《公牛集团：公牛集团2021年年度报告（英文版）.PDF》由会员分享，可在线阅读，更多相关《公牛集团：公牛集团2021年年度报告（英文版）.PDF（251页珍藏版）》请在taowenge.com淘文阁网|工程机械CAD图纸|机械工程制图|CAD装配图下载|SolidWorks_CaTia_CAD_UG_PROE_设计图分享下载上搜索。
1、Annual Report 2021 1 / 251 Stock Code: 603195 Stock Name: Gongniu Group 公牛集团股份有限公司公牛集团股份有限公司 GONGNIU GROUP CO., LTD. Annual Report 2021 April 2022Annual Report 2021 2 / 251 Important Notes 1. The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and
2、 senior management of Gongniu Group Co., Ltd. (hereinafter referred to as the “Company”) hereby guarantee that the contents of this Report are true, accurate and complete and free of any misrepresentations, misleading statements or material omissions, and collectively and individually accept legal r
3、esponsibility for such contents. 2. All the directors of the Company attended the board meeting for the review of this Report. 3. Pan-China Certified Public Accountants LLP has issued an independent auditors report with unmodified unqualified opinion for the Company. 4. Ruan Liping, the Companys leg
4、al representative, Zhang Lina, the Companys Chief Financial Officer, and Luo Yuebo, head of the Companys financial department (equivalent to financial manager) hereby guarantee that the financial statements carried in this Report are true, accurate and complete. 5. Final dividend plan approved by th
5、e Board of Directors As audited by Pan-China Certified Public Accountants LLP, net profit attributable to shareholders of the Company as the parent stood at RMB2,780,360,732.66 for 2021, and the cumulative distributable profit of the Company as the parent was RMB3,726,954,923.09 as at 31 December 20
6、21. The 2021 final dividend plan is as follows: Based on the total share capital at the record date of the dividend payout, the Company intends to pay a cash dividend of RMB24 (tax inclusive) per 10 shares to shareholders. According to the total share capital of 601,180,520 shares at the date when t
7、his Report was authorized for issue, the total cash dividend payout is expected to be RMB1,442,833,248.00, accounting for 51.89% of the net profit attributable to the listed companys shareholders during 2021. Where any change occurs to the total share capital at the record date of the dividend payou
8、t due to a repurchase of restricted shares, etc., the cash dividend per share shall remain the same while the total payout amount shall be adjusted accordingly. The final dividend plan is subject to final approval by the general meeting of shareholders. 6. Risk warning regarding forward-looking stat
9、ements Applicable Not applicable Any plans, development strategies and other forward-looking statements mentioned in this Report shall not be considered as promises to investors. Investors and those concerned shall be sufficiently aware of the risks and understand the differences between plans and f
10、orecasts and promises. 7. Indicate whether any of the controlling shareholder or its related parties occupied the Companys capital for non-operating purpose. N/A Annual Report 2021 3 / 251 8. Indicate whether the Company provided any guarantee for any external party in violation of the prescribed de
11、cision-making procedure. N/A 9. Indicate whether over half of the directors refused to guarantee the truthfulness, accuracy and completeness of this Report. N/A 10. Major risk warning The Company has described the possible risks in this Report. For further information, please refer to contents under
12、 the heading “Possible risks” under Item VI (IV) in “Part III Management Discussion and Analysis”. 11. Other information Applicable Not applicable Annual Report 2021 4 / 251 To Shareholders The year 2021 saw recurrent waves of the COVID-19 pandemic and a volatile business environment. Amid a complex
13、 external environment and numerous difficulties, we accepted the challenges, forged ahead and achieved steady growth in operating results. Thus, our operating revenue increased 23.22% year on year to RMB12.385 billion and the net profit attributable to our shareholders amounted to RMB2.78 billion, u
14、p 20.18% from the previous year. Stay true to original aspiration and show resilience Amid the difficult market conditions of 2021, we remained true to our original aspiration, focused on improvements in products and services, and devoted ourselves to the attainment of higher performance in all aspe
15、cts of our operation. We demonstrated our resilience through various achievements, including the steady development in various businesses, the further enhancement of product market share, brand recognition and reputation while further consolidating our industry leadership with adaptors and wall swit
16、ches, the rapid growth of LED lighting, domestic electrical appliances and low-voltage electricals. Consequently, we laid the foundation for our long-term sustainable development. Innovation and growth fueled by ecosystem synergy We strengthened the ecosystem synergy of products and channels by cent
17、ering on the two segments in 2021, namely the smart home ecosystem and new energy. With home lighting as the core, we further expanded our offering of LED lighting products and developed smart solutions that integrate healthy lighting, professional lighting effect and smart control, doing so in an e
18、ffort to bring consumers a healthier, smarter and more comfortable lighting experience. A string of household products was launched for household electricity consumption scenarios. Moreover, to provide a broader range of high-quality products and services, we extended our service scope from inside t
19、he house to the courtyard and aimed at the smart security segment. We increased our market presence in electric connection for new energy and developed multiple related products such as charging plugs and charging points. Given the trend of consumption upgrading and one-stop shopping among young peo
20、ple, we constantly evolved the channel system by embracing change and proactive innovation. With reliance on the Companys edges in powerful channel management and Annual Report 2021 5 / 251 multicategory integration, we upgraded our physical stores and established a network of exclusive centers and
21、stores for multicategory integrated sales covering wall switches, LED, bathroom heaters, low-voltage electrical products and smart clothes drying racks. As a result, strong sales performance was attained. In response to the trend among industry channels to pursue the business side and the emergence
22、of invisible channels, the Company put much effort in top corporate customers and has currently established a solid partnership with many top real estate and home decoration enterprises. In addition, the Company embraces new trends as it explores new paths and platforms for online e-commerce channel
23、s and overseas online channels. Driven by technological innovation and empowered by digital and intelligent transformation Over the past year, we have persisted with a “professional and dedicated” attitude and increased R&D investments to enhance our hard power. Specifically, R&D and operation headq
24、uarters were established in Shenzhen and Shanghai to carry out hardware and software R&D, industrial design and IoT platform construction, through which the Company won many international and domestic design awards during the year, including five iF Design Awards, and the Design Intelligence Award.
25、Meanwhile, we were granted 470 patents. We employed our R&D achievements as the means to propel business reform. We actively embraced digital transformation to empower the production and sales system. With the support of the information technology, we have enhanced the fine management capabilities o
26、f channels and sales with higher efficiency. Substantial improvements in operating capacity have been achieved through the promotion of a lean, automatic, digital and smart supply-chain system. BBS was constantly deepened and capability was cultivated to go further We also applied the Bull Business
27、System (BBS) to a larger part of the Group during 2021. Through the introduction of a series of lean management tools, our lean management capabilities in innovative growth, cost reduction and efficiency improvement and risk control have been improved with excellent results, providing a strong guara
28、ntee for the Group to go further”. Systematic strengthening of ESG efforts In 2021, we strengthened our ESG efforts to promote social welfare by investing more than RMB32 million in public-welfare programs with respect to culture and education, health and hygiene, helping the poor and those in need.
29、 When Hong Kong was hit by the Annual Report 2021 6 / 251 pandemic, we promptly organized a task group to offer our help, donated more than 20,000 pieces of products in various categories and supported the construction of Hong Kongs makeshift hospitals and efforts to fight the pandemic. Meanwhile, w
30、e continued to optimize the corporate governance structure, promoted the implementation of measures related to “carbon neutrality and carbon emission peak” and ensured the deeper implementation of the ESG strategy. This year, we have disclosed our first ESG report. We have accumulated experience in
31、product, marketing, supply chain and branding through 27 years of development. And we will continue to build comprehensive competitive edges in pursuit of sustainable growth, and repay shareholders with better results. As always, we will take vigorous actions and forge ahead towards the goal of “Bec
32、oming a Leader in the International Civil Electric Industry”. The Board of Directors of Gongniu Group Co., Ltd 11 April 2022 Annual Report 2021 7 / 251 Contents Part I Definitions . 8 Part II General Information of the Company and Key Financial Indicators. 10 Part III Management Discussion and Analy
33、sis . 15 Part IV Corporate Governance . 45 Part V Environmental and Social Responsibility . 71 Part VI Significant Events . 76 Part VII Changes in Ordinary Shares and Information about Shareholders . 98 Part VIII Relevant Information of Preference Shares . 110 Part IX Relevant Information of Corpora
34、te Bonds . 111 Part X Financial Statements . 111 Documents available for reference The financial statements for the year ended 31 December 2021 signed and stamped by the legal representative, the Chief Financial Officer, and the head of the financial department The Independent Auditors Report for th
35、e year ended 31 December 2021 stamped by the CPA firm, as well as signed and stamped by the relevant certified public accountants The originals of all the Companys documents and announcements disclosed on newspapers and websites designated by CSRC during the Reporting Period Annual Report 2021 8 / 2
36、51 Part I Definitions I Definitions The expressions in the left column in the table below refer to the contents in the right column unless otherwise specified. Definitions of frequently used terms The “Company”, “Gongniu”, or “we” refers to Gongniu Group Co., Ltd. Reporting Period refers to The peri
37、od from 1 January 2021 to 31 December 2021 Liangji Industrial refers to Ningbo Liangji Industrial Co., Ltd., the Companys controlling shareholder Xiaozhou Investment refers to Shenzhen Xiaozhou Investment Co., Ltd., the Companys shareholder Hillhouse Daoying refers to Zhuhai Hillhouse Daoying Invest
38、ment Partnership (Limited Partnership) , the Companys shareholder Ninghui Investment refers to Ningbo Ninghui Investment Management Partnership (Limited Partnership) , the Companys shareholder Suiyuan Investment refers to Ningbo Suiyuan Investment Management Partnership (Limited Partnership) , the C
39、ompanys shareholder Bowei Investment refers to Anji Bowei Enterprise Management Partnership (Limited Partnership) , the Companys shareholder Qiyuanbao refers to Ningbo Qiyuanbao Investment Management Partnership (Limited Partnership) , the Companys shareholder Cixi Gongniu refers to Cixi Gongniu Ele
40、ctrics Co., Ltd. Shanghai Gongniu refers to Shanghai Gongniu Electrics Co., Ltd. Ningbo Gongniu refers to Ningbo Gongniu Electrics Co., Ltd. Banmen Electric Appliance refers to Ningbo Banmen Electric Appliance Co., Ltd. Gongniu Photoelectric refers to Ningbo Gongniu Photoelectric Technology Co., Ltd
41、. Gongniu Precision refers to Ningbo Gongniu Precision Manufacturing Co., Ltd. Gongniu Digital refers to Ningbo Gongniu Digital Technology Co., Ltd. Bull International Trading refers to Ningbo Bull International Trading Co., Ltd. Xingluo Trading refers to Ningbo Xingluo Trading Co., Ltd. Electric Sa
42、les refers to Ningbo Gongniu Electric Sales Co., Ltd. Bull HK refers to Bull International Trading (HK) Limited Gongniu Low Voltage refers to Ningbo Gongniu Low Voltage Electric Co., Ltd. Baidi Electrics refers to Shanghai Baidi Electrics Co., Ltd. Hangniu Hardware refers to Hangzhou Hangniu Hardwar
43、e and Electrical Co., Ltd. Liangniu Hardware refers to Hangzhou Liangniu Hardware and Electrical Co., Ltd. Feiniu Hardware refers to Hangzhou Feiniu Hardware and Electrical Co., Ltd. Niuweiwang Trading refers to Suzhou Niuweiwang Trading Co., Ltd. Cixi Libo refers to Cixi Libo Electric Co., Ltd. Yao
44、yang Trading refers to Yichang Yaoyang Trading Co., Ltd. Huantian Trading refers to Hubei Huantian Technology Co., Ltd. Jianke Trading refers to Changde Jianke Trading Co., Ltd. Chenhao Electronic refers to Beijing Chenhao Electronic Technology Co., Ltd. Dalitek refers to Dalitek Intelligent Technol
45、ogy (Shanghai) Inc. Hainan Dacheng refers to Hainan Dacheng Supply Chain Management Co., Ltd. Domestic Electrical Appliance refers to Ningbo Gongniu Domestic Electrical Appliance Co., Ltd. The “Articles of Association” refers to The Articles of Association of Gongniu Group Co., Ltd. The “Company Law
46、” refers to The Company Law of the Peoples Republic of China The “Securities Law” refers to The Securities Law of the Peoples Republic of China A-stock refers to RMB-denominated ordinary stock Annual Report 2021 9 / 251 CSRC refers to China Securities Regulatory Commission The Ministry of Finance re
47、fers to The Ministry of Finance of the Peoples Republic of China STA refers to The State Taxation Administration of the Peoples Republic of China Sinolink Securities refers to Sinolink Securities Co., Ltd. PCCPA or the “Independent Auditor” refers to Pan-China Certified Public Accountants LLP RMB RM
48、B000 RMB0,000 RMB00,000,000 refers to Expressed in the Chinese currency of Renminbi Expressed in thousands of Renminbi Expressed in tens of thousands of Renminbi Expressed in hundreds of millions of Renminbi II Terminology Civil electrical appliances refers to Products that are typically purchased a
49、t the discretion of consumers and are suitable for use at home, in the office and on other occasions for power connection, transmission, storage, conversion, control and other functions, such as adaptors, wall switches and sockets, circuit breakers, distribution boxes, LED lamps, etc. Adaptors refer
50、s to Products that are produced in accordance with GB/T 2099.3-2015 Plugs and Socket-outlets for Household and Similar Purposes - Parts 2-5: Particular Requirements for Adaptors, GB/T 2099.7-2015 Plugs and Socket-outlets for Household and Similar Purposes - Parts 2-7: Particular Requirements for Ext