focus on strengthening the implementation of receivables collection. Pass on
The implementation of the management and control integration system has effectively improved the operation and management efficiency of the company’s existing business.
2、 The board of directors and the executive general meeting of shareholders during the reporting period
(I) board meeting
During the reporting period, the board of directors held 8 meetings. The details are as follows:
Name of meeting and time of deliberation
Proposal 1 of the 4th board of directors: on signing the equity collection agreement of Beijing zhongyubeira International Education Technology Co., Ltd
Proposal on supplementary agreement to the purchase agreement of the 27th meeting proposal 2 on January 14, 2021: proposal on convening the first extraordinary general meeting of shareholders in 2021
Proposal 1 of the 4th board of directors: proposal on the sale of equity of participating companies by holding subsidiaries 28th meeting on February 23, 2021
Proposal 1: proposal on the full text and summary of the company’s 2020 Annual Report
Proposal 2: 2020 work report of the board of directors
Proposal 3: 2020 general manager’s work report of the company
Proposal 4 of the 4th session of the board of directors: the company’s 2020 annual financial statement report
Proposal 5 of the 29th meeting: proposal on the self-evaluation report of the company’s internal control in 2020 proposal 6 of April 19, 2021: special report on the deposit and use of raised funds in 2020
Motion
Proposal 7: proposal on the company’s 2020 profit distribution plan
Proposal 8: proposal on the remuneration of directors and senior managers of the company in 2020
Proposal 9: proposal on the remuneration and allowances of the company’s directors in 2021
Proposal 10: proposal on the provision for asset impairment in 2020
Proposal 11: proposal on changes in accounting policies
Proposal 12: proposal on using idle self owned funds for investment and financial management
Proposal 13: proposal on Revising the information disclosure management system
Proposal 14: proposal on convening the 2020 annual general meeting of shareholders
Proposal 1 of the 4th board of directors: proposal on the full text of the company’s report for the first quarter of 2021 proposal 2 of the 30th meeting on April 27, 2021: proposal on the outstanding loss reaching one third of the total paid in share capital
Proposal 1: proposal on adding members of the audit committee of the board of directors
Proposal 2: proposal on the company’s 2021 semi annual report
Proposal 3 of the 4th board of directors: proposal on Amending the articles of Association
Proposal 4 of the 31st meeting: proposal on Amending the rules of procedure of the board of directors proposal 5 of August 23, 2021: proposal on selecting candidates for non independent directors of the Fifth Board of directors of the company
Proposal 6: proposal on selecting candidates for independent directors of the 5th board of directors of the company
Proposal 7: proposal on convening the second extraordinary general meeting of shareholders in 2021
Proposal 1: proposal on the election of the chairman of the company
Proposal 2: proposal on the election of vice chairman of the company
Proposal 3 of the 5th board of directors: proposal on the election of members of the special committee of the board of directors proposal 4 of the first meeting on September 13, 2021: proposal on the appointment of the general manager of the company
Proposal 5: proposal on the appointment of deputy general manager and chief financial officer of the company
Proposal 6: proposal on the appointment of the Secretary of the board of directors of the company
Proposal 1 of the 5th board of directors: proposal on the third quarter report of the company in 2021, the second meeting on October 27, 2021
Proposal 1 of the 5th board of directors: proposal on the proposed change of accounting firm proposal 2 of the 3rd meeting on November 23, 2021: proposal on convening the 3rd extraordinary general meeting of shareholders in 2021
(II) implementation of resolutions of the general meeting of shareholders
1. Supplementary agreement on signing the equity acquisition agreement of Beijing zhongyubeira International Education Technology Co., Ltd
Matters under the Convention
After the 27th meeting of the Fourth Board of directors and the fourth supervisor meeting held on January 14, 2021
It was deliberated at the 20th meeting of the board of directors and the first extraordinary general meeting of shareholders in 2021 held on February 1, 2021
The company signed the supplementary agreement to the equity acquisition agreement with Beijing zhongyubeira International Education Technology Co., Ltd,
Adjusted the overall valuation, performance commitment and related matters of zhongyubeira.
