Sungrow Power Supply Co., Ltd.
2021 Annual Report(Concise Version in English)
Section I Important Notes, Contents and Definitions
The Board of Directors, the Board of Supervisors, directors, supervisors and executives of the Companyhereby guarantee that the information presented in this annual report is truthful, accurate and integrate, freeof any false records, misleading statements or material omissions, and assume individual and joint legalliabilities thereof.Cao Renxian as the President of the Company, Li Guojun as the Chief Accountant, and Li Guojun as thehead of accounting department (accounting supervisor) hereby guarantee the truthfulness, integrity, andaccuracy of financial statements in this annual report.
Director(s) who did not attend the board meeting in person | Position | Reason | Delegate |
Liu Zhen | Director | Personal | No |
For detailed reasons of performance decline and the Company's countermeasures for improving profitability,please refer to “Overview” of IV. Core Business Analysis and “(2) Operating Plan” of XI. Prospects of theCompany’s Future Development in Section III Management’s Discussion and Analysis.Contents in this report concerning future plans, performance forecasts, and etc., do not constitute anycommitment made by the Company to any investor or related party. Investors and related parties shouldmaintain adequate risk awareness and understand the possible difference between plans, forecasts, andcommitments.
(1) Policy-related risks
Although technologies related to renewable energy power generation are still evolving and grid parity hasbeen achieved in most regions around the world, there are still a few regions where the power generation costor the on-grid electricity price is higher than that of fossil energy, and the unit electricity cost perkilowatt-hour from wind-solar storage applications maintains relatively high. In addition, considering thevarious constraints including grid consumption, intermittent fluctuations in new energy availability, as wellas land and taxation, policy support and encouragement from governments are still necessary. Since thesupportive policies are formulated by the governments of various countries, while the global trend of energyconservation and emission reduction remains unchanged, major changes in the macro economies of majormarkets or relevant supportive policies will affect the growth pace of the industry and the Company’sprofitability to a certain extent. To this end, on the basis of maintaining the leading position in the domesticmarket, the Company makes market explorations overseas, and strives to achieve a global footprint tominimize the impact of policy fluctuations within a single country. Apart from the PV inverter business andthe PV power station investment and development business, the Company makes active attempts in otherbusiness growth points, such as energy storage converters, electric vehicle motor controllers and other newenergy oriented applications based on power electronics technologies, as well as in new business sectionssuch as energy storage system integration and wind farm development, to dilute the impact of single-industry(such as PV) policies.
(2) Risk of gross margin reduction due to intensified competition
As the world's largest PV inverter manufacturer, the Company's core product, PV inverters, enjoys an
obvious market advantage. However, the huge potential of domestic and foreign markets has also attractedfierce market competition. If the Company fails to maintain the leading edge in technological innovation,new product development, and cost control, the products will face the risk of gross margin declination. Assuch, the Company needs to further accelerate new product upgrade and product differentiation throughR&D innovation and increasing R&D investment, so as to provide customers with value-added services,constantly introduce new products that create greater values for customers, and consolidate productadvantages in the market.
(3) Risk of collecting accounts receivables
As the domestic market grows rapidly, the Company puts more focus on product sales. In consideration ofthe PV industry characteristics in China, such as subsidy arrearage, large project amount, and long paymentterm, the Company's business growth at fast pace will lead to a quick increase of receivables and certain risksin payment collection. In order to prevent credit risks and accelerate capital turnover, the Companyformulated strict credit management systems and sale-on-credit policies, and actively reduced the risk ofnon-performing loans and bad accounts through legal actions.
(4) Risk of international trade frictions and the epidemic impact
Under the negative impact of intensified international trade frictions and the continuation of the COVID-19epidemic, the global economy is under huge pressure of inclination, and governments are launchingmonetary policies and other economic stimulation policies. While boosting the economy, such policies maycause supply chain fluctuation, logistic efficiency reduction, and cost increase. The PV industry where theCompany is in also faces short-term pressures due to changes in demand tempo. The Company hasformulated a series of defensive measures and lean production plans to actively respond to the globalepidemic and expand the global market on the premise of ensuring the safety and health of employees. Bystrengthening the global supply chain layout, improving supply chain management capabilities, the Companymakes every effort to reduce trade frictions and the epidemic impact, ensuring that the annual tasks arecompleted on time.
(5) Risk of exchange rate fluctuation
USD, AUD and EUR are the three major currencies used for the Company's overseas revenue settlement.The impact of exchange rate fluctuations is mainly reflected in the following two areas: a. Because of theRMB exchange rate fluctuation, changes in operating income measured in local currency pose a directimpact on the gross margin of main products; b. From the moment sales revenue is confirmed and accountsreceivable is generated to the moment of collecting foreign currency, the Company is subject to exchangegains/losses from the fluctuations in the RMB exchange rate, which also directly affects the Company'sperformance. On the foundation of normal operation and relying on specific businesses, the Company takesvarious means, including hedging, continuous monitoring, and timely settling foreign currency sales toreduce exchange-related loss and control operating risks.
(6) Risks in the supply chain of semiconductor components
Semiconductors used in the Company's power electronic devices mainly include power semiconductors andchips that are mostly sourced from overseas since there are limited local supply and the performance of localcomponents are yet to be improved. With the rapid growth of new energy vehicles, renewable energy powergeneration, 5G use cases, and charging infrastructure, plus the epidemic impact on the production capacity ofthe above-mentioned manufacturers, semiconductors are facing certain risks of short supply and pricefluctuation. To this end, the Company has made plans in anticipation, established long-term strategic
partnerships with suppliers, and locked orders in advance, so as to get hold of the industry supply dynamicsand secure the supply chain to the maximum extent.
(7) Risks in construction management of PV power station investment and development projectsPV power station projects feature large amount of investment and short lead time. These projects not onlyinvolve ground resources but also commercial roofs. For these projects, the investment decision-making isquite challenging, and a lot of uncertainties exist in project engineering and implementation, which may leadto project delays and jeopardize timely grid connection for power generation. While challenging theCompany's project management, the projects also require a huge amount of working capital. In response tosuch risks, the Company makes cautious considerations when selecting new energy power generationprojects to prioritize those with better grid connection conditions, clearly communicated subsidy policies,controllable installed cost and higher gross profit. Meanwhile, the Company further enhances engineeringmanagement and improves project management level. After entering into sales contracts with customers, theCompany reinforces project construction management in a timely manner, adequately communicates withcustomers on the progress, and adjusts the work schedule according to the result of communication, so thatthe impact of project delay on the Company's production and operation is eliminated or alleviated to the mostextent. By providing project owners with safe, efficient and intelligent PV power stations that meet theirneeds, the Company's reputation in PV power station investment and development is improved.
(8) Risk of module price increase
Module price increase may lead to a certain degree of delay in the installation of PV power stations theCompany invested and developed, thereby affecting the revenue and gross profit of the Company’s powerstation investment and development business. In view of the overall supply and demand of the industry, asthe upstream production capacity is gradually released, the supply shortage will be further alleviated, themodule price will gradually fall back to a reasonable level, and the increase in global installed capacity willbe resumed.The board meeting has deliberated and approved the following profit distribution proposal: Based on a basequantity of 1,485,215,984 shares, a cash dividend of RMB 1.10 per 10 shares (tax inclusive) will bedistributed to all shareholders, no bonus share (tax inclusive) will be distributed, and no share distributionfrom capital reserve.
Contents
Section I Important Notes, Contents and Definitions ...... 2
Section II Company Profile & Key Financial Indicators ...... 9
Section III Management’s Discussion and Analysis ...... 14
Section IV Corporate Governance ...... 46
Section V Environment and Social Responsibilities ...... 76
Section VI Significant Events ...... 78
Section VII Changes in Shares and Information about Shareholders ...... 107
Section VIII Preference shares ...... 120
Section IX Bonds ...... 121
Section X Financial Reports ...... 122
Documents for Future Reference
1. Accounting statements signed and stamped by the Legal Respective, the Chief Accountant, and the head of the accounting
department (accounting supervisor) of the Company.
2. The original Audit Report signed and stamped by the certified public accountant and stamped by the accounting firm.
3. The originals of company documents and announcements publicly disclosed on websites designated by China SecuritiesRegulatory Commission during the reporting period.
4. Other relevant documents.
Definitions
Term | Definition | |
Sungrow, the Company | Sungrow Power Supply Co., Ltd. | |
Sungrow Renewables | Sungrow Renewables Development Co., Ltd., the Company's holding subsidiary | |
Sungrow Energy Storage Technology Co., Ltd. | The Company's holding subsidiary, previously known as Sungrow-Samsung SDI Energy Storage Power Supply Co., Ltd. | |
PV | Solar photovoltaic effect, refers to the light-caused potential difference inside uneven semiconductors or combinations of semiconductors and metals | |
Inverter, PV inverter | One of the critical devices in a solar PV power generation system, which converts DC power from solar cells into AC power that meets the grid power quality requirements | |
Centralized PV inverter | Connect a number of parallel PV modules to the DC input of a centralized inverter for maximum power point tracking (MPPT), then connect them into the grid after inversion. With a relatively high power, it is mainly used in large-scale centralized ground PV power stations with uniform lighting and other centralized PV power generation systems | |
String PV inverter | Perform separate MPPT on several groups (in general 1 to 4 groups) of PV modules, and connect them into the AC grid after inversion. A string inverter may have multiple MPPT modules. With a relatively low small power, it is mainly used in distributed power generation systems, and sometimes also in centralized PV power generation systems | |
Energy storage converter | Power conversion devices between the energy storage batteries and the AC power grid, capable of charging and discharging the batteries. They are used in PV, power smoothing for wind power generation, peak load shifting, micro-grid and other scenarios | |
Wind power converter | Devices that convert the electric energy with unstable voltage frequency and amplitude generated by wind turbine generators under the actions of natural wind into electric energy with stable frequency and amplitude that meets the grid requirements, and connect it to the grid. | |
Distributed power supply | Distributed power supply units, that is, small and modular standalone power supplies ranging from several kilowatts to 50 MW that are environment-compatible | |
Energy storage | Storage of electrical energy |
UL | One of the globally renowned testing and certification bodies and standard development bodies | |
TüV | A safety certification mark granted by the TüV Group to products, which is widely recognized around the world | |
CE | A certification that must be obtained by products entering the European market | |
Enel-GUIDA | A standard developed by the Italian State Power Board (Enel), which is widely recognized in Italy | |
AS4777 | An Australian standard. PV modules and inverters must comply with this standard in order to be used in the design and installation of PV systems in Australia | |
CEC | Abbreviation of the California Energy Commission. External power supplies exported to California must obtain this certification | |
CSA | Canadian Standards Association, the largest non-profit organization for defining industrial standards in Canada | |
VDE | One of the most experienced certification bodies in Europe with a high reputation in the world that is directly involved in developing the German national standards | |
IPD | Integrated product development management process | |
Watt (W), Kilowatt (kW), Megawatt (MW), Gigawatt (GW) | The unit of measure for power of electricity, in specific, 1 GW = 1,000 MW = 1,000,000 kW = 1,000,000,000 W | |
RMB, 10K RMB, 100 million RMB | Renminbi yuan, renminbi 10,000 yuan, renminbi 100 million yuan | |
Reporting period, current reporting period, this period | January 1, 2021 to December 31, 2021 |
Section II Company Profile & Key Financial IndicatorsI. Company Profile
Stock abbreviation | Sungrow, 阳光电源 | Stock code | 300274 |
Name of the Company in Chinese | Sungrow Power Supply Co., Ltd. | ||
Abbreviation of the Company in Chinese | 阳光电源 | ||
Name of the Company in English (if any) | Sungrow Power Supply Co., Ltd. | ||
Abbreviation of the Company in English (if any) | Sungrow | ||
Legal representative | Cao Renxian | ||
Registered address | No. 1699 Xiyou Road, High-tech Zone, Hefei, Anhui Province | ||
Zip code of registered address | 230088 | ||
Changes in the Company's registered address | The registered address has not changed since the Company went public in 2011 | ||
Business address | No. 1699 Xiyou Road, High-tech Zone, Hefei, Anhui Province | ||
Zip code of business address | 230088 | ||
Company website | http://www.sungrowpower.com | ||
dshms@sungrow.cn, kangml@sungrowpower.com |
II. Contacts and Contact Information
Board Secretary | Securities Affairs Representative | |
Name | Lu Yang | Kang Maolei |
Address | No. 1699 Xiyou Road, High-tech Zone, Hefei, Anhui Province | No. 1699 Xiyou Road, High-tech Zone, Hefei, Anhui Province |
Phone | 0551-65325617 | 0551-65325617 |
Fax | 0551-65327800 | 0551-65327800 |
dshms@sungrow.cn | kangml@sungrowpower.com |
III. Information Disclosure and Place of the Report
Website of the stock exchange specified for disclosing | http://www.cninfo.com.cn |
the Annual Report | |
Media and websites specified for disclosing the Annual Report | China Securities Journal, Securities Times, Shanghai Securities News, Securities Daily |
Place where the Annual Report is available for inspection | Office of the Board of Directors |
IV. Other Relevant InformationAccounting firm engaged by the Company
Name of the accounting firm | RSM China (Special General Partnership) |
Business address of the accounting firm | 29/F, Block A, the Landmark, Shushan District, Hefei City, Anhui Province |
Name of the undersigning accountants | Wan Yunlong, Jiang Wei, Yao Na |
Sponsor institution engaged by the Company for continuous supervision during the reporting period
√ Applicable □ Not Applicable
Name of sponsor institution | Business address of sponsor institution | Sponsor representative | Period of continuous supervision |
China International Capital Corporation Limited | Floors 27/28, China World Office 2, No. 1 Jianguomenwai Avenue, Beijing 100004, P.R. China | Liu Chengli, Li Jizhe | October 22, 2021 to December 31, 2023 |
Financial advisor engaged by the Company for continuous supervision during the reporting period
□ Applicable √ Not Applicable
V. Key Accounting Data and Financial IndicatorsWhether the Company performed a retroactive adjustment or restatement of previous accounting data
□ Yes √ No
2021 | 2020 | YOY Change | 2019 | |
Operating income (RMB) | 24,136,598,726.55 | 19,285,641,347.02 | 25.15% | 13,003,331,783.65 |
Net profit attributable to shareholders of the Company (RMB) | 1,582,707,374.76 | 1,954,308,244.82 | -19.01% | 892,552,821.20 |
Net profit attributable to shareholders of the Company after deducting non-recurring gains and losses (RMB) | 1,334,589,366.45 | 1,846,326,102.70 | -27.72% | 905,373,089.13 |
Net cash flows from operating activities (RMB) | -1,638,632,122.77 | 3,088,658,224.59 | -153.05% | 2,480,423,195.18 |
Basic earnings per share (RMB/share) | 1.08 | 1.34 | -19.40% | 0.61 |
Diluted earnings per share (RMB/share) | 1.08 | 1.34 | -19.40% | 0.61 |
Weighted average return on equity | 13.05% | 20.36% | -7.31% | 10.93% |
As at Dec. 31 2021 | As at Dec. 31 2020 | YOY Change | As at Dec. 31 2019 | |
Total assets (RMB) | 42,840,130,915.46 | 28,002,933,994.86 | 52.98% | 22,819,128,262.19 |
Net assets attributable to shareholders of the Company (RMB) | 15,655,063,485.71 | 10,455,904,743.14 | 49.72% | 8,594,198,036.97 |
The lower of the Company's net profit including extraordinary and net profit excluding extraordinary is negative in the last threefiscal years, and the audit report for the last year shows that uncertainties exist in the Company's business continuity
□ Yes √ No
The lower of net profit including extraordinary and net profit excluding extraordinary is negative
□ Yes √ No
VI. Key Financial Indicators by Quarter
(in RMB)
Quarter 1 | Quarter 2 | Quarter 3 | Quarter 4 | |
Operating income | 3,346,740,239.11 | 4,863,465,081.98 | 7,163,450,542.91 | 8,762,942,862.55 |
Net profit attributable to shareholders of the Company | 386,719,538.98 | 370,258,817.97 | 747,796,288.80 | 77,932,729.01 |
Net profit attributable to shareholders of the Company after deducting non-recurring gains and losses | 377,919,781.81 | 341,797,919.45 | 732,240,888.13 | -117,369,222.94 |
Net cash flows from operating activities | -2,483,141,097.98 | -646,758,724.60 | -724,891,299.90 | 2,216,158,999.71 |
Whether there are significant differences between above financial indicators or their sums and the relevant financial indicators in thequarterly and half-year reports disclosed by the Company
□ Yes √ No
VII. Differences in Accounting Data between Chinese and Overseas Accounting Standards
1. Differences in the net profits and net assets disclosed in the financial statements as per the internationalaccounting standards and China accounting standards
□ Applicable √ Not Applicable
There is no difference in the net profits and net assets disclosed in the financial statements as per the international accountingstandards and China accounting standards.
2. Differences in the net profits and net assets disclosed in the financial statements as per the local(overseas) accounting standards and China accounting standards
□ Applicable √ Not Applicable
There is no difference in the net profits and net assets disclosed in the financial statements as per the local (overseas) accountingstandards and China accounting standards.
VIII. Non-recurring Items and Their Gains/Losses
√ Applicable □ Not Applicable
(in RMB)
Item | Amount in 2021 | Amount in 2020 | Amount in 2019 | Remarks |
Gains or losses from disposal of non-current assets (including the write-off accrued for impairment of assets) | 198,734,481.06 | 255,099.07 | -5,796,490.26 | |
Government grants accounted for, in the Gains or losses for the current period (except for those closely related to the Company’s normal business operation, compliant with national policies and regulations, and granted to a certain standard or at a fixed amount) | 110,269,947.66 | 103,595,912.36 | 77,034,220.05 | |
Gains entitled to the Company when the investment cost of acquiring subsidiaries, associates or joint ventures is less than the fair value of identifiable net assets of invested unit at the time of investment | 266,221.04 | 1,120,717.01 | ||
Gains or losses from debt restructuring | 8,019,908.32 | |||
Gains or losses from changes in fair value arising from holding trading financial assets and trading financial liabilities, as well as investment gains from disposal of trading financial assets, trading financial liabilities, and salable financial assets, except for the effective hedging business associated with the Company’s normal business operation | 12,598,837.40 | 15,060,054.04 | -64,832,822.84 | |
Reversal of impairment provisions for accounts receivable which are separately tested for impairment | 2,883,005.14 | |||
Other non-operational income and expenditure in addition to the items listed above | -198,891.28 | 11,538,157.44 | -11,885,512.74 | |
Less: Income tax impact | 42,695,728.48 | 19,730,145.34 | 6,863,960.83 | |
Minority shareholders' equity impact (after tax) | 41,759,772.55 | 2,736,935.45 | 1,596,418.32 | |
Total | 248,118,008.31 | 107,982,142.12 | -12,820,267.93 | -- |
Details of other gains or losses that fit in the definition of extraordinary items:
□ Applicable √ Not Applicable
There are no other gains or losses in the Company that fit in the definition of extraordinary items.Explanation on defining the extraordinary items listed in the Explanatory Announcement No. 1 on Information Disclosure for
Companies Publicly Offering Securities - Extraordinary Items as recurring gains or losses
√ Applicable □ Not Applicable
Item | Amount (RMB) | Reason |
Equity gains from transfer of power station projects | 31,546,616.20 | Equity transfer of power station projects is one of the Company's day-to-day businesses |
Gains from changes in fair value of power station projects in possession | 65,706,834.00 | Equity transfer of power station projects is one of the Company's day-to-day businesses |
Section III Management’s Discussion and AnalysisI. Discussion and analysis of business situationIn the reporting period, due to unbalanced supply and demand in the upstream and downstream of the industrial chain, the longlead-time of upstream capacity expansion, and the high installed capacity expected in the PV industry, the price of silicon materialsrose sharply, causing different price increases across the entire PV industry chain, including silicon wafers, cells, and modules.According to data from the China Photovoltaic Industry Association, China's initial investment cost of PV systems in 2021 increasedby 4% year-on-year, marked the first increase in many years. Due to the price increase, installation schedules were postponed. TheNational Energy Administration’s data shows that, in 2021, China’s newly installed PV capacity was 54.88 GW, a year-on-yearincrease of 13.9%. According to the data of the International Renewable Energy Agency (IRENA), the global PV installed capacityin 2021 was 133 GW, a very small year-on-year increase of 5.5% only.In the context of global warming, green and low carbon has become a global consensus. Governments around the world have activelyreleased policies to promote the development and utilization of renewable energy. More than 170 countries around the world haveput forth Zero Carbon or Carbon Neutrality targets, and the development of renewable energy such as PV and wind power has beenglobally acknowledged. In 2022, as the silicon material production capacity is gradually released, the supply shortage will bealleviated, the market price of silicon material is expected to drop, and PV power generation will become the most competitive powersupply in more and more countries. Driven by the carbon neutrality goals, the clean energy transformation and green resurrectionacross many countries, a rapid growth is expected in the average annual installed capacity of global PV during China’s 14thFive-Year Plan period.II. Business Scope in the Reporting PeriodSungrow Power Supply Co., Ltd. is a national key high-tech enterprise specializing in R&D, manufacturing, sales and service ofsolar energy, wind energy, energy storage, electric vehicles, and other new energy power supply equipment. With a wide range ofproducts including PV inverters, wind energy converters, energy storage systems, electric drive system for new energy vehicles,floating PV systems, and smart energy operation and maintenance service, the Company is committed to providing world-classsolutions for the full life cycle of clean energy.
1. PV inverters
Since the establishment in 1997, the Company has been concentrating on the R&D and manufacturing of PV system equipment, withPV inverters being the core product. Adhering to the mission of “Clean power for all”, the Company provides cutting-edge PVsystem solutions to users around the globe.Connecting PV arrays to the grid, PV inverter is one of the main components in a PV power generation system, and plays a criticalrole in ensuring the long-term and reliable operation of PV power stations and improving the project investment return. TheCompany abides by the principle of “design and adjust to the local condition”, and makes rational select of inverter types accordingto the scale, the terrain and building attachments of PV power stations, in order to maximize the value of PV power stations in thefull life cycle.String PV inverters feature high power density and simple installation and maintenance, can meet the requirements of differentapplications indoor and outdoor, and are hence widely used in small and medium PV power generation systems in parking lots, oncommercial roofs or farms, as well as large-scale ground power stations on complex terrains.Centralized PV inverters feature high conversion efficiency, safety and reliability, are highly grid-friendly and cost effective. Theycan cope with various environments such as extremely low temperature and high altitude, and are widely used in large and
medium-sized PV power generation systems in deserts, plateaus, and on commercial roofs.Household PV inverters feature high power density, appealing exterior design, and simple installation and maintenance, canautomatically adapt to complicated grid environment, prolong power generation, and effectively improve power generation revenue.With built-in lightning protection and high-precision leakage current protection, as well as energy storage interfaces and variouscommunication modes, they can meet various application requirements indoor and outdoor, and are widely used in residential PVpower generation systems on residential roofs or in courtyards.Inverter integration solutions consist of PV inverters, AC/DC power distribution modules (optional), medium voltage transformers,ring main units, system monitoring modules, fire alarm modules, environmental monitoring modules (optional) and other functionalmodules, as well as AC cables integrated in advance, thereby reducing the loss and work intensity in the field, realizing fastinstallation, and creating higher economic benefits for customers. These solutions can cope with extremely low temperature and highaltitude, and are widely used in large and medium PV power generation systems in deserts, plateaus, and on commercial roofs.Smart energy management platform leverages the Internet of Things, artificial intelligence, and big data analysis technologies to helpgroup customers achieve centralized operation and maintenance management of PV, energy storage and other energies, and build asmart energy brain. The platform can meet customers’ management needs at different stages in the full life cycle of multiple energies,and realize four core values including steadily increasing investment return, ensuring asset security, standardizing operationmanagement, and assisting group decision-making.Sungrow's PV inverters cover the power range of 3 to 8800 kW, which consist of household inverters, medium-power string inverters,and large-scale centralized inverters. Being exported to more than 150 countries around the world, they topped the list of globalshipments for four consecutive years, and scored 100% in BloombergNEF’s inverter bankability surveys for three consecutive years.As of December 2021, Sungrow has cumulatively installed over 224 GW of inverter equipment in the global market.
2. Power station investment and development
In recent years, Sungrow Renewables, as the Company's new energy project development and investment platform, has beenpioneering the exploration of a new pattern of green and ecological development featuring multiple-energy complement andindustrial collaboration. In the areas of agriculture-PV complementary development, fishery-PV complementary development,floating power station, solar-wind-storage complementary development and comprehensive utilization of land, the Company hasestablished an innovative "New Energy +" value chain and delivered a number of industry-leading demonstration projects, achievingbreakthroughs in industrial and commercial PV, household PV, energy storage, hydrogen production from renewable energy, andcomprehensive energy services. Under the dual action of technology and market, Sungrow Renewables makes active attempts indomestic and international markets, and has built a diversified and collaborative industrial layout with China as the base and theoverseas market as the growth point. As of December 2021, the Company has developed and built PV and wind power projects witha cumulative capacity of more than 25 million kilowatts.Large-scale ground PV power station solutions: Sungrow's large-scale ground PV power station projects cover various applicationscenarios, which rely on the Company’s technical research and development capabilities, abundant system integration experience andthe well-established smart operation and maintenance system to greatly improve the return on investment of PV power stations andcreate greater values for customers. In addition, a number of comprehensive utilization forms such as comprehensive landreclamation, agriculture-PV complementary development, floating power station, and forest-PV complementary development havecreated more opportunities for comprehensive environmental governance and new energy industry applications.Distributed energy solutions: In response to the diversified and personalized energy needs, the Company leverages the world-leadingsystem integration technology strength and comprehensive energy service system to provide enterprises with distributed PV andenergy storage system consultancy, development, investment, delivery, operation and maintenance, as well as other full life cyclesolutions for clean energy, thereby enabling enterprises to achieve independent management of energy consumption, maintain andincrease the value of diversified assets, and push enterprises into the era of zero emission.Household PV solutions: Sungrow’s household PV takes “generating more power" as its core value, and is a uniquely designed andintegrated end-to-end smart household PV system on the foundation of intelligence and digitization. The full range of smart products
are exclusively customized and intelligently connected to a cloud platform. Thanks to the fine-granular smart operation andmaintenance, it has become the world’s first household-oriented brand with a T?V certification.Wind power station solutions: The companies wind farms cover different operating environments such as high and low temperatures,high altitude, low wind speed, and coastal areas. With a benign ecosystem and a development pattern including wind power on plains,wind power on mountains, offshore wind power, and wind-solar complement, the Company provides solutions that meet the diverseneeds of customers and maximize customers’ value.
3. Wind power converters
The Company's wind power converter products are transmission frequency conversion devices that integrate power electronics,modern transmission control theory and new energy application technologies. Covering a power range from 2 MW to 15 MW and avoltage range of 690V, 900V, 1140V, and 3300V, the portfolio consists of full-power wind power converters and double-fed windpower converters that are fully compatible with mainstream wind turbine models in China, and can be used in various wind farmenvironments such as salt haze, extremely low temperature, plateaus, coastal areas, and high humidity. As wind power generationgoes into the era of parity, the industry needs to work together to further innovate and optimize the component performance as wellas achieve cost reduction and efficiency improvement across the entire industry chain. Dedicated in the power electronics industryfor more than 20 years, Sungrow has recently developed high-power double-fed air-cooled main control integrated converters, 3 MWto 15 MW three-level converters and other new products to supply mainstream wind turbine manufactures in China. In the future,Sungrow will stick to the low-cost innovation and development strategy, accelerate the system cost reduction of wind turbines, andcontribute added values to customers.
4. Energy storage system (ESS)
Sungrow's energy storage business relies on the world-leading new energy power conversion technology and the cutting-edge ESSintegration technology. With a focus on the R&D, production, sales, and service of lithium battery ESS, the Company can provideenergy storage converters, lithium batteries, energy storage management system and other core equipment for energy, deliver a rangeof energy storage system solutions for auxiliary new energy grid connection, power frequency and peak regulation, demand sideresponse, micro-grid, and household scenarios, and is known as a world-class supplier of energy storage equipment and systemsolutions.As one of companies that made the earliest attempts in the field of energy storage in China, Sungrow has been supplying ESS tocustomers in China, US, UK, Canada, Germany, Japan, Australia, India and etc.
5. New energy vehicle drive system
With the profound accumulation of clean power conversion technology and R&D advantages, Sungrow has extended the inverterapplication into the electric vehicle industry, providing new energy vehicles with quality drive systems.Sungrow's new energy vehicle drive system is suitable for pure electric commercial vehicles of large, medium and small sizes,passenger cars, logistics vehicles, etc. Featuring a modular design and complete functions, the products have low energyconsumption, long driving range, and high reliability, with the maximum efficiency reaching 99%. Since the launch, new energyvehicles built with Sungrow's motor controllers have been running smoothly in Beijing, Shenzhen, Xiamen, Hefei, Nanchang, Dalian,and Hangzhou, receiving a good reputation from customers because of the smooth and efficient operation and strong power.Since setting foot in the electric vehicle industry, the Company has received various honors, such as the Red Star Design Award, the2015 Electric Vehicle Technology Excellence Award, and the Red Dot: Best of the Best Award (one of the three major designawards in the world). The Company has also won a number of awards in the new energy vehicle TOP50 selections, such as theInnovative Component Award, the Outstanding Enterprise of New Energy Core Components, and the Best Company of InnovativeNew Energy Bus Power Drive.
6. Floating PV system
Relying on the Company’s technology R&D and production experience in the PV industry of more than 20 years, Sungrow FloatingModules (Sungrow FM) has set up an R&D team for floating modules consisting of industry experts and doctors. Sungrow FM hasmade more than 100 patent applications in the fields of advanced floating bodies, matrix anchorage, inverter booster floating
platforms, system operation and maintenance, led and participated in the formulation of multiple standards related to floating bodytechnology, and is committed to becoming a reliable provider for PV floating modules and solutions. As of December 2021, thecumulative application of the Company’ floating modules has exceeded 1.7 GW worldwide, leading the global market share for fourconsecutive years.
7. Charging equipment
Rooted in Sungrow’s profound technological background, Sungrow Lechong shares the design and application experience of outdoorpower supply products with long service life and high reliability, builds product lines of EV charging equipment based on the coreprinciples of “Reliable, Efficient, and Intelligent", and is committed to providing smart integrated charging solutions.Charging + mode: Sungrow Lechong has established an ecological connection with Sungrow's PV and energy storage products toprovide an integrated PV-Storage-Charging solution for charging infrastructure, thereby allowing vehicle owners and operators tobenefit from the charging technology.
8. Smart operation and maintenance
Relying on the Company’s 25 years of power electronic conversion technology and power station integration practice, the operationand maintenance business adheres to the service concept of “Secure with technology, reliable and trustworthy” to provide standardall-round services for new energy assets, and continues to ensure customers' stable return and asset safety with advanced technology.As of December 31, 2021, Sungrow Zhiwei has contracted new energy power station operation and maintenance projects with a totalcapacity exceeding 10 GW, accumulated rich experiences in PV power station, wind farm, and energy storage operation andmaintenance, and is capable of customizing proven and effective operation and maintenance solutions for different types of powerstations. The Company has established the first independent R&D team in the industry that developed the SolarEye smart energyoperation and maintenance platform to enable digitalization and visualization of field operation data as well as the operation andmaintenance work. In the process of field operation and maintenance, the Company leverages drone-patrolling, component hotspot/EL detection, intelligent cleaning analysis and other advanced technologies to ensure the operation and maintenance quality andefficiency.
9. Hydrogen energy
As the very first new energy company that set foot in the field of hydrogen energy in China, the Company is committed to providingefficient, intelligent and safe green power hydrogen production systems and solutions, and has identified two technical routes —alkaline water electrolysis for hydrogen production (ALK) and proton exchange membrane (PEM) pure water electrolysis forhydrogen production — together with the supporting MW-level hydrogen production rectifier power supply and smart hydrogenenergy management system. At present, the Company has established China's first PV off-grid hydrogen production and hydrogenenergy storage and power generation demonstration platform, and set up a joint laboratory of PEM electrolysis for hydrogenproduction technology with the Chinese Academy of Sciences. The Company’s green power hydrogen production system is widelyused in hydrogen projects in Jilin, Ningxia, Inner Mongolia and other provinces.In the reporting period, Sungrow Hydrogen Energy Technology Co., Ltd. was registered and established, and a hydrogen productionequipment plant with an annual capacity of GW was built in Hefei High-Tech Zone to address the R&D and manufacturing needs ofhydrogen production power supplies, ALK/PEM hydrogen production facilities, and smart hydrogen energy management systems.The 1000 Nm?/h alkaline electrolyzed water hydrogen production was successfully delivered to Baicheng of Jilin Province, enablingthe establishment of the North China Hydrogen Valley.
The Company needs to comply with the requirements on the disclosure of PV industry chain related business specified in theShenzhen Stock Exchange’s No. 4 Regulatory Guidelines for Listed Companies — Information Disclosure of GEM-ListedCompanies.
1. PV inverters’ conversion efficiency
The indicator “conversion efficiency” refers to the ratio of inverters converting the input DC power to AC power, which is inverter’soutput power / inverter’s DC input power × 100%.
By utilizing new semiconductor materials and high-efficiency magnetic devices, optimizing circuit design, improving MPPTalgorithm, and optimizing the heat dissipation system, the Company continuously drives inverters’ efficiency to go up. Themaximum efficiency of Sungrow's full range of inverters has reached 99% at the moment.
2. Cost of energy per kilowatt-hour of the Company's PV system
The indicator “cost of energy per kilowatt-hour” refers to the ratio of the PV system’s total investment cost versus the powergenerated throughout the entire life cycle of the system. The total investment cost includes the initial investment and the operationand maintenance investment throughout the life cycle. The cost of energy per kilowatt-hour directly reflects the power generationcost of the PV system, that is, the lower the cost of energy per kilowatt-hour, the higher revenue the PV system generates.Through constant technological innovation and system optimization, the Company reduces investment cost and increases systempower generation, thereby reducing the cost of energy per kilowatt-hour and improving customers' return on investment. Byincreasing the unit power of inverters, less inverters are required for power stations to reach the same capacity, and the cable cost isalso reduced. By forming inverters into power units of larger capacity, a maximum sub-array of 12.5 MW can be supported, whichfurther saves the cost of transformers and reduces the initial investment by RMB 0.1 per watt. Highly integrated inverters andsolutions will be widely used. For example, the box-type medium-voltage inverter not only has the inverter, transformer, powerdistribution, communication, and smoke detection functions integrated, but also is built with a PID control box and communicationpower supply interfaces for the tracking system. By improving the level of integration, the system cost across its life cycle, includingcable cost, construction cost, project management cost, post-operation and maintenance cost, can be reduced; systems are stronglycoupled, which improves reliability and increases power generation of the power station.
3. PV system’s grid friendliness
As PV systems are being utilized at large scale, the penetration rate of PV increases year by year. Inverters are directly connected tothe grid as a link for energy transfer, and the requirements for inverters’ grid friendliness are getting increasingly higher.Sungrow inverters are built with low-voltage ride-through, zero-voltage ride-through, and high-voltage ride-through capabilities,which can cope with the voltage changes of power grid in the case of power grid problems, hence to ensure that PV systems will notbe disconnected from the grid on a large scale, resulting in the escalation of incident. Moreover, inverters are built-in with fast powercontrol modules to enable quick scheduling in less than 30 ms for reactive power response and support stronger reactive power. Theyalso support the virtual synchronous power generation (VSG) technology to realize proactive support for the power grid. Invertershave the DC energy storage interface integrated, hence to eliminate transformation afterwards. In addition, they support reversecharging and take advantages of the energy storage equipment. The power generation side is a multi-energy complementary platformthat allows PV power station peak regulation, smooth PV power station output, and grid stability; the power consumption side is anintelligent PV-storage micro-grid platform, which enables peak-trough balance through energy storage, improves PV consumption,and achieves precise energy supply.
4. Unit production cost of the Company's PV inverters
Due to wide range of the Company's PV inverters and different power ratings, the unit production cost varies from RMB 0.1 to RMB
0.15 per watt at the moment.
III. Analysis of Core CompetitivenessIn the nearly two decades of rapid development, the Company has been committed to the independent innovation of powerelectronics and electric energy conversion technology in the field of new energy, with a number of technologies reaching theworld-leading level. In recent years, the Company successively deployed a range of new businesses, such as key components of newenergy vehicles, micro-grid energy storage, smart energy and new energy hydrogen production, and has gained considerabledevelopment.
1. Brand Advantages
As the first enterprise engaged in the R&D and production of inverter products in China, the Company has secured a solid leading
position. In 2015, the Company for the first time outperformed the European Company that had been the world leader in terms ofshipment for many years, and shipped the most PV inverters in the world. In 2021, the Company’s shipment accounted for more than30% of the global market, and the products were sold to more than 150 countries including Germany, Italy, Australia, the UnitedStates, Japan, and India. By the end of 2021, the Company has cumulatively installed more than 224 GW of inverter equipmentworldwide. The Company's brand and reputation are highly acknowledged in the industry and continually improving. The Companyhas successively received the honors of China Industry Awards, Demonstration Enterprise of National Individual Champion inManufacturing, Most Innovative Companies in China, National Intellectual Property Demonstration Enterprise, Global Top 500 NewEnergy Enterprises, Best Companies to Work For in Asia, and etc. Boasting a state-level post-doctoral research workstation, anational high-tech industrialization demonstration base, a national recognized enterprise technology center, a national industrialdesign center, and a national green plant, the Company is one of the first tier in the global new energy power generation industry interms of comprehensive strength.
2. R&D Innovation Capability
Since the establishment in 1997, the Company has been concentrating on the field of new energy power generation, adhering tomarket demand orientation, and taking technological innovation as the propellant for development. The Company has fostered aprofessional R&D team with solid R&D experiences and strong innovation capabilities. With R&D professionals accounting formore than 40% of the total headcount, this team has successively undertaken more than 20 national key science and technologyprograms, and led the drafting of multiple national standards. As one of the few companies in the industry that has mastered a rangeof core technologies with independent intellectual property rights, the Company has acquired a total of 1,952 patents, including 812inventions, 977 utility models, and 163 exterior designs as of December 2021. Relying on the industry-leading technological reserve,the Company actively promotes the formulation and optimization of relevant standards in the industry, and has organized the draftingof multiple Chinese national standards.The Company has introduced the integrated product development (IPD) process to guide the technological reserve and productdevelopment efforts according to the customer demand analysis, the technological development analysis, and the competitivestrategy analysis. From concept, planning, development, verification, trial production to mass production, staged quality indicatorsare set for each step of new product development to ensure the quality of products. The Company has invested in a world-leadingelectromagnetic compatibility laboratory that is equipped with high-performance large-capacity low-voltage ride-through facilitieswith a variety of power supplies and power grid simulators, and is capable of providing the most demanding test condition. TheCompany continues to establish and optimize the ISO9001:2008, ISO14001, OHSAS18001 management systems, and strictlypromote the integrated quality, environment, occupational health and safety management system. The Company's products havepassed a number of authoritative international certifications including UL, T?V, CE, Enel-GUIDA, AS4777, CEC, CSA, and VDE.
3. Global Marketing, Channels and Service Network
Since its establishment, the Company has identified a global development strategy. While the production base in India expanded itsproduction capacity to 10 GW, another 10 GW plant was put into operation in Thailand in the reporting period. At present, theCompany has set up 20+ overseas subsidiaries, 5 global service regions, 60+ global service centers, 180+ authorized serviceproviders, and a number of important channel partners. The products have been sold to more than 150 countries around the world. Inthe future, the Company will continue to explore the global market, orderly promote the global deployment of inverters, energystorage, charging, power stations, and floating modules, prioritize the improvement of global marketing, service, financing, and otherkey capabilities, thereby reinforcing the global support capability system and strengthen the global influence.IV. Core Business Analysis
1. Overview
A. Overview of core business analysisIn 2021, facing the challenges of the worldwide COVID-19 epidemic and supply chain shortages, Sungrow firmly sticked to the new
energy sections including solar energy, wind energy, energy storage, new energy electronic control, charging, and hydrogen energy,continuously enforced technological innovation and accelerated the global strategic deployment. As such, the Company’s brandinfluence was further enhanced, and the leading position of the core business in the global market further consolidated.B. Overview of core business in the reporting periodIn the reporting period, the Company made the following attempts related to the main business:
(1) Business development
PV invertersIn the reporting period, the Company continued to focus on technology research and development and promote innovations inPV-storage integration. By vigorously advancing the global brand strategy, deeply exploring key market segments, and fullyleveraging the advantages of global marketing, service and supply chain, the Company’s global competitiveness and influencecontinued to grow. The Company’s global PV inverter shipment reached 47 GW, including 18 GW in China and 29 GW overseas,accounting for more than 30% of the global market. As of December 2021, the Company has cumulatively installed more than 224GW of inverter equipment worldwide.In the reporting period, the Company reinforced and expanded its marketing footprint in Europe, America and China, seized manyopportunities in emerging markets, and further improved its sales and service network. At present, the Company has set up 20+overseas subsidiaries, 5 global service regions, and 240+ service outlets. The Company successfully established collaboration with anumber of major customers and entered into several sales orders for GW-level inverters, leaving other major PV investment playersfar behind. The Company firmly secured the first place in global mainstream market share, and gained significant performancegrowth in Japan, Europe, and China’s distributed market. In 2021, the Company’s global shipment of inverters exceeded 500,000.In the reporting period, the Company further strengthened investment in R&D and innovation as an acknowledged leader in cleanpower conversion technology. The Company set up the Nanjing R&D Center, and planned to grow it as the largest R&D base secondonly to the Hefei Center. With commitments in technological innovation and growth of digitalized talents, the Company joined forceswith leading scientific research institutions, universities, and innovation platforms to promote the industry-university-researchcollaboration.In the reporting period, the Company introduced the high-power string inverter SG320HX that refreshed the 300 kW+ stringtechnology with a maximum output power of 352 kW. The Company’s "1+X" modular inverters marked a major renovation oftraditional inverters and created a new category in the industry. Featuring the advantages of both centralized inverters and stringinverters, they not only operate at an affordable cost of energy per kilowatt-hour as traditional centralized inverters, their modules areseparately designed MPPT that operate independently, contributing to a higher tracking accuracy and simplified plug-and-playoperation and maintenance. The release of SG30/40CX, a new distributed product, further enriched the portfolio of medium andsmall power inverters and enabled full coverage of distributed application scenarios.In the reporting period, the Company released full-scenario solutions in response to the national strategy of advancing distributed PVcounty-wise, and prospectively introduced the “PV-Storage-Charging Integration" model. In addition, the Company furtherstrengthened the sales and post-sales network for the distributed market, and fully engaged in the construction of quality distributedPV power stations to support the promotion of distributed PV across counties.At the same time, in response to the escalating demand of overseas markets, the Company released a number of new products in atargeted manner, covering household, industrial and commercial, large-scale ground power stations and other markets. The productswere used in many projects and were highly acknowledged by customers.Wind power convertersIn the reporting period, the Company continued to increase strategic investment in the wind energy business, insisted on R&Dinnovation, and maintained a technological leadership in wind power converters. The Company kept on developing wind storage andwind power aftermarket business to enhance Sungrow's brand influence in the wind power industry, promote the quality developmentof the industry, and contribute to make the zero-carbon society an early reality in the context of delivering the dual-carbon goal.In 2021, the Company shipped wind power converters with a total capacity of more than 15 GW and 400+ wind farms, achieving a
major breakthrough in offshore wind power and overseas market. Among them, the high-power air-cooled converters and three-level1000 Vac (900 - 1140V) converters were industry-leading products. Through the deep integration of wind power and storageapplications, the Company released the integrated wind power-storage converter in October 2021.Energy storageIn the reporting period, the Company's energy storage business grew rapidly. With a significant cost reduction and efficiencyincrease, the 1500 V full-scenario energy storage system solution was recognized as the key supporting technology for the large-scaledevelopment of new energy + energy storage under the challenging reality of PV energy storage parity. In 2021, the Company'senergy storage system shipments grew exponentially, with the total global shipment hitting 3 GWh.In the reporting period, Sungrow introduced the liquid-cooled energy storage system in overseas markets. The product was built withbetter temperature uniformity and lower power consumption thanks to the liquid cooling, and innovatively leveraged theCluster-Level Manager to address the "cask effect" of batteries. In the meanwhile, it supported the mixed use of new and old batteriesto further drive the LCOS down. In view of the pressure brought by the growing household and distributed PV to the power grid inthe future, the Company concentrated on household and industrial and commercial energy storage systems, launched the 5 to 10kW/9.6 to 102.4 kWh household energy storage systems and 50 kW to 1 MW/2 to 5 h distributed energy storage systems that havebeen widely used in the global market.At present, the Company's energy storage systems are widely used in mature power markets such as the United States, the UnitedKingdom, and Germany, continually benefiting the in-depth integration of wind power, PV, and energy storage. All of the energystorage projects the Company involved in have not experienced any safety accident, and the Company has accumulated extensiveapplication experience in frequency and peak regulation, auxiliary renewable energy grid connection, micro-grid, andindustrial/commercial/household energy storage. In the reporting period, the Company provided integrated solutions for manyprojects around the world, such as the Three Gorges Ulanqab Source-Grid-Load-Storage Integration Demonstration Project, thelargest (136.24 MWh) PV-storage integration power station in Southeast Asia, and the largest (430 MWh) energy storage project inIsrael, with the largest individual project reaching a capacity of 900 MWh.In the reporting period, China Energy Storage Alliance officially released the 2021 Energy Storage Industry White Paper, accordingto which, Sungrow’s energy storage system shipments ranked first for five consecutive years. As a leader in clean power conversiontechnology, Sungrow will continually take advantages of the collaborative wind-PV-storage innovation to ensure the safe, stable andefficient operation of new energy, energy storage, and power grids, thereby promoting the top-level design of the industry andcontributing to building a new power system highlighting new energies.Power station investment and developmentIn the reporting period, Sungrow Renewables continued to promote the business principle of being pragmatic and detail-oriented,comprehensively upgraded the vision, strategic positioning, and value proposition of the company, and identified the updated visionas "becoming the global leader in new energy power generation technology, the brand-new value proposition as "more powergeneration, more friendly”, and the new strategic positioning as “a recognized leader in new energy system technology and a newenergy developer with advanced system technology”, hence to further clarify the strategic direction for the next step. By the end ofthe reporting period, Sungrow Renewables’ business had covered 30 provinces, autonomous regions and municipalities in thecountry, as well as countries and regions along the Belt and Road, cumulatively developed and built PV and wind power projectswith a total capacity of more than 25 million kilowatts, topping the list of global PV developers.Leveraging system technology innovation to secure the differentiated competitiveness, Sungrow Renewables continually increasestechnological innovation and industrial application of new energy systems. In the reporting period, the company upgraded thePowMart smart energy solution portfolio, increased R&D investment around the three core technology systems of "high-efficiencypower generation, system integration, and power station life cycle optimization", released the world's first iSolarTool new energysystem optimization software and the iBlock flat roof distributed PV solution. In 2021, Sungrow Renewables led the establishment ofChina's first new energy system innovation technology committee, organized and sponsored the 2021 China PV Market DevelopmentForum, the 2021 New Energy System Innovation Technology Forum, the PV Station Equivalent Power Generation Hours Evaluation
Seminar, the 17th CSPV PV System Innovation Technology Sub-Forum in 2021 and other major industry events, in order to enabletechnology exchange and innovation sharing, and promote the technological progress and upgrade of the new energy industry.Focusing on the new energy development sections and guided by the value proposition of "more power generation, more friendly",Sungrow Renewables actively engages in major national energy strategies such as the construction of national large-scale windpower-PV bases and the county-wise promotion of distributed PV pilot projects. The company continually optimizes thedevelopment system, reinforces the project reserve and resource transformation, and has won leading number of projects inShandong, Anhui, and Jiangxi. In the overseas market, Sungrow Renewables also expands the project resource reserve andaccelerates the transformation, hence to maintain a steady growth momentum. In the distributed business, by prioritizing two majorbusiness patterns of Key Account Development and Channel Expansion, Sungrow Renewables has established cooperativepartnership with a large number of quality customers including PetroChina, Sinopec, NIO, Mengniu, and Danone.Taking the opportunity of rapid growth in the household market, Sungrow Household PV accelerated deployment in key markets,optimizes channel development, and improves service efficiency. In collaboration with central enterprises and state-ownedenterprises, Sungrow Household PV innovatively launched the Sungrow Home business mode to advance the development ofdistributed PV power station projects on residential roofs. Relying on comprehensive advantages in brand, product, channel, andservice, Sungrow Household PV realized coordinated development of multiple business modes including full payment, financed, andjoint construction. In view of the market demand, Sungrow Household PV accelerated upgrading of iRoof home power stations,iGarden colorful PV wind gardens and other products, to ensure efficient power generation of the power stations and sustainablebenefits to users. The company provided all-around supports to customers, including continuous technical instruction, financialsupport and training, and improved user experience with brand service actions such as the Quality Excellence Initiative. In 2021,Sungrow Household PV’s installed capacity increased by more than 500% year-on-year, ranking top in the household PV sector.Facing the brand-new competition, Sungrow Renewables sticked to the parallel development of technology and market, innovatedapplication patterns, and accelerated implementation of agriculture-PV complementary development, fishery-PV complementarydevelopment, desert regulation and control, salt-PV integration and other scene integration projects. Sungrow Renewables developedand built a large number of community-friendly, grid-friendly, and environment-friendly power stations with high power generationefficiency, contributing to power generation efficiency improvement and cost of energy reduction, and setting examples in leadingthe new energy industry transforming towards high quality.
(2) Operation management and others
Non-public offeringIn the reporting period, the Company successfully completed the non-public offering for year 2021, and raised RMB 3.623 billion byprivately issuing 28,418,634 A-shares to 18 selected objects. The fund was intended for the Company's 100 GW new energy powergeneration equipment manufacturing base project, the R&D innovation center expansion project, the global marketing service systemproject, as well as working capital supplement. With the fundraising projects put into production in the future, the Company'sproduction capacity will be further upscaled. While addressing the growing needs in PV, wind power, and energy storage industries,the Company improves the utilization of production resources, enhances the scale effect, and reinforces the competitive advantage,thereby further expanding its market share and consolidating the leading position in the industry.Corporate cultureThroughout decades of growth, Sungrow has shaped a unique corporate culture. We always adhere to the mission of “Clean powerfor all” and practice the core values of “Sincere & pragmatic, precise & open, customer oriented”, contributing wisdom and power toa green future. In 2021, the Sungrow culture continued to make a difference: the cultural stories conveyed positive energy offront-line employees, and the Cultural Salon promoted sharing and interaction of cross-cultural teams. A number of themed culturalactivities were carried out: the Global Trailwalk attracted nearly 5,000 employees from all over the world as well as external fansparticipants both online and offline, with the cumulative distance hitting nearly 100,000 kilometers, advocating the green andlow-carbon Sungrow Lifestyle. The Company invited more than 100 juveniles to the Sungrow Green Technology Tours and sharednew energy knowledge with them. The Donation with Love activity won the title of Exemplary Enterprise in Environmental
Protection, motivating the Company to make more contributions to the society and promote environmental protection efforts. Interms of employer branding, we work together to improve employees' sense of happiness at work, create an appealing atmosphere of“joyful work and healthy life", extend internal and external training to fully empower employees, and energize employees withdiversified incentives and benefits. Polo shirts at summer time and new office outfits complement the appearance of Sungrow people;the second Sungrow University Innovation Competition attracted more than 100 undergraduates as well as master and doctoralcandidates from key universities in the country; Open Day activities, campus workshops, winter campus and etc. bridged the gapbetween Sungrow and students on campus, allowing the Sungrow employer brand to reach the campus. The Company furtherstrengthens care for relocated employees and consolidate the brand image as an overseas employer by creating a diversified andinclusive workplace. With a total of 634 foreign employees and a local employee ratio of 96.6% in overseas subsidiaries, Sungrowhas been awarded the Best Companies to Work for in Asia for three consecutive years, as well as the Forbes China Most SustainableEmployer of the Year and the Best Happy Enterprise.Social responsibilitiesIn 2021, Sungrow achieved breakthroughs in business revenues, gained increasing trust from the society and the market, and toppedthe list of China’s Top 500 Enterprises with ESG Excellence. The Company maintained two consecutive AA ratings in theworld-renowned MSCI ESG Ratings, and was included in the Hang Seng Corporate Sustainability Benchmark Index. TheCompany’s current moves and long-term plans for sustainable development were further clarified.Being a strong supporter and an active doer in responding to global climate change, Sungrow always adhered to the mission of“Clean power for all”, and continued to advance the deep integration of business and sustainability. By strengthening thedevelopment and utilization of renewable energy and improving energy efficiency, the Company vigorously contributed to globalpollution reduction and carbon reduction. By focusing on new energy sections including solar energy, wind energy, energy storage,electricity, and hydrogen energy, the Company achieved a cumulative installed capacity of 224 GW+ of inverter equipment,generated 315.2 billion kWh of clean power throughout the year, and reduced carbon dioxide emissions by more than 250 milliontons per annum. By sticking to technological innovation and continuous investment, the Company was quickly approaching the goalof 100% renewable electricity. In 2021, the Company's green electricity consumption accounted for 35% of the total. The Companycomprehensively reviewed and reduced the greenhouse gas emissions, actively promoted the green supply chain with partners, andcontinued to enable the low-carbon operation across the entire industry chain.In 2021, Sungrow joined the United Nations Global Compact to respond to the global sustainability initiative and incorporate theconcept of sustainability into the Company manifesto. The Company upheld operation transparency and standardization, anddelivered greater customer values by continuously promoting technological progress and product innovation. The Company wasawarded the Best Companies to Work for in Asia for the third year in a row, providing an equal, diverse, secure and respectedworking environment for employees around the world, and setting up a sophisticated empowerment system to accelerate employees’career development. The Company made plans for the global public welfare strategy, and accumulatively donated RMB 5,262,000 infive areas including ecological environment protection; poverty alleviation; supporting science and technology innovation, educationand talents; community development; and disaster recovery assistance, responding to the care and support of the society withpractical actions.R&D, intellectual propertyIn the reporting period, the Company continued to increase R&D investment and actively advanced the consolidation of independentintellectual properties and patent application. In 2021, the Company was granted 498 new patents, all of which were original patents,including 40 overseas patents, 161 domestic inventions, 258 utility models, and 39 exterior design patents. The Company has alsosubmitted 1,149 new patent applications, including 157 overseas patents, 538 domestic inventions, 410 utility models, and 44exterior designs, which contribute to the Company's further improvement of independent innovation capabilities and corecompetitiveness.As of December 2021, the Company has cumulatively acquired a total of 1,952 patents, including 812 inventions, 977 utility models,and 163 exterior designs. Relying on the industry-leading technological reserve, the Company actively promotes the formulation and
optimization of relevant standards in the industry, and has organized the drafting of multiple Chinese national standards.Honors and awards received in the reporting period
Honors and Awards | Awarded by |
2021 Industry Best Practices of China Digital Economy Top 50 | APEC China Business Council |
China Photovoltaic Industry Association 2021 Outstanding Contribution Award | China Photovoltaic Industry Association |
2021 China ESG Golden Award | Sina Finance |
Jinglun Awards - Company of the Year with the Most Investment Value
Jinglun Awards - Company of the Year with the Most Investment Value | China Fund, Jihuibao |
Jinglun Awards - The Listed Company Most Favored by Private Funds | China Fund, Jihuibao |
2021 Top 500 China ESG Excellence Enterprises (No. 1) | Sina Finance ESG Rating Center, CCTV-1 The Great Brands |
The Influential PV Inverter Brand in 2021 | Polaris Solar PV Network |
China's Top 500 Most Valuable Brands (with a brand value of RMB 43.896 billion) | World Brand Lab |
The Influential PV-Storage Integration Solution Provider in 2021
The Influential PV-Storage Integration Solution Provider in 2021 | Polaris Solar PV Network |
President of the Yangtze River Delta (Xuancheng) PV-Storage Industry Alliance | Yangtze River Delta (Xuancheng) PV-Storage Industry Alliance |
Red Dot Award 2021 (SolarEye) | Red Dot Award Selection Committee |
Top 50 GEM-Listed Companies in China in the 15th China Listed Company Value Selection | Securities Times |
Top 500 Private Manufacturing Enterprises in China (No. 323) | All-China Federation of Industry and Commerce |
Top 500 Global New Energy Enterprises (No. 48) | China Energy News, China Energy Economic Research Institute |
Top 10 Influential Brands in China's Charging and Battery Swapping Industry | Chongdian360.cn |
IF Awards 2021 (SG20RT) | iF Industrie Forum Design |
SNEC Top Ten Highlights - Diamond Award of TW-Level | SNEC 2021 Organizing Committee, Shanghai New Energy Industry Association |
SNEC Top Ten Highlights - Gold Award of GW-Level | SNEC 2021 Organizing Committee, Shanghai New Energy Industry Association |
Vice President of China Power Supply Society
Vice President of China Power Supply Society | China Power Supply Society |
Tope 10 Energy Storage Application Innovation Models in 2021 | China Energy Storage Alliance |
President of China Photovoltaic Industry Association | China Photovoltaic Industry Association |
Pathfinder of China’s PV Development in the World
Pathfinder of China’s PV Development in the World | China New Energy Overseas Development Alliance |
2021 Best Companies to Work For In Asia | HR Asia |
2. Income and Cost Analysis
(1) Composition of operating income
The Company needs to comply with the requirements on the disclosure of PV industry chain related business specified in theShenzhen Stock Exchange’s No. 4 Regulatory Guidelines for Listed Companies — Information Disclosure of GEM-Listed Companies:
Overview of operating income
(in RMB)
2021 | 2020 | YoY Change | |||
Amount | % of Operating Income | Amount | % of Operating Income | ||
Total operating income | 24,136,598,726.55 | 100% | 19,285,641,347.02 | 100% | 25.15% |
By sector | |||||
PV | 18,931,185,451.66 | 78.43% | 16,023,640,408.32 | 83.09% | 18.15% |
Energy storage | 3,137,622,772.49 | 13.00% | 1,168,513,044.05 | 6.06% | 168.51% |
Other | 2,067,790,502.40 | 8.57% | 2,093,487,894.65 | 10.86% | -1.23% |
By product | |||||
PV inverters and other power conversion devices | 9,050,773,565.63 | 37.50% | 7,514,803,699.19 | 38.97% | 20.44% |
Power station investment and development | 9,678,744,379.61 | 40.10% | 8,226,945,937.60 | 42.66% | 17.65% |
Energy storage systems | 3,137,622,772.49 | 13.00% | 1,168,513,044.05 | 6.06% | 168.51% |
Wind power converters | 1,177,080,263.56 | 4.88% | 1,414,611,002.95 | 7.34% | -16.79% |
PV power generation | 485,629,355.11 | 2.01% | 374,147,482.00 | 1.94% | 29.80% |
Other | 606,748,390.15 | 2.51% | 586,620,181.23 | 3.04% | 3.43% |
By geography | |||||
Mainland China (not including Hong Kong, Macau and Taiwan) | 14,959,211,117.66 | 61.98% | 12,684,121,715.13 | 65.77% | 17.94% |
Overseas (including Hong Kong, Macao and Taiwan) | 9,177,387,608.89 | 38.02% | 6,601,519,631.89 | 34.23% | 39.02% |
Sales to major revenue-contributing countries
(in RMB)
Major revenue-contributing countries | Sales volume | Sales revenue | Significant adverse changes in local PV industrial policies or trade policies and their impacts on the Company's current and future operating results |
China | Not Applicable | 14,959,211,117.66 | Not Applicable |
Basic situation of PV power stationsSince there are a large number of PV power station projects in the reporting period, the basic information of the top ten PV power
stations by revenue is disclosed here item by item, and the rest power stations are listed as a whole by business pattern.
No. | Project Name | BT/EPC | Capacity (MW/MWH) | Status | Source of PV inverters/wind power converters |
1 | Jingcheng Guazhou Anbei 100 MW Wind Power Project | BT | 100.00 | Full capacity grid connection | Self-supplied |
2 | Susong Suyang Huikou Town 150 MW Project | BT | 151.25 | Full capacity grid connection | Self-supplied |
3 | Qiqihar Rize Longjiang County 100 MW Project | BT | 100.00 | Full capacity grid connection | Self-supplied |
4 | Huoqiu Huaqin Fengjing Town 108 MW Project | BT | 107.86 | Full capacity grid connection | Self-supplied |
5 | Dongxing City 150 MW Fishery-PV Complementary Tourism Demonstration Project | BT | 150.20 | Full capacity grid connection | Self-supplied |
6 | Suzhou Jidian New Energy Co., Ltd. 70 MW Sungrow Household PV Power Station Project | BT | 112.39 | Full capacity grid connection | Self-supplied |
7 | Shangshui County Jiaoyang 42 MW Distributed Wind Power Project - New Energy | BT | 42.00 | Full capacity grid connection | Self-supplied |
8 | Xian County Yangzhao New Energy 100 MW Sungrow Household PV Power Station Project | BT | 105.53 | Full capacity grid connection | Self-supplied |
9 | Yangjiang Yangchun 120MW Agriculture-PV Complementary Project | BT | 120.03 | Full capacity grid connection | Self-supplied |
10 | Hainan Chunjie Qinghai Gonghe 100 MW Project | BT | 110.00 | Full capacity grid connection | Self-supplied |
Other BT power station projects | 3,066.02 | - | - | ||
Other EPC power station projects | 859.18 | - | - | ||
Accounting treatment for BT and EPC models | The construction contract between the Company and the customer includes the performance obligation of power station construction. Since the customer can control the construction-in-progress during the contract performance, the Company considers it as a performance obligation within a certain period of time, and recognizes revenue according to the progress of performance, unless the progress of performance cannot be reasonably determined. The Company determines the performance progress of service provision according to the percentage of investment. The performance progress is the ratio of the actual cost incurred for the performance of the contract versus the estimated cost of the contract. The Company re-estimates the progress of completion or the |
(2) Industries, products, geographies, and sales models that account for more than 10% of the Company'soperating income or operating profit
√ Applicable □ Not Applicable
(in RMB)
labor service provided on the date of the balance sheet, sothat it can reflect changes in the contract performance.
Operating income | Operating cost | Gross margin | YoY changes in operating income | YoY changes in operating cost | YoY changes in gross margin | |
By sector | ||||||
PV | 18,931,185,451.66 | 14,500,901,449.36 | 23.40% | 18.15% | 16.97% | 0.77% |
Energy storage | 3,137,622,772.49 | 2,695,021,137.94 | 14.11% | 168.51% | 195.55% | -7.86% |
By product | ||||||
PV inverters and other power conversion devices | 9,050,773,565.63 | 5,991,308,013.70 | 33.80% | 20.44% | 22.72% | -1.23% |
Power station investment and development | 9,678,744,379.61 | 8,526,446,450.57 | 11.91% | 17.65% | 14.50% | 2.42% |
Energy storage systems | 3,137,622,772.49 | 2,695,021,137.94 | 14.11% | 168.51% | 195.55% | -7.86% |
By geography | ||||||
Mainland China (not including Hong Kong, Macau and Taiwan) | 14,959,211,117.66 | 12,106,755,867.92 | 19.07% | 17.94% | 14.69% | 2.29% |
Overseas (including Hong Kong, Macao and Taiwan) | 9,177,387,608.89 | 6,658,478,873.16 | 27.45% | 39.02% | 55.54% | -7.71% |
Where the statistical caliber for the Company's core business data was adjusted in the reporting period, the adjusted core businessdata in the last year at the end of the reporting period
□ Applicable √ Not Applicable
(3) Whether the Company's physical sales revenue is greater than the labor revenue
√ Yes □ No
Sector | Item | UoM | 2021 | 2020 | YoY Change |
PV inverters | Sales | GW | 47 | 35 | 34.29% |
Production | GW | 56 | 36 | 55.56% | |
Inventory | GW | 18 | 9 | 100.00% |
Reasons for year-on-year changes greater than 30%
√ Applicable □ Not Applicable
In the reporting period, the newly installed capacity of the global PV market continued to grow, the Company's global marketposition further improved, and the production volume and shipment volume increased year-on-year. In order to secure the supply tooverseas markets, product inventory was built in advance.
(4) Performance of major sales contracts and purchase contracts entered by the Company up to thereporting period
□ Applicable √ Not Applicable
(5) Composition of operating cost
By industry
(in RMB)
Industry | Item | 2021 | 2020 | YoY Change | ||
Amount | % of Operating Income | Amount | % of Operating Income | |||
PV | Raw materials | 11,648,179,923.82 | 80.33% | 8,840,913,753.98 | 71.32% | 31.75% |
(6) Whether the scope of consolidation changed in the reporting period
√ Yes □ No
For details, please refer to the Description of Changes in the Scope of Consolidation in Section X Financial Reports.
(7) Significant changes or adjustments to the Company's business, products or services in the reportingperiod
□ Applicable √ Not Applicable
(8) Major Customers and Major Suppliers
Major customers
Total amount of sales to top five customers (RMB) | 2,230,143,897.90 |
Proportion of total sales amount to top five customers in the annual total sales | 9.24% |
Proportion of related party sales to top five customers in the annual total sales | 0.00% |
Sales to top 5 customers
No. | Customer Name | Sales (RMB) | % of Total Annual Sales |
1 | Customer 1 | 536,356,418.52 | 2.22% |
2 | Customer 2 | 501,990,419.56 | 2.08% |
3 | Customer 3 | 433,101,088.69 | 1.79% |
4 | Customer 4 | 385,153,319.91 | 1.60% |
5 | Customer 5 | 373,542,651.22 | 1.55% |
Total | -- | 2,230,143,897.90 | 9.24% |
Other information about major customers
□ Applicable √ Not Applicable
Major suppliers
Total amount of purchase from top five suppliers (RMB) | 5,004,117,657.91 |
Proportion of total purchase amount from top five suppliers in the annual purchase amount | 21.40% |
Proportion of related party purchase from top five suppliers in the annual purchase amount | 0.00% |
Purchase from top 5 suppliers
No. | Supplier Name | Purchase Amount (RMB) | % of Total Annual Purchase Amount |
1 | Supplier 1 | 1,315,122,615.33 | 5.62% |
2 | Supplier 2 | 1,043,880,170.84 | 4.46% |
3 | Supplier 3 | 996,846,181.74 | 4.26% |
4 | Supplier 4 | 832,367,154.11 | 3.56% |
5 | Supplier 5 | 815,901,535.89 | 3.49% |
Total | -- | 5,004,117,657.91 | 21.40% |
Other information about major suppliers
□ Applicable √ Not Applicable
3. Expenses
(in RMB)
2021 | 2020 | YOY Change | Notes on Major Changes | |
Selling expenses | 1,582,578,297.46 | 973,407,951.35 | 62.58% | Mainly due to the large increase in the salaries of sales staff and the post-sales maintenance fee accrued for the increased sales revenue in the current period. |
Management expenses | 491,053,482.80 | 396,100,336.53 | 23.97% | |
Financial expenses | 283,256,851.58 | 261,228,514.51 | 8.43% | |
R&D expenses | 1,161,389,788.60 | 806,352,266.48 | 44.03% | Mainly due to the large increase in the salaries of R&D staff and the use of raw materials for the expanded R&D investment in the current period. |
4. R&D Investment
√ Applicable □ Not Applicable
Major R&D Projects | Purpose | Progress | Objective | Impacts Expected on the Company’s Growth |
The Logger4000 with supporting box EMU200 project | Quickly launch the Logger4000 product and supporting communication box to enable fast scheduling and platformization. | Ready for volume shipment | It should support 30 ms fast scheduling, AC PID acquisition and energy management equipment. With the AC insulation impedance detection (AC ISO) and local wireless operation and maintenance functions integrated, it should support data acquisition, networking, and energy management solutions of ground power stations, thereby addressing customers' needs for a systematic solution in this power station. It should deliver an internal circulation time of 1 ms, a communication time from master PLC to slave PLC (including time for modulation, sending and receiving) of 9 ms, and an action time of 20 ms for inverters to go up to 90%. In addition to the 30 ms fast regulation, it should also deliver the basic functions of SG320HX, including data display, parameter setting, software upgrade, IV scanning, grid scheduling, data forwarding (IEC104), and AC PID setting. | Fast scheduling gets increasingly important, and has become an entry-level consideration for bid evaluation of ground power stations. The supporting model SG320HX is equipped with the 30 ms scheduling feature to corner a market. |
SG8800UD Series of products | Modular design reduces power generation loss in case of faults; optimized system design improves | Ready for volume shipment | Designed on the mature modular platform in the industry, the inverter unit is built into modules of 1 MW. | In the next three years, the ground power station market is expected to be stably growing. The new generation |
equipment utilization; enhanced smart operation and maintenance reduces maintenance costs. | An 8.8 MW series integrated MV system can be accommodated in a 40-foot container, and a 4.4 MW system in a 20-foot container. The supporting 210-component combiner box and intelligent night-time cut-off device further enhances the competitiveness of the system. The new product has inherited the control algorithm, the regional standard requirements and main functions from the SG3125HV series, and works with the 182 and 210 series of components available in the market to further reduce the LCOE of power stations by reducing the system cost, the equipment cost per watt and the maintenance cost. Built with IP65 protection, it is safe and reliable, and supports real-time monitoring of DC parallel arcing. Being the only product that has passed the CEI testing, it can operate stably on weak power grids with an SCR of 1.02. Its reactive power response is less than 20 ms, which is the only one that outperforms the national standard. With a lower LCOE, it can operate at 1.1 MW independently. Its faults are independent from each other, contributing to reducing the power generation loss by 95%. | of centralized products will be built into modules, so as to solve the problem of large power generation loss in the case of failure suffered by the previous generation of products, and drastically reduce the cost. The new product is expected to gradually replace the SG3125HV series and become a mainstream product in the centralized solution for ground power stations. We expect to increase the market share of our products with better quality. | ||
SG125CX three-phase string | The main purpose is cost reduction; therefore, a | Ready for volume shipment | Minimal installation: compact size and light weight, | Reduce cost and improve the competitiveness of our |
PV inverter | single-tube solution is used for BOOST, the input current is increased from 26A to 30A. It can work with the 182/210 components, and the AC side wiring is optimized for better heat dissipation and noise reduction, thereby improving user and installation experience. | standalone IP66 enclosure, communication plug & Play, and tool-free installation. Ultimate safety: detects and extinguishes arcs in 2 seconds, precisely identifies 17 types of component exceptions. Intelligent operation and maintenance copes with different application scenarios flexibly, enabling an optimal system solution. | products in domestic and overseas markets. | |
The ST2752UX energy storage battery system project | The global energy storage market is growing rapidly. In order to enhance product competitiveness, new energy storage products need to be developed to cope with the market demand. | Ready for volume shipment | By introducing liquid cooling, modular pre-installation, cluster-level DC/DC, BMS battery health management functions and the liquid cooling + horizontal RACK design, the ESS integration level is improved, the power cables between packs are shortened, and the CAPEX is reduced; The supporting liquid cooling features small thermal resistance, the operational time of chiller units can be flexibly controlled, the grid-connection voltage can be raised, so as to improve system efficiency and reduce OPEX; Liquid cooling improves temperature uniformity, and cluster-level DC/DC reduces the number of cells in a battery system, thereby minimizing the cask effect of the batteries and reducing OPEX; The strong correlation between cluster-level DC/DC | In the next three to four years, three major energy storage markets overseas (Europe, North America, Asia-Pacific) are expected to grow steadily and rapidly under the policy actions of the respective countries. Take the North America market as an example. The large-scale ground energy storage market size in North America is 2.07 GWh in 2020, which is expected to reach 9.254 GWh in 2024. This product can help the Company to secure a solid position in the energy storage market in the future. |
Statement of R&D staff
decoupling voltage andcapacity enables flexibleinitial configuration andconvenient addition at a laterstage;Modular pre-installationeliminates field installationand reduces CAPEX. It alsoshortens the lead time to gridconnection, lowers risk in thefield and enhances customerexperience;BMS enhances battery healthmanagement functions andimproves customerexperience.
2021 | 2020 | % of Change | |
Total R&D Staff | 2,734 | 1,824 | 49.89% |
R&D Staff in Total HC | 40.65% | 40.61% | 0.04% |
Educational Background of R&D Staff | |||
Bachelor | 1,350 | 841 | 60.52% |
Master | 994 | 666 | 49.25% |
Doctor | 31 | 23 | 34.78% |
College Graduate | 359 | 294 | 22.11% |
Age Structure of R&D Staff | |||
Below 3o | 1,031 | 655 | 57.40% |
30 to 40 | 1,529 | 1,051 | 45.48% |
Above 40 | 174 | 118 | 47.46% |
R&D investment size and percentage in operating proceeds in the past three years
2021 | 2020 | 2019 | |
R&D investment (RMB) | 1,161,389,788.60 | 806,352,266.48 | 635,873,987.32 |
Percentage of R&D investment in operating proceeds | 4.81% | 4.18% | 4.89% |
Capitalized R&D expenditure (RMB) | 0.00 | 0.00 | 0.00 |
Capitalized R&D expenditure | 0.00% | 0.00% | 0.00% |
as a percentage of R&D investment | |||
Capitalized R&D expenditure as a percentage of net profit in the period | 0.00% | 0.00% | 0.00% |
Reasons for substantial changes in R&D staff and their impacts
□ Applicable √ Not Applicable
Reasons for substantial change in percentage of total R&D investment in operating income as compared with the previous year
□ Applicable √ Not Applicable
Reasons for substantial changes in the capitalization rate of R&D investment and the justifications
□ Applicable √ Not Applicable
5. Cash Flows
(in RMB)
Item | 2021 | 2020 | YoY Change (%) |
Cash inflow from operating activities | 24,052,818,855.57 | 20,231,423,522.03 | 18.89% |
Cash outflow from operating activities | 25,691,450,978.34 | 17,142,765,297.44 | 49.87% |
Net cash flow from operating activities | -1,638,632,122.77 | 3,088,658,224.59 | -153.05% |
Cash inflow from investment activities | 4,557,428,471.65 | 1,167,140,332.14 | 290.48% |
Cash outflow from investment activities | 8,270,637,807.44 | 1,280,963,652.80 | 545.66% |
Net cash flow from investment activities | -3,713,209,335.79 | -113,823,320.66 | -3,162.26% |
Cash inflow from financing activities | 6,979,881,183.93 | 954,745,847.07 | 631.07% |
Cash outflow from financing activities | 1,801,225,561.76 | 1,148,060,804.43 | 56.89% |
Net cash flow from financing activities | 5,178,655,622.17 | -193,314,957.36 | 2,778.87% |
Net increase in cash and cash equivalents | -192,686,945.97 | 2,712,192,572.33 | -107.10% |
Explanation on main contributors to the significant YoY change in relevant data
√ Applicable □ Not Applicable
1. Net cash flow from operating activities decreased by 153.05% YoY, which was mainly due to the large increase in cash
payment for commodities and cash receipts for labor services in the current period;
2. Cash inflow from investment activities increased by 290.48% YoY, which was mainly due to the increase in cash from the
recovery of project investment and investment returns of financial products in the current period;
3. Cash outflow from investment activities increased by 545.66% YoY, which was mainly due to the increase in cash paid forinvestment in projects and financial products in the current period;
4. Net cash flow from investing activities decreased by 3,162.26% YoY, which was mainly due to the large increase in cashoutflow from investing activities in the current period;
5. Cash inflow from financing activities increased by 631.07% YoY, which was mainly due to the large increase in cash receivedfrom investment and new borrowings in the current period;
6. Cash outflow from financing activities increased by 56.89% YoY, which was mainly due to the large increase in cash paid for
borrowings in the current period;
7. Net cash flow from financing activities increased by 2,778.87% YoY, which was mainly due to the large increase in cash
received from investment and new borrowings in the current period;
8. Net increase in cash and cash equivalents decreased by 107.10% YoY, which was mainly due to the large increase in cashpayment for commodities and investments, as well as cash receipts for labor services.Explanation on reasons for the significant difference between the net cash flow from operating activities and the net profit of the yearduring the reporting period
□ Applicable √ Not Applicable
V. Status of Non-Core Business
□ Applicable √ Not Applicable
VI. Analysis of Assets and Liabilities
1. Significant changes in asset composition
(in RMB)
End of Year 2021 | Beginning of Year 2021 | Change | Notes on Major Variations | |||
Amount | % of Total Assets | Amount | % of Total Assets | |||
Money funds | 7,790,144,016.01 | 18.18% | 7,417,442,785.55 | 26.28% | -8.10% | |
Accounts receivable | 8,748,141,497.54 | 20.42% | 6,585,489,222.22 | 23.33% | -2.91% | |
Contract assets | 1,364,393,136.40 | 3.18% | 972,128,094.97 | 3.44% | -0.26% | |
Inventory | 10,767,519,365.64 | 25.13% | 3,873,426,789.49 | 13.72% | 11.41% | |
Long-term equity investment | 115,159,366.42 | 0.27% | 406,420,414.50 | 1.44% | -1.17% | |
Fixed assets | 4,245,993,353.02 | 9.91% | 3,240,954,477.91 | 11.48% | -1.57% | |
Construction-in-progress | 424,310,899.34 | 0.99% | 211,746,133.58 | 0.75% | 0.24% | |
Right-of-use asset | 344,386,440.69 | 0.80% | 234,062,622.80 | 0.82% | -0.02% | |
Short-term loan | 1,524,580,849.05 | 3.56% | 135,125,000.00 | 0.48% | 3.08% | |
Contract liabilities | 1,713,946,572.46 | 4.00% | 1,408,025,979.44 | 4.99% | -0.99% |
Long-term loan | 1,891,445,000.00 | 4.42% | 1,781,240,000.00 | 6.31% | -1.89% | |
Lease liability | 283,789,579.70 | 0.66% | 198,773,077.53 | 0.70% | -0.04% |
High percentage of overseas assets
□ Applicable √ Not Applicable
2. Assets and liabilities measured at fair value
√ Applicable □ Not Applicable
(in RMB)
Item | Beginning Amount | Gains/losses from changes at fair value in the period | Cumulative changes at fair value included in equity | Impairment accrued for the period | Amount of procurement in the period | Amount of sales in the period | Other changes | Closing amount |
Financial Assets | ||||||||
1. Trading financial assets (excl. derivative financial assets) | 671,605,158.47 | 66,430,233.46 | 5,000,000,000.00 | 3,152,064,030.05 | 1,216,917,364.15 | 3,802,888,726.03 | ||
2. Derivative financial assets | 1,444,500.00 | 8,062.95 | 10,000,000.00 | 1,444,500.00 | 10,008,062.95 | |||
3. Other investments in debts | 1,429,890,903.46 | 3,228,762,477.07 | 3,895,937,473.91 | 762,715,906.62 | ||||
4. Investment in other equity instruments | 146,361,887.62 | 1,581,936,542.24 | 546,955,469.94 | -1,141,334,432.33 | 40,008,527.59 | |||
Subtotal of financial assets | 2,249,302,449.55 | 66,438,296.41 | 9,820,699,019.31 | 7,596,401,473.90 | 75,582,931.82 | 4,615,621,223.19 | ||
Sum | 2,249,302,449.55 | 66,438,296.41 | 9,820,699,019.31 | 7,596,401,473.90 | 75,582,931.82 | 4,615,621,223.19 | ||
Financial liabilities | 0.00 | 0.00 |
Other changes
NoneSignificant changes in the measurement attributes of the Company's main assets during the reporting period
□ Yes √ No
3. Restricted asset rights as of the end of the reporting period
Item | Book Value as at Dec. 31, 2021 | Reasons for Restriction |
Cash in bank | 10,841,361.00 | Judicial freeze |
Other monetary assets | 1,219,302,862.25 | Bank acceptance, letter of guarantee, letter of credit and PV loan deposit |
Notes receivable | 228,672,750.00 | Long-term loan pledge, short-term loan pledge, bills payable pledge |
Receivables financing | 136,816,862.19 | Long-term loan pledge, short-term loan pledge, bills payable pledge |
Fixed assets | 766,420,510.53 | Long-term loan collateral |
Accounts receivable | 581,076,901.71 | Long-term loan pledge |
Other debtors | 27,708,495.80 | Long-term loan pledge |
VII. Investment Analysis
1. Overview
√ Applicable □ Not Applicable
Investment in the reporting period (RMB) | Investment in the same period last year (RMB) | Change |
2,674,922,334.76 | 1,038,654,106.28 | 157.54% |
2. Significant equity investment received in the reporting period
□ Applicable √ Not Applicable
3. Significant non-equity investment in progress in the reporting period
□ Applicable √ Not Applicable
4. Financial assets measured at fair value
□ Applicable √ Not Applicable
5. Use of funds raised
√ Applicable □ Not Applicable
(1) General use of funds raised
√ Applicable □ Not Applicable
(in 10K RMB)
Year of fundraising | Fundraising mode | Total funds raised | Total amount of raised funds used in this period | Cumulative amount of raised funds used | Total amount of raised funds with changed use in the reporting period | Cumulative amount of raised funds with changed use | Percentage of cumulative amount of raised funds with changed use | Total funds raised but not used | Purpose and whereabouts of unused funds raised | Amount of raised funds that have been idle for more than two years |
2021 | Non-public offering | 362,314.61 | 84,624.67 | 84,624.67 | 0 | 0 | 0.00% | 278,351.53 | RMB 283,515,300 in the special account for funds raised, RMB 2,500,000,000 used on undue financial products. | 0 |
Total | -- | 362,314.61 | 84,624.67 | 84,624.67 | 0 | 0 | 0.00% | 278,351.53 | -- | 0 |
Description of the general use of funds raised | ||||||||||
(1) Before the above-mentioned funds raised were in place, the Company had accumulatively invested RMB 243,141,600 in fund-raising projects with self-raised funds as of October 11, 2021. After the funds raised were in place, the Company replaced the self-raised funds of RMB 243,141,600 with the funds raised for the specific projects. (2) An amount of RMB 603,105,100 was directly invested in fund-raising projects. In 2021, the Company accumulatively used RMB 846,246,700 of funds raised, gained returns and interests amounting to RMB 740,480 from financial products bought with the temporarily idle funds raised, and gained an interest of RMB 5,871,000 after deducting service charges from the special account for funds raised. The balance of funds raised as of December 31, 2021 was RMB 2,783,515,300. |
(2) Projects commitments of raised funds
√ Applicable □ Not Applicable
(in 10K RMB)
Investment projects committed and target of over-raised funds | Changes in projects (including partial changes) | Total investment amount committed by raised funds | Total investment after adjustment (1) | Amount invested in the reporting period | Cumulative amount of investment by the end of the period (2) | Investment progress by the end of the period (3)=(2)/(1) | Date of projects reaching scheduled availability | Benefit realized in the reporting period | Cumulative benefit realized by the end of the reporting period | Achieved the expected benefits | Substantial changes in the project feasibility |
Investment Project Commitments | |||||||||||
1. The New Energy Power Generation Equipment Manufacturing Base Project with an annual output of 100GW | No | 241,787 | 240,343.09 | 25,034.06 | 25,034.06 | 10.42% | Apr. 1, 2024 | 0 | 0 | No | No |
2. The R&D Innovation Center Expansion Project | No | 63,970 | 63,970 | 14,464.04 | 14,464.04 | 22.61% | Mar. 1, 2024 | 0 | 0 | No | No |
3. The Global Marketing Service System Project | No | 49,835 | 49,835 | 36,960.04 | 36,960.04 | 74.16% | Mar. 1, 2023 | 0 | 0 | No | No |
4. The Supplementary Working Capital Project | No | 8,166.52 | 8,166.52 | 8,166.52 | 8,166.52 | 100.00% | 0 | 0 | No | No | |
Subtotal of committed investment projects | -- | 363,758.52 | 362,314.61 | 84,624.67 | 84,624.67 | -- | -- | 0 | 0 | -- | -- |
Target of over-raised funds | |||||||||||
- | |||||||||||
Total | -- | 363,758.52 | 362,314.61 | 84,624.67 | 84,624.67 | -- | -- | 0 | 0 | -- | -- |
Description of projects behind planned schedule or failing to gain expected returns and the reasons (by project) | Not Applicable |
Description of material changes in project feasibility | Not Applicable |
Amount, purpose, and progress of use of over-raised funds | Not Applicable |
Changes in implementation locations of projects invested with funds raised | Not Applicable |
Changes in implementation modes of projects invested with funds raised | Not Applicable |
Preliminary investment and replacement in projects invested with funds raised | Applicable |
Changes in implementation modes of projects invested with funds raised | Not Applicable |
Preliminary investment and replacement in projects invested with funds raised | Applicable As of October 11, 2021, the Company had invested RMB 243,141,600 in fund-raising projects with self-raised funds, of which RMB 143,827,900 was for the new energy power generation equipment manufacturing base with an annual output of 100GW, RMB 94,743,100 for the expansion of R&D Innovation Center, and RMB 4,570,600 for the global marketing service system project. At the 12th meeting of the fourth Board of Directors, the Proposal on Replacing Self-Raised Funds Previously Used in Fund-Raising Projects was reviewed and approved, and it was agreed that the Company should replace RMB 243,141,600 of self-raised funds previously used in fund-raising projects with the funds raised. RSM China (Special General Partnership) verified the |
advanced investment in the above-mentioned fundraising projects, and issued the Assurance Report on the Advance Input in Fund-Raising Projects made by Sungrow Power Supply Co., Ltd. with Self-Raised Funds (RSM [2021] No. 230Z2674) on October 12, 2021. | |
Description of temporarily replenishing working capital with idle funds raised | Not Applicable |
Amount of surplus raised fund in project implementation and reasons behind | Not Applicable |
Purpose and whereabouts of unused funds raised | As of December 31, 2021, the unused funds raised amounted to RMB 2,783,515,300, of which RMB 283,515,300 was deposited in the special account for funds raised, and RMB 2,500,000,000 was used on undue financial products. |
Problems or other situations in the use and disclosure of funds raised | On April 16, 2021, the Company held the first extraordinary general meeting in 2021, at which the Proposal on Requesting the Shareholders’ Meeting to Authorize the Board of Directors to Proceed with the Issuance to Specific Objects was reviewed and approved. The Board of Directors was authorized to handle all matters related to the issuance of shares to specific objects in 2021, including but not limited to determining the specific arrangements for the use of the funds raised for this issuance to specific objects. On October 21, 2021, Company held the 12th meeting of the fourth Board of Directors and the 11th meeting of the fourth Board of Supervisors, at which the Proposal on Paying the Fund-Raising Investment Projects with Bank Acceptances and Replacing Them Equally with Funds Raised was reviewed and approved. It was agreed that during the implementation of the fund-raising investment project, the Company could use bank acceptances for payments involved in the project, and regularly transfer the same amount from the special account of funds raised to the Company's general settlement account. The Board of Supervisors, independent directors and sponsors expressed their consent. As of December 31, 2021, the Company had accumulatively made investment project-related payments with RMB 43.148 million of bank acceptances, and the same amount had been replaced with funds raised. |
(3) Projects with changes in funds raised
□ Applicable √ Not Applicable
There were no projects with changes in funds raised in the reporting period.
VIII. Sale of Major Assets or Equity
1. Sale of major assets
□ Applicable √ Not Applicable
The Company did not sell any major assets in the reporting period.
2. Sale of major equity
□ Applicable √ Not Applicable
IX. Analysis of Major Controlling and Holding Companies
√ Applicable □ Not Applicable
Major subsidiaries and holding companies that contribute to a net profit by 10% and above
(in 10KRMB)
Company Name | Type | Main Business | Registered Capital | Total Assets | Net Assets | Operating Income | Operating Profit | Net Profit |
Sungrow Renewables Development Co., Ltd. | Subsidiary | Power station investment and development | 142,053.44 | 1,720,068.87 | 513,486.36 | 1,072,313.02 | 70,631.69 | 55,422.6 |
Subsidiaries acquired or disposed in the reporting period
√ Applicable □ Not Applicable
Description of major controlling and holding companiesFor details, please refer to the Description of Changes in the Scope of Consolidation in Section X Financial Reports.X. Structured Entities Controlled by the Company
□ Applicable √ Not Applicable
XI. Prospects of the Company’s Future Development
(1) Planned Prospects
By thoroughly implementing the overall strategic guideline of "Focusing on the field of clean power, promoting relateddiversification in an innovative manner at low-cost, striving to improve the market, technology and synergy capabilities, andachieving rapid and sustainable growth”, the Company shall seize the historical opportunity of the rapid development of greenenergies worldwide, focus on the main sections including solar energy, wind energy, energy storage, electricity and hydrogen energy,make in-depth strategic exploration, and continue to expand the global leading edge.
(2) Operating Plan
2022 will be a year of accelerated development for green energies worldwide. In China, solar-wind energy base projects rapidlymove forward with county-wide deployments blooming, the new energy storage market is expected to rise, and the developmentmomentum of new energy vehicles and charging piles continues. Outside China, the growth trend in clean energy continues in the
United States, the process of energy transition and independence is accelerating in Europe, and renewable energies are expected togrow rapidly in India, Brazil and other regions.In 2022, the Company will seize the historical opportunity of the rapid development of green energies worldwide, focus on the corebusiness, lead and empower the industry to further strengthen technological innovation, deepen global strategic deployment, andreinforce the supply chain assurance capabilities, so as to comprehensively upscale the brand power, product power and marketingpower, widen the leading edge of the core business, and achieve rapid and sustainable growth.In order to achieve the annual operating objectives, the Company plans to take the following key actions:
1. Strengthen technological innovation and consolidate the leading position of products; improve insights on customer demand and
product definition; fully leverage the scientific research capabilities and advantages of R&D bases in Hefei, Nanjing, andShenzhen to continuously promote product upgrading; strengthen school-enterprise cooperation to improve the scientificresearch strength, and reinforce the reserve of key technologies and future technologies.
2. Strengthen supply chain collaboration and consolidate global delivery capabilities. Strengthen global procurement capabilities,and consolidate strategic partnerships with suppliers, so as to improve the supply chain assurance capabilities. Establish a globalproduction and delivery system, accelerate the Industrial Park Stage III Project and the energy storage expansion project,thereby improving production and delivery capabilities.
3. Deepen global strategic deployment and enhance global influence. Adhere to the strategy of serving the world with a worldwide
footprint, continue to improve localization, and strive to improve the global brand, marketing and service capabilities with afocus on reinforcing the global channel system.
4. Improve the refined management level of power stations, energy storage and other projects to mitigate project operation risks.
Strengthen the pre-judgment of project economics, and use comprehensive information technology to improve processmanagement and control, thereby enabling refined management across the full-cycle of projects from development, constructionto handover, improving project profitability, and avoiding project operation risks.
5. Continuously improve organizational capabilities and activate development momentum. Optimize the closed-looporganizational capability improvement system with innovation, speed, efficiency, and human capital in the center. Furtherenhance organizational vitality and execution through a range of measures such as culture shaping, development traction,motivation, strategy communication, and strategy tracking, hence to ensure the efficient implementation of strategies.
6. Reinforce the prevention of the COVID-19 epidemic, minimize the epidemic impact on employees’ health and the Company’sproduction and operation, ensure that annual tasks are completed on schedule.
XII. Events Register for Research Visits, Communication, and Interviews in the Period
√ Applicable □ Not Applicable
Date | Venue | Type of Visit | Type of Visitors | Visitors | Main Contents of the Discussion and Information Provided | Disclosure of Basic Research Data |
January 7, 2021 | Sungrow No. 5 Conference Room | Field Research | Institution | 24 institutions including CITIC Securities, UBS Securities, Changjiang Securities, and Boyuan Funds | Production schedule and profitability of the Company's inverter products, sales coverage and | www.cninfo.com.cn |
prospects of products, and the future pattern of the energy storage business | ||||||
March 26, 2021 | Sungrow No. 11 Conference Room | Field Research | Institution | 30 institutions including CITIC Securities, Essence Securities, Junxi Capital, Dingfeng Asset, Tongben Invest, China Asset Management, Orient Jiafu, Horizon Asset, Nord Fund, GF Qianhe, Guotai Junan, CICC, and Yichuan Investment | The Company's development priorities in 2021, the Company's competitiveness in the inverter field, the impact of upstream price increases in the PV industry on the Company | www.cninfo.com.cn |
May 6, 2021 | Online interaction platform of Shenzhen Securities Information Co., Ltd. (http://rs.p5w.net) | Other | Other | Investors participating in the performance briefing via the online interaction platform | Overall operation in 2020 | www.cninfo.com.cn |
November 02, 2021 | Sungrow No. 11 Conference Room | Field Research | Institution | 14 institutions including Zhongtai Securities, Broad Fund, Chaser Asset, Zhengyuan Investment, and CIB Fund | Inverter market dynamics, development of the energy storage business, and plans of power station investment and development | www.cninfo.com.cn |
November 12, 2021 | SSE’s Getting to Know Listed Companies Issue | Other | Other | Investors participating in the activity via | Status quo of the new energy power supply | www.p5w.net |
No. 306 - Sungrow Online Event | the online interaction platform | equipment industry, competitions, and prospects |
Section IV Corporate GovernanceI. Basic Situation of Corporate GovernanceDuring the reporting period, the Company strictly followed the Company Law, the Securities Law, the Governance Guidelines forListed Companies, the Rules for Stock Listing at Shenzhen Stock Exchange as well as other laws and regulations to constantlyoptimize the corporate governance structure, improve the internal control system, and achieve standardized operation.The Company's overall operation in the reporting period was standardized and highly independent, the information disclosure wasstandardized, and the actual situation was basically in line with the requirements in the CSRC normative documents on thegovernance of listed companies.a. About shareholders and the Shareholders’ MeetingShareholders of the Company hold equal status based on the shares they possess and assume corresponding obligations following theprovisions in the Articles of Association. The Company convenes and holds shareholders’ meetings in strict accordance with theregulations and requirements of the Rules for the Shareholders’ Meeting of Listed Companies and the Rules of Procedure for theShareholder’s Meeting, making sure shareholders exercise their rights and interests legitimately, treating all shareholders equally,and providing as much convenience as possible for shareholders to participate in the shareholders’ meetings, so that they can fullyexercise their rights as shareholders.b. About the Company and the controlling shareholderThe Company’s controlling shareholder, Mr. Cao Renxian, strictly abides by the Governance Guidelines for Listed Companies, Rulesfor GEM Stock Listing at Shenzhen Stock Exchange, Shenzhen Stock Exchange’s Regulatory Guidelines for GEM-Listed Companies,and the Articles of Association to regulate his behavior. He makes no actions that directly or indirectly interfere with the Company'sdecision-making and business activities beyond the shareholders’ meeting, nor jeopardize the interests of the Company and othershareholders. There is no occurrence of the controlling shareholder taking up the Company's funds or the Company providingguarantees for the controlling shareholder. The Company owns independent and complete business and is capable of operatingindependently. The Company is independent from the controlling shareholder in terms of business, assets, personnel, organizationand finance, and the Company's Board of directors, Board of Supervisors, and internal organizations operate independently.c. About directors and the Board of Directors.The Board of Directors is composed of 8 directors, including 3 independent directors. The number of directors and the compositionof the Board of Directors are in line with the relevant laws, regulations and the Articles of Association. Directors perform their dutiesin accordance with the Rules of Procedure for the Board of Directors, the Rules for Independent Director, and the Shenzhen StockExchange’s Regulatory Guidelines for GEM-Listed Companies, attend board meetings and shareholders' meetings, diligently assumetheir job responsibilities and obligations, and actively participate in relevant training to get familiar with the relevant laws andregulations.d. About supervisors and the Board of SupervisorsThe Board of Supervisors is composed of 3 supervisors, including 2 employee supervisors. The number of supervisors and thecomposition of the Board of Supervisors are in line with the requirements of laws and regulations. Supervisors perform their duties inaccordance with the Rules of Procedure for the Board of Supervisors, and supervise the Company’s major transactions, relatedtransactions, financial status, and the legitimacy and compliance of directors’ and executives’ job performance.e. About performance evaluation and the incentive and restraint mechanismThe Remuneration and Evaluation Committee is set up under the Board of Directors, which has formulated the Working Rules of theRemuneration and Evaluation Committee, established and implemented the performance evaluation system, and defined a scientificsystem of indicators. The various centers, product lines, and departments make full use of the performance management tools to
ensure objectives and performance plans are under control. The manager-in-charge holds the primary accountability for realizingannual objectives and performance plans of the respective department. Each department further breaks down the work plan intomonthly and weekly tasks, and strives to achieve performance indicators on time, in quality and quantity, hence to ensure thedelivery of the Company's annual objectives. All accountable organizations and all employees are subject to regular performanceevaluation and objective assessment, and the evaluation results are used as the foundation for determining employees’ remuneration,promotion/demotion, appraisal and job transfer.f. About information disclosure and transparencyIn strict accordance with relevant laws and regulations, as well as the requirements in the Information Disclosure ManagementProcedures and the Investor Relations Management Procedures, the Company fairly discloses the relevant information in a truthful,accurate, timely, and complete manner. The Company's Board Secretary is appointed to take charge of information disclosure,coordinate the relations between the Company and investors, receive investors’ visits, reply investors' inquiries, and provide investorswith the information disclosed by the Company. The Company has also designated www.cninfo.com.cn as the website for disclosingcompany information, China Securities Journal, Securities Times, Securities Daily and Shanghai Securities News as the newspapersfor disclosing the Company’s periodical reports, hence to ensure that all shareholders of the Company are informed of with equalopportunities.g. About stakeholdersThe Company fully values and safeguards the legitimate rights and interests of relevant stakeholders, attaches great importance to theCompany's social responsibilities, actively collaborates with relevant stakeholders, and enhances communication and exchange withall parties, so as to realize the coordination and balance of the interests of shareholders, employees, society and other parties, andjointly promote the sustainable and healthy development of the Company.Whether there is a material difference between the actual situation of corporate governance and laws, administrative regulations andthe CSRC regulations on the governance of listed companies
□ Yes √ No
There is no material difference between the actual situation of corporate governance and laws, administrative regulations and theCSRC regulations on the governance of listed companiesII. The specific measures taken by the controlling shareholders and actual controllers toensure the independence of the Company's assets, personnel, finance, organization andbusinessThe Company is capable of operating its business independently and has set up a complete operation and management system that isindependent from the controlling shareholder in terms of business, personnel, assets, organization, and finance.III. Horizontal competition
□ Applicable √ Not Applicable
IV. Information on the annual Shareholders’ Meeting and the extraordinary generalmeeting(s) held in the reporting period
1. The shareholders’ meeting in the reporting period
Session | Type | Investor Participation % | Date of Meeting | Date of Disclosure | Resolution(s) |
The First Extraordinary General Meeting in 2021 | Extraordinary General Meeting | 44.50% | Apr. 16, 2021 | Apr. 16, 2021 | No. 202-020 Announcement on the Resolutions of the First Extraordinary General Meeting in 2021 on http://www.cninfo.com.cn |
2020 Annual Shareholders’ Meeting | Annual Shareholders’ Meeting | 37.63% | May 18, 2021 | May 18, 2021 | No. 202-041 Announcement on the Resolutions of the 2020 Annual Shareholders’ Meeting in 2021 on http://www.cninfo.com.cn |
The Second Extraordinary General Meeting in 2021 | Extraordinary General Meeting | 37.67% | Aug. 20, 2021 | Aug. 20, 2021 | No. 202-063 Announcement on the Resolutions of the Second Extraordinary General Meeting in 2021 on http://www.cninfo.com.cn |
The Third Extraordinary General Meeting in 2021 | Extraordinary General Meeting | 46.52% | Dec. 20, 2021 | Dec. 20, 2021 | No. 202-095 Announcement on the Resolutions of the Third Extraordinary General Meeting in 2021 on http://www.cninfo.com.cn |
2. The extraordinary general meeting(s) requested by preference shareholders with restored voting rights
□ Applicable √ Not Applicable
V. The Company’s voting rights difference arrangement
□ Applicable √ Not Applicable
VI. Corporate governance with the red-chip architecture
□ Applicable √ Not Applicable
VII. Directors, Supervisors and Executives
1. Basic Situation
Name | Title | Status | Gender | Age | Office starts on | Office ends on | Shares held at the beginning of the period | Shares increased during the period | Shares decreased during the period | Other changes (shares) | Shares held at the end of the period | Reason for changes in shares |
Cao Renxian | Chairman and President | Incumbent | Male | 54 | Dec. 8, 2016 | May 19, 2023 | 451,008,000 | 451,008,000 | - | |||
Zhang Xucheng | Vice Chairman | Incumbent | Male | 50 | May 19, 2020 | May 19, 2023 | 200,000 | 50,000 | 150,000 | Sell | ||
Zheng Guibiao | Director, SVP | Incumbent | Male | 54 | Dec. 8, 2016 | May 19, 2023 | 13,076,360 | 1,100,000 | 11,976,360 | Sell | ||
Zhao Wei | Director, SVP | Incumbent | Male | 49 | Dec. 8, 2016 | May 19, 2023 | 8,076,000 | 1,000,000 | 7,076,000 | Sell | ||
Liu Zhen | Director | Incumbent | Male | 46 | Dec. 8, 2016 | May 19, 2023 | - | |||||
Li Mingfa | Ind. Director | Incumbent | Male | 59 | May 19, 2020 | May 19, 2023 | - | |||||
Li Baoshan | Ind. Director | Incumbent | Male | 69 | Dec. 8, 2016 | May 19, 2023 | - | |||||
Gu Guang | Ind. Director | Incumbent | Female | 59 | May 19, 2020 | May 19, 2023 | - | |||||
Tao Gaozhou | Chairman of the Board of Supervisors | Incumbent | Male | 51 | Dec. 8, 2016 | May 19, 2023 | - | |||||
He Wei | Employee Supervisor | Incumbent | Male | 47 | Dec. 8, 2016 | May 19, 2023 | - | |||||
Li Xiaomei | Employee Supervisor | Incumbent | Female | 54 | Dec. 8, 2016 | May 19, 2023 | - | |||||
Gu Yilei | SVP | Incumbent | Male | 44 | Dec. 11, 2018 | May 19, 2023 | 600,000 | 150,000 | 450,000 | Sell | ||
Zhang Youquan | VP | Incumbent | Male | 55 | Dec. 8, 2016 | May 19, 2023 | 300,000 | 75,000 | 225,000 | Sell | ||
Chen Zhiqiang | VP | Incumbent | Male | 42 | Dec. 8, 2016 | May 19, 2023 | 500,000 | 125,000 | 375,000 | Sell | ||
Wu Jiamao | VP | Incumbent | Male | 50 | Dec. 8, 2016 | May 19, 2023 | 500,000 | 125,000 | 375,000 | Sell | ||
Cheng | VP | Incumbe | Male | 42 | Dec. 8, | May 19, | 500,000 | 125,000 | 375,000 | Sell |
Cheng | nt | 2016 | 2023 | |||||||||
Xie Xiaoyong | VP | Incumbent | Male | 46 | Aug. 14, 2017 | May 19, 2023 | 400,000 | 100,000 | 300,000 | Sell | ||
Deng Dejun | VP | Incumbent | Male | 46 | Dec. 11, 2018 | May 19, 2023 | 492,905 | 123,226 | 369,679 | Sell | ||
Li Guojun | Finance Director | Incumbent | Male | 47 | Dec. 8, 2016 | May 19, 2023 | 1,480,000 | 280,000 | 1,200,000 | Sell | ||
Li Shun | VP | Incumbent | Male | 45 | Oct. 29, 2020 | May 19, 2023 | 25,000 | 25,000 | - | |||
Peng Chaocai | VP | Incumbent | Male | 45 | Oct. 29, 2020 | May 19, 2023 | 105,000 | 26,250 | 78,750 | Sell | ||
Lu Yang | VP, Board Secretary | Incumbent | Male | 40 | Oct. 21, 2021 | May 19, 2023 | - | |||||
Total | -- | -- | -- | -- | -- | -- | 477,263,265 | 0 | 3,279,476 | 473,983,789 | -- |
Resignation of directors/supervisors or dismissal of executives within the term of office during the reporting period
□ Yes √ No
Changes in directors, supervisors and executives of the Company
√ Applicable □ Not Applicable
Name | Position | Type | Date | Reason |
Xie xiaoyong | Board Secretary | Departure | Oct. 21, 2021 | In order to implement the Company's strategy, Mr. Xie Xiaoyong resigned from the position of Board Secretary and continued to serve as the Vice President. |
Lu Yang | VP, Board Secretary | Appointment | Oct. 21, 2021 | Appointment |
2. Incumbents Overview
The professional background, main work experience and job responsibilities of current directors, supervisors and executives of theCompany
(1) Directors
Mr. Cao Renxian, Chinese national with no permanent residency overseas, born in July 1968, master degree, and researcher, iscurrently a delegate of the 13th National People's Congress and the chairman of the China Photovoltaic Industry Association. Mr.Cao Renxian was one of the faculty of Hefei University of Technology from June 1993 to 1998, and worked in Sungrow PowerSupply Co., Ltd. from July 1998 to July 2001. He served the role of Executive Director and General Manager of Sungrow PowerSupply Co., Ltd. from July 2001 to August 2007, followed by the role of Chairman and General Manager from August 2007 to date.He is the current Chairman and President of Sungrow.Mr. Zhang Xucheng, Chinese national with no permanent residency overseas, born in June 1972, master degree. He served the roles
of Vice Procurement Manager, Logistics Manager, Human Resources Manager and Senior Vice President of Sungrow. He is currentlythe Vice Chairman of Sungrow, and the Executive Director and President of Sungrow Renewables Development Co., Ltd.Mr. Zheng Guibiao, Chinese national with no permanent residency overseas, born in May 1968, master degree, and senior engineer.He served the roles of Vice General Manager and Director of Sungrow, and is currently the Director and Senior Vice President ofSungrow.Mr. Zhao Wei, Chinese national with no permanent residency overseas, born in December 1973, Ph.D., and senior engineer. Heserved the roles of Vice Director of Sungrow R&D Center, Vice General Manager and Director, and is currently the Director andSenior Vice President of Sungrow.Mr. Liu Zhen, Chinese national with no permanent residency overseas, born in September 1976, master degree. He was the Directorof the General Manager's Office of Anhui Guofeng Group Co., Ltd., the Board Secretary, Vice General Manager, Director andGeneral Manager of Anhui Guotong High-Tech Pipes Industry Co., Ltd., Vice General Manager of Anhui Xinhua Group InvestmentCo., Ltd. and Executive Director of Beijing Huadi Investment Co., Ltd., Executive President of Anhui Nanxiang Wanshang LogisticsIndustry Co., Ltd., Director and General Manager of Anhui Zhiying Investment Co., Ltd. He is currently a director of Sungrow andthe Chairman of Anhui Anyuan Investment Fund Management Co., Ltd.Mr. Li Mingfa, Chinese national with no permanent residency overseas, born in February 1963, Ph.D., Level 2 professor and doctoralsupervisor of Anhui University. He was Director of the Law School of Anhui University and the Executive Vice Director of theGraduate School of Anhui University. He is currently the Executive Director of the Civil Law Research Association of the China LawSociety, the Vice Director-General of the Anhui Civil and Commercial Law Research Association, the Legal Adviser of the StandingCommittee of the Anhui Provincial People's Congress, and the Expert Advisor of the Anhui Provincial People's Procuratorate. He iscurrently an independent director of Sungrow and an independent director of Anhui Wantong Technology Co., Ltd.Mr. Li Baoshan, Chinese national with no permanent residency overseas, born in March 1953, bachelor, and senior engineer. He wasa research intern of the Energy Research Institute of the State Development and Reform Commission, an engineer of the AgriculturalEngineering Design and Research Institute of the Ministry of Agriculture, a vice section chief, researcher and vice inspector in theDepartment of High and New Technology Development of the Ministry of Science and Technology. He is currently an independentdirector of Sungrow, the Vice Chairman of China Renewable Energy Society, an independent director of CECEP Wind Power Co.,Ltd., and an independent director of Titan Wind Energy (Suzhou) Co., Ltd.Ms. Gu Guang, Chinese national with no permanent residency overseas, born in July 1963, master degree, a certified publicaccountant of China (non-practicing member). She graduated from the Department of Economics of Anhui University in 1986, andhas been teaching at the university ever since. She was the Vice Director and Director of the Accounting Department of AnhuiUniversity’s Business School, and the Director of the Financial Management Department, and is currently an associate professor ofAnhui University Business School, an MPAcc advisor and the Director of the MPAcc Education Center. She is also an independentdirector of Anhui Shanhe Pharmaceutical Excipients Co., Ltd., Anhui Antai Technology Co., Ltd., Anhui Taida New Materials Co.,Ltd., Anhui Wanken Seeds Industry Co., Ltd., Anhui Hongyu Wuzhou Medical Manufacturer Co., Ltd., and an independent directorof Sungrow.
(2) Supervisors
Mr. Tao Gaozhou, Chinese national with no permanent residency overseas, born in March 1971, master degree, and senior engineer.He was the Manager of Structure Department and Supervisor of Sungrow, and is currently Chairman of Sungrow's SupervisoryCommittee and Director of the Industrial Design Center.Mr. He Wei, Chinese national with no permanent residency overseas, born in October 1975, master degree. He was the BusinessPlanning Manager and Logistics Assurance Manager of Sungrow. He is currently the Employee Representative Supervisor ofSungrow and the General Manager of the Administrative Center.Ms. Li Xiaomei, Chinese national with no permanent residency overseas, born in November 1968, bachelor degree. She was theProcess Technology Manager of Sungrow R&D Center, the PV System Engineering Technology Manager, and a Senior InternalAudit Specialist of the System Management Team of the Power Station Division. She is currently the Employee Representative
Supervisor of Sungrow and a Senior SQE Engineer of the Supply Chain Quality Technology Department.
(3) Executives
Mr. Cao Renxian, President. Refer to the introduction in “(1) Directors” for details.Mr. Zheng Guibiao, Senior Vice President. refer to the introduction in “(1) Directors” for details.Mr. Zhao Wei, Senior Vice President. refer to the introduction in “(1) Directors” for details.Mr. Gu Yilei, Chinese national with no permanent residency overseas, born in February 1978, Ph.D. He has successively worked inZhongda Simike Electronics Co., Ltd. (Delta Group), Shenzhen Kangdawei Electronic Technology Co., Ltd., Santak Electronics(Shenzhen) Co., Ltd., and Eaton (China) Investment Co., Ltd. He joined Sungrow in September 2015, and successively served theroles of Vice Director of the Sungrow Research Institute, Director of the Central Research Institute. He is currently the Senior VicePresident of Sungrow and President of the Solar Storage Division.Mr. Zhang Youquan, Chinese national with no permanent residency overseas, born in April 1967, master degree, and senior engineer.He was the Vice Chief Engineer of Sungrow Hefei, Director of the Product Management Center, Chairman of the SupervisoryCommittee and Vice General Manager of Sungrow. He is currently the Vice President of Sungrow.Mr. Chen Zhiqiang, Chinese national with no permanent residency overseas, born in April 1980, graduated from the University ofScience and Technology of China in 2020 with a master degree, and a certified quality engineer of China. He was the Quality ControlSupervisor, Quality Control Manager, Management Representative, Quality Director, Employee Supervisor, and Chairman of theBoard of Supervisors of Sungrow. He is currently the Vice President of Sungrow.Mr. Wu Jiamao, Chinese national with no permanent residency overseas, born in September 1972, master degree. He worked forAnhui Ningguo Shuangjin Group previously and joined Sungrow in March 2005. He successively served the roles of Sales Managerof Sungrow, General Manager of Shanghai Yangfeng Power Supply Co., Ltd., General Manager of Sungrow Shanghai Company,and is currently the Vice President of Sungrow and the Vice President of the Solar Storage Division.Mr. Cheng Cheng, Chinese national with no permanent residency overseas, born in October 1980, master degree. He worked forShanghai Haihong Industrial (Group) Chaohu Jinchen Pharmaceutical Co., Ltd. previously, and joined Sungrow in November 2005.He successively served the roles of Manager of Sungrow’s Northwest Region, General Manager of Domestic PV Sales Division, andis currently the Vice President of Sungrow and the President of the Hydrogen Energy Division.Mr. Xie Xiaoyong, Chinese national with no permanent residency overseas, born in September 1976, master degree. He worked forXuancheng Administration for Industry and Commerce, Yiren (Ningbo) Arts & Crafts Co., Ltd., Wison Marine Engineering Co., Ltd.previously, and joined Sungrow in October 2009. He successively served the roles of Human Resources Manager, Strategic PlanningManager, Operation Director, General Manager of the Strategy Center of Sungrow, and is currently the Vice President of Sungrow.Mr. Deng Dejun, Chinese national with no permanent residency overseas, born in September 1976, bachelor degree. He worked forMaanshan Iron and Steel Co., Ltd., Foxconn Technology Group, Philips Electronics, and Great Wall Development Technology Co.,Ltd. previously. After joining Sungrow in January 2011, he successively served the role of Production Planning Manager, ProductionPlanning Manager and Vice General Manager of the Gansu Division, Manufacturing Director of the Production Center andProduction Planning Manager, Vice General Manager of the Production Center, and General Manager of the Production Center. Heis currently the Vice President of Sungrow and the General Manager of the Production Center.Mr. Li Guojun, with no permanent residency overseas, born in November 1975, Ph.D., member of the first Business AccountingStandards Advisory Committee of the Ministry of Finance, and a member of the third Management Accounting Advisory Panel ofthe Ministry of Finance. He worked for Zhejiang Chint Electric Co., Ltd. previously as the General Manager of Finance Center, andis currently the Finance Director of Sungrow.Mr. Li Shun, Chinese national with no permanent residency overseas, born in January 1977, master degree. He worked for ChinaAcademy of Engineering Physics, Santak Electronics (Shenzhen) Co., Ltd., and Samil Power Co., Ltd. After joining Sungrow, hesuccessively served the roles of Director of Small-to-Medium Power Products, Director of String Products, and Vice President of theSolar Storage Division. He is currently the Vice President of Sungrow and Vice President of the Solar Storage Division.Mr. Peng Chaocai, Chinese national with no permanent residency overseas, born in December 1977, master degree. He worked for
Shangqiu Experimental Middle School, Sinoma Technology Wind Power Blade Co., Ltd., and Delta Electronics (Shanghai) Co., Ltd.before joining Sungrow as President of the Wind Energy Division. He is currently the Vice President of Sungrow and President ofthe Wind Energy Division.Mr. Lu Yang, Chinese national with no permanent residency overseas, born in October 1982, master degree. He worked previouslyfor State Nuclear Power Technology Corporation, Beijing Zhenglue Junce Management Consulting Co., Ltd., and ENN Group Co.,Ltd. In August 2016, he joined Sungrow and successively served the roles of Strategic Planning Manager, Strategic PlanningDirector, and General Manager of the Strategy Center. He is currently the Vice President, Board Secretary, and General Manager ofthe Strategy Center of Sungrow.Positions in organizations as a shareholder
□ Applicable √ Not Applicable
Positions in other organizations
√ Applicable □ Not Applicable
Name | Organization | Position | Office starts on | Office ends on | Paid by the Organization |
Cao Renxian | Hefei Renshang Enterprise Management Co., Ltd. | Supervisor | No | ||
Liu Zhen | Anhui Anyuan Investment Fund Management Co., Ltd. | Chairman | Yes | ||
Liu Zhen | Lu'an Anyuan Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Fuyang Anyuan Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Xuancheng Anyuan Innovation Venture Capital Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Suzhou Anyuan Innovation Venture Capital Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Chuzhou Anyuan Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Huangshan Anyuan Modern Service Industry Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Tongling Anyuan Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Anhui Anyuan Innovation Wanbei Venture Capital Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Anqing Anyuan Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Huaibei Anyuan Investment Fund Co., Ltd. | Chairman | No | ||
Liu Zhen | Anhui Anyuan Innovation Venture Capital Fund Co., Ltd. | Director, GM | No | ||
Li Mingfa | Anhui Wantong Technology Co., Ltd. | Ind. Director | Yes | ||
Li Mingfa | Anhui Estone Material Technology Co., Ltd. | Ind. Director | Yes | ||
Li Mingfa | Wuhu Sanlian Forging Co., Ltd. | Ind. Director | Yes | ||
Li Mingfa | Tongling Jingqiang Electronic Technology Co., Ltd. | Ind. Director | Yes |
Li Baoshan | China Renewable Energy Society | Vice Chairman, Secretary | Yes | ||
Li Baoshan | Titan Wind Energy (Suzhou) Co., Ltd. | Ind. Director | Yes | ||
Li Baoshan | CECEP Wind Power Co., Ltd. | Ind. Director | Yes | ||
Gu Guang | Anhui Shanhe Pharmaceutical Excipients Co., Ltd. | Ind. Director | Yes | ||
Gu Guang | Anhui Antai Technology Co., Ltd. | Ind. Director | Yes | ||
Gu Guang | Anhui Taida New Materials Co., Ltd. | Ind. Director | Yes | ||
Gu Guang | Anhui Wanken Seeds Industry Co., Ltd. | Ind. Director | Yes | ||
Gu Guang | Anhui Hongyu Wuzhou Medical Manufacturer Co., Ltd. | Ind. Director | Yes | ||
Xie Xiaoyong | Hefei Shangneng Enterprise Management Co., Ltd. | Exe. Director, GM | No | ||
Zhang Xucheng | Xuzhou Chuneng New Energy Engineering Co., Ltd. | Exe. Director | No |
Penalties imposed by securities regulators in the past three years on incumbent directors, supervisors, executives and those departedin the reporting period
□ Applicable √ Not Applicable
3. Remuneration of Directors, Supervisors and ExecutivesThe procedure for determining remuneration for directors, supervisors and executives, the ground for determination, and the actualpaymentProcedure for determination: Remuneration of the Company's directors and supervisors is determined by the shareholders' meeting,and remuneration of executives is determined by the Board of Directors. Directors, supervisors and executives who hold offices inthe Company receive remuneration according to their specific positions.Ground for determination: Remuneration of directors, supervisors and executives is determined and paid in accordance with theprovisions in the Working Rules of the Remuneration and Evaluation Committee defined by the Board of Directors, taking intoconsideration of their respective business performance, professional competency, job ranking and other evaluation results.Actual payment: Remuneration of directors, supervisors and executives has been paid in full according to the predefined standard.
Remuneration of Directors, Supervisors and Executives of the Company during the Reporting Period
(in KRMB)
Name | Position | Gender | Age | Status | Total remuneration before tax | Paid by related party of the Company |
Cao Renxian | Chairman, President | Male | 54 | Incumbent | 2800 | No |
Zhang Xucheng | Vice Chairman | Male | 50 | Incumbent | 2250 | No |
Zheng Guibiao | Director, SVP | Male | 54 | Incumbent | 1800 | No |
Zhao Wei | Director, SVP | Male | 49 | Incumbent | 2200 | No |
Liu Zhen | Director | Male | 46 | Incumbent | No | |
Li Mingfa | Ind. Director | Male | 59 | Incumbent | 80 | No |
Li Baoshan | Ind. Director | Male | 69 | Incumbent | 80 | No |
Gu Guang | Ind. Director | Female | 59 | Incumbent | 80 | No |
Tao Gaozhou | Chairman of the Board of Supervisors | Male | 51 | Incumbent | 800 | No |
He Wei | Employee Supervisor | Male | 47 | Incumbent | 800 | No |
Li Xiaomei | Employee Supervisor | Female | 54 | Incumbent | 500 | No |
Gu Yilei | SVP | Male | 44 | Incumbent | 6000 | No |
Zhang Youquan | VP | Male | 55 | Incumbent | 1300 | No |
Chen Zhiqiang | VP | Male | 42 | Incumbent | 1600 | No |
Wu Jiamao | VP | Male | 50 | Incumbent | 5000 | No |
Cheng Cheng | VP | Male | 42 | Incumbent | 1200 | No |
Xie Xiaoyong | VP | Male | 46 | Incumbent | 1640 | No |
Deng Dejun | VP | Male | 46 | Incumbent | 1500 | No |
Li Guojun | Finance Director | Male | 47 | Incumbent | 1300 | No |
Li Shun | VP | Male | 45 | Incumbent | 2800 | No |
Peng Chaocai | VP | Male | 45 | Incumbent | 2000 | No |
Lu Yang | VP, Board Secretary | Male | 40 | Incumbent | 1200 | No |
Total | -- | -- | -- | -- | 36,930 | -- |
VIII. Directors' Performance of Duties During the Reporting Period
1. Board meetings during the reporting period
Session | Date of Meeting | Date of Disclosure | Resolution(s) |
The 6th meeting of the fourth Board of Directors | February 2, 2021 | February 3, 2021 | No. 2021-004 Announcement on Resolutions of the Sixth Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
The 7th meeting of the fourth | March 31, 2021 | April 1, 2021 | No. 2021-015 Announcement on Resolutions of the |
Board of Directors | Seventh Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn | ||
The 8th meeting of the fourth Board of Directors | April 26, 2021 | April 27, 2021 | No. 2021-023 Announcement on Resolutions of the Eighth Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
The 9th meeting of the fourth Board of Directors | April 28, 2021 | April 29, 2021 | The 2021 First Quarter Report on http://www.cninfo.com.cn |
The 9th meeting of the fourth Board of Directors | June 15, 2021 | June 16, 2021 | No. 2021-046 Announcement on Resolutions of the Ninth Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
The 10th meeting of the fourth Board of Directors | August 4, 2021 | August 5, 2021 | No. 2021-056 Announcement on Resolutions of the Tenth Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
The 11th meeting of the fourth Board of Directors | August 27, 2021 | August 28, 2021 | No. 2021-067 Announcement on Resolutions of the Eleventh Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
The 12th meeting of the fourth Board of Directors | October 21, 2021 | October 21, 2021 | No. 2021-074 Announcement on Resolutions of the Twelfth Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
The 13th meeting of the fourth Board of Directors | October 28, 2021 | October 29, 2021 | No. 2021-082 The 2021 Third Quarter Report on http://www.cninfo.com.cn |
The 13th meeting of the fourth Board of Directors | December 03, 2021 | December 04, 2021 | No. 2021-087 Announcement on Resolutions of the Thirteenth Meeting of the Fourth Board of Directors on http://www.cninfo.com.cn |
2. Directors’ presence at Board Meetings and Shareholders’ Meetings
Directors’ presence at Board Meetings and Shareholders’ Meetings | |||||||
Director | Board meetings to be attended in the period | In-person presence at board meetings | Audio/Video presence at board meetings | Delegate presence at board meetings | Absence from board meetings | Failed in-person presence at two consecutive board meetings | Presence at shareholders’ meetings |
Cao Renxian | 8 | 0 | 8 | 0 | 0 | No | 4 |
Zhang Xucheng | 8 | 0 | 8 | 0 | 0 | No | 4 |
Zheng Guibiao | 8 | 0 | 8 | 0 | 0 | No | 4 |
Zhao Wei | 8 | 0 | 8 | 0 | 0 | No | 4 |
Liu Zhen | 8 | 0 | 8 | 0 | 0 | No | 4 |
Li Baoshan | 8 | 0 | 8 | 0 | 0 | No | 4 |
Gu Guang | 8 | 0 | 8 | 0 | 0 | No | 4 |
Li Mingfa | 8 | 0 | 8 | 0 | 0 | No | 4 |
Explanation on failing in-person presence at two consecutive board meetingsNo directors failed in-person presence at two consecutive board meetings during the reporting period.
3. Objections raised by directors to matters related to the Company
Whether there were objections raised by directors to matters related to the Company
□ Yes √ No
No directors raised any objection to matters related to the Company during the reporting period.
4. Other explanations on directors’ performance of duties
Whether suggestions made by directors were accepted
√ Yes □ No
Explanation on accepting or rejecting suggestions made by directorsDuring the reporting period, all directors of the Company strictly followed the Company Law, the Securities Law, the GovernanceGuidelines for Listed Companies, Shenzhen Stock Exchange’s No. 2 Regulatory Guidelines for Listed Companies — StandardizedOperation of GEM-Listed Companies, as well as other relevant regulations and requirements in the Articles of Association and theBoard of Directors’ Rules of Procedure. All directors performed their duties in a diligent and conscientious way to ensure thoughtswere adequately exchanged, decisions were made in a timely and efficient manner, and the legitimate rights and interests of theCompany and all shareholders were safeguarded. During the reporting period, independent directors expressed independent views oncritical issues such as profit distribution and outbound guarantee, in order to safeguard the legitimate rights and interests of theCompany and all shareholders.IX. Operation of Special Committees under the Board of Directors During the ReportingPeriod
Committee | Members | Meetings | Date of Meetings | Content of Meeting | Important comments and suggestions made | Performance of other duties | Specific circumstances of objection (if any) |
The Strategy Committee | Cao Renxian, Zhang Xucheng, Zheng Guibiao | 1 | April 14, 2021 | Deliberation of the 2020 Work Report of the Board of Directors and the 2020 Work Report of the General Manager | Approved the proposal, and agree to submit the proposal for deliberation by the Board of Directors | None | None |
The Nomination Committee | Li Mingfa, Gu Guang, Cao Renxian | 1 | October 15, 2021 | Deliberation of the Proposal on the Appointment of the Vice President and Board Secretary | Unanimously agreed to appoint Mr. Lu Yang as the Company's Vice President and Board Secretary, and submit the proposal for deliberation by the Board of Directors | None | None |
The Remuneration and Evaluation Committee | Li Baoshan, Li Mingfa, Zhang Xucheng | 1 | April 14, 2021 | Deliberation of the Proposal on the 2020 Remuneration of Directors, Supervisors and Executives | Approved the proposal, and agree to submit the proposal for deliberation by the Board of Directors | None | None |
The Audit Committee | Gu Guang, Li Baoshan, Zheng Guibiao | 4 | April 14, 2021 | 1. Deliberation of the Proposal on the Company's 2020 Annual Report and its Abstract; 2. Deliberation of the Proposal on Re-Engaging the Auditing Office in 2021 | Approved the proposal, and agree to submit the proposal for deliberation by the Board of Directors | None | None |
April 16, 2021 | Deliberation of the Proposal on the Company's 2021 First Quarter Report | Approved the proposal, and agree to submit the proposal for deliberation by the Board of Directors | None | None | |||
August 13, 2021 | Deliberation of the Proposal on the Company's 2021 Half Year | Approved the proposal, and agree to submit the proposal for | None | None |
Report | deliberation by the Board of Directors | |||
October 15, 2021 | Deliberation of the Proposal on the Company's 2021 Third Quarter Report | Approved the proposal, and agree to submit the proposal for deliberation by the Board of Directors | None | None |
X. Operation of the Board of SupervisorsWhether the Board of Supervisors identified any risks during the monitoring activities in the reporting period
□ Yes √ No
The Board of Supervisors had no objections to matters subject to supervision in the reporting period.XI: Employees
1. The number of employees and their professional and educational background
Incumbent employees of the parent company at the end of the period | 3,502 |
Incumbent employees of major subsidiaries at the end of the period | 3,224 |
Total incumbent employees at the end of the period | 6,726 |
Total number of employees receiving remuneration in the current period | 6,726 |
Retirees to be financially supported by the parent company and major subsidiaries | 0 |
Professional Background | |
Profession Split | Head Count |
Production | 1,809 |
Sales | 1,334 |
Technical | 2,734 |
Financial | 107 |
Administration | 742 |
Total | 6,726 |
Educational Background | |
Education Level | Head Count |
Doctor | 45 |
Master | 1,496 |
Bachelor | 3,089 |
College Graduate and below | 2,096 |
Total | 6,726 |
2. Remuneration policy
Competitive remuneration stimulates employees’ enthusiasm and creativity, and promotes the sustainable growth of the Company. Inconsideration of the Company’s strategic development needs and based on the different stages of business development (maturebusiness for profit contribution and seeding business for rapid growth), the Company designed targeted incentive plans incorporatingthe medium- and long-term objectives, thereby promoting the sustainable development of the various businesses. The Company alsomade remuneration adjustments according to the relevant national laws and regulations on human resources management, the marketstatus, and employees' individual job performance, so as to allow employees to receive reasonable returns, and establish aremuneration and performance management system that takes into account of internal fairness and external competitiveness.
3. Training plan
The Company attached great importance to employee development, paid attention to growing employees' technical skills andcomprehensive competency, and therefore established a robust training system. The Company clarified the annual training needs incombination with the corporate development objectives and the work targets of each department, formulated a complete annualtraining plan, and established a hierarchical curriculum design. Induction training helped new employees quickly blend in, newmanager training helped managers get hold of basic management skills, and strategic leadership training helped middle- andhigh-level managers build strategic thinking and improve their management level. While engaging external trainers, the Companyalso set up an internal trainers’ team and trained a number of excellent internal trainers, so that employees' skills and competenciescould be improved through the combination of internal and external training, a learning map could be created, and a learningorganization could be established to better serve the business growth.
4. Labor outsourcing
□ Applicable √ Not Applicable
XII. Profit Distribution and Conversion of Capital Reserve into Share CapitalThe formulation, implementation or adjustment of the profit distribution policy, especially the cash dividend policy, during thereporting period
√ Applicable □ Not Applicable
The Company strictly implemented the profit distribution policy in accordance with the Articles of Association. The formulation andimplementation of the Company's cash dividend policy were aligned with the provisions in the Articles of Association and therequirements in the resolution of the shareholders' meeting. The dividend standard and proportion were clearly specified; the relevantdecision-making procedures and mechanisms were in place. Independent directors fulfilled their responsibilities and played theirroles, the minority shareholders fully expressed their opinions and demands, and the legitimate rights and interests of the minorityshareholders were adequately safeguarded.
Special Explanation on the Cash Dividend Policy | |
Whether it complied with the provisions in the Articles of Association or the requirements in the | Yes |
resolution(s) of the shareholders' meeting: | |
Whether the dividend standard and proportion were clearly specified: | Yes |
Whether the relevant decision-making procedures and mechanisms were in place: | Yes |
Whether independent directors performed their duties and played their roles: | Yes |
Whether minority shareholders had the opportunity to fully express their views and demands, and whether their legitimate rights and interests were adequately safeguarded: | Yes |
In the case of cash dividend policy modification or change, whether the conditions and procedures were compliant and transparent: | Yes |
The Company's profit distribution plan and capital reserve conversion plan for the reporting period were consistent with the relevantprovisions in the Articles of Association and the dividend management policy
√ Yes □ No □ Not Applicable
The Company's profit distribution plan and capital reserve conversion plan for the reporting period were in line with the relevantprovisions in the Articles of Association.Profit distribution and conversion of capital reserve into share capital for the year
Number of bonus shares for every 10 shares | 0 |
Dividend (in RMB) per 10 shares (tax inclusive) | 1.10 |
Number of shares transferred per 10 shares | 0 |
Equity base of the distribution plan (in shares) | 1,485,215,984 |
Cash dividend (in RMB) (tax inclusive) | 163,373,758.24 |
Cash dividend in other ways (such as share buyback) (in RMB) | 0.00 |
Total cash dividend (including those distributed in other ways) (in RMB) | 163,373,758.24 |
Distributable profit (in RMB) | 5,654,051,628.97 |
Total cash dividend (including those distributed in other ways) in total profit distribution | 100.00% |
Overview of this Cash Dividend | |
Other | |
Detailed description of the profit distribution or the capital reserve conversion plan | |
As audited and confirmed by RSM China (Special General Partnership), the net profit realized by the parent company in 2021 was RMB 1,227,313,062.34. After setting aside statutory reserves of RMB 122,731,306.23 at 10% of the net profit realized, the undistributed profit amounted to RMB 1,104,581,756.11. Adding up the undistributed profit of RMB 4,753,441,381.86 from the previous year and deducting the 2020 cash dividend of RMB 203,971,509 already distributed, the distributable profit of the parent company as of December 31, 2021 was RMB 5,654,051,628.97. According to the Company Law, the No. 3 Regulatory Guidelines for Listed Companies — Cash Dividends and the Articles of Association, and after comprehensive consideration of the Company's financial status, business development needs in the future and return to shareholders, the Company made the following profit distribution plan for 2021: Based on the current total share capital of 1,485,215,984 shares, the Company plans to distribute a cash dividend of RMB 1.1 (tax inclusive) for every 10 shares to all shareholders, with the total cash dividend amounting to RMB 163,373,758.24 (tax inclusive). The remaining undistributed profit will carry forward next year. No share capital was increased, and no bonus shares was issued this year. In the event that the Company’s total share capital changes prior to the execution of the distribution plan due to the |
The Company was profitable during the reporting period, the parent company made positive profits distributable to shareholders, butno cash dividend distribution plan was proposed
□ Applicable √ Not Applicable
XIII. Progress of the Company's Equity Incentive Plan, Employee Stock Ownership Plan orOther Employee Incentive Measures
√ Applicable □ Not Applicable
a. Equity IncentivesThe 2017 Restricted Stock Incentive Plan:
1. On March 17, 2017, the Company held the 2nd meeting of the third Board of Directors, at which the 2017 Restricted StockIncentive Plan (Draft) and its abstract, the Assessment Measures for the Implementation of the 2017 Restricted Stock IncentivePlan, and the Proposal on Requesting the Shareholders’ Meeting to Authorize the Board of Directors to Proceed with the EquityIncentive Related Initiatives were reviewed and approved. On the same day, independent directors expressed independent viewson the incentive object’s qualification and the specific contents of the restricted stock incentive plan, as well as on whether itcontributed to the sustainable development of the Company and whether there were any signs of compromising the benefits ofthe Company and all shareholders.
2. On April 5, 2017, the Company held the first extraordinary general meeting in 2017, at which the 2017 Restricted Stock IncentivePlan (Draft) and its abstract, the Assessment Measures for the Implementation of the Restricted Stock Incentive Plan, and theProposal on Requesting the Shareholders’ Meeting to Authorize the Board of Directors to Proceed with the Equity IncentiveRelated Initiatives were reviewed and approved. The Board of Directors was authorized to deal with the changes andterminations of the Plan according to the provisions in the Company's 2017 Restricted Stock Incentive Plan, including but notlimited to revoking the incentive object’s qualifications for unlocking restricted shares, buying back and cancelling restrictedshares held by incentive objects that have not been unlock.
3. On May 23, 2017, the Company held the 4th meeting of the third Board of Directors, at which the Proposal on Adjusting the
Incentive Objects of the 2017 Restricted Stock Incentive Plan and the Granting Quantity, and the Proposal on GrantingRestricted Stock to Incentive Objects were reviewed and approved. Since 21 of the Company’s original incentive objects,including Sun Zhonghe and Liu Xueliang, resigned and were no longer eligible for incentive granting as per the Restricted StockIncentive Plan, the Company cancelled a total of 1.54 million restricted shares that were not granted to those 21 formeremployees yet. After the adjustment, the number of incentive objects qualifying the first grant of Company's Restricted StockIncentive Plan changed from 518 to 497, and the number of restricted shares granted changed from 36 million to 34.46 million.In addition, the Company also decided to take May 23, 2017 as the granting date and grant 34.46 million restricted shares to 497incentive objects. Independent directors expressed independent views on the adjustment of the incentive plan and the granting ofrestricted shares, agreed that the Board of Directors should adjust the restricted stock incentive objects and the number of grants,and agreed to take May 23, 2017 as the first granting date to grant restricted shares to incentive objects according to theRestricted Stock Incentive Plan.
4. On August 14, 2017, the Company held the 6th meeting of the third Board of Directors, at which the Proposal on Adjusting the
Buyback Price of Restricted Shares and the Buyback and Cancelling of Some Restricted Shares was reviewed and approved.
Since the Company’s 2016 benefits distribution and incentive objects Xiao Yongli, Sun Wei, and Wang Guowei resigned, theCompany's restricted share buyback price was adjusted to RMB 5.2112 per share, a total of 310,000 restricted shares granted toXiao Yongli, Sun Wei, and Wang Guowei but not unlocked were bought back and cancelled. Independent directors expressedindependent views on the above matters and agreed to buy back and cancel the restricted shares granted to Xiao Yongli, Sun Wei,and Wang Guowei but not unlocked.
5. On December 28, 2017, the Company held the 8th meeting of the third Board of Directors, at which the Proposal on the Buybackand Cancelling of Some Restricted Shares was reviewed and approved. Since the incentive objects Zhou Chao, Feng Hongyan,Qian Jing resigned, a total of 180,000 restricted shares granted to Zhou Chao, Feng Hongyan, Qian Jing but not unlocked werebought back at the buyback price of RMB 5.2112 per share and cancelled. Independent directors expressed independent views onthe above matters and agreed to buy back and cancel the restricted shares granted to Zhou Chao, Feng Hongyan, Qian Jing butnot unlocked.
6. On March 21, 2018, the Company held the 10th meeting of the third Board of Directors, at which the Proposal on Granting theReserved Part of the 2017 Restricted Stock Incentive Plan was reviewed and approved. The Company decided to take March 21,2018 as the granting date and granted 4 million reserved restricted shares to 108 incentive objects. Independent directorsexpressed independent views on the proposal, agreed that the method used to confirm incentive object’s qualification for thereserved part was legitimate and effective, and the granting date decided was in line with the relevant regulations.
7. On April 23, 2018, the Company held the 11th meeting of the third Board of Directors, at which the Proposal on Adjusting theIncentive Objects and Granting Quantity for the Reserved Part of the 2017 Restricted Stock Incentive Plan was reviewed andapproved. The Board of Directors decided to make the following adjustments to the incentive objects involved and the grantingquantity for the reserved part of the 2017 Restricted Stock Incentive Plan: the number of incentive objects for the reserved part ofthe restricted stock plan changed from 108 to 107, and the first granting quantity changed from 4 million shares to 3.98 millionshares. On the same day, the 9th meeting of the third Board of Supervisors was held to verify the list of incentive objects to begranted. Independent directors expressed independent views on the proposal.
8. On May 30, 2018, the Company held the 12th meeting of the third Board of Directors, at which the Proposal on the Achievementof Unlocking Conditions for Stage I of the First Batch of Restricted Shares Granted in 2017 was reviewed and approved. It wasagreed that the unlocking of the Stage I restricted shares in the first batch granted in 2017 should be proceeded with according tothe relevant provisions of the 2017 Restricted Stock Incentive Plan. A total of 491 incentive objects were eligible for thisunlocking, and the number of restricted shares that could be unlocked was 8,482,500, accounting for 0.58% of the Company'stotal share capital at present.
9. On August 14, 2018, the Company held the 14th meeting of the third Board of Directors, at which the Proposal on Adjusting theBuyback Price of Restricted Shares and the Buyback and Cancelling of Some Restricted Shares was reviewed and approved.Since the original incentive objects Ling Chengxuan, Gao Chunying, Ning Jian, Zheng Chunguo, Ni Shenggeng, Sun Wei, ChenShengjun, Dong Yi, Kong Shuang, Jiang Liqun, He Changing, Zhao Mingjian, Zhang Yong, Xu Chuanfu, Liu Meng, and FangYing resigned, according to the relevant provisions of the Company's equity incentive plan, all the restricted shares that weregranted to them but not unlocked should be bought back and cancelled by the Company. The buyback quantity was 745,000shares, and the buyback price was RMB 5.1314 and RMB 8.8002 per share according to the respective time of granting.
10. On December 11, 2018, the Company held the 16th meeting of the third Board of Directors, at which the Proposal on theBuyback and Cancelling of Some Restricted Shares was reviewed and approved. Since the original incentive objects XieMingfeng, Tang Yongming, Wang Baochen, Deng Jun, Huang Yulong, GUo Zhengbin, Zhang Haiming, Yao Jun, FengZHongxian, Ning Desheng, Zhang Bo, Dai Changshun, Li Huaxiang, Yao Pengfei, and Zhou Hao resigned, according to therelevant provisions of the Company's equity incentive plan, all the restricted shares that were granted to them but not unlocked
should be bought back and cancelled by the Company. The buyback quantity was 715,000 shares, and the buyback price wasRMB 5.1314 and RMB 8.8002 per share according to the respective time of granting.
11. On March 28, 2019, the Company held the 18th meeting of the third Board of Directors, at which the Proposal on the Buybackand Cancelling of Some Restricted Shares was reviewed and approved. Since the original incentive objects Wang Qizhi, LuXinghu, Zhou Long, Sun Lei, Di Jie, Zhao Fei, and Liu Tao resigned, according to the relevant provisions of the Company'sequity incentive plan, all the restricted shares that were granted to them but not unlocked should be bought back and cancelled bythe Company. The buyback quantity was 265,000 shares, and the buyback price for the first grant was RMB 5.1314 per share andthat for the reserved grant was RMB 8.8002 per share.
12. On May 9, 2019, the Company held the 20th meeting of the third Board of Directors, at which the Proposal on the Buyback andCancellation of Some Restricted Shares was reviewed and approved. Since some of the Company’s original incentive objects,Wei Yongzhen, Zhang Daqiang, Ai Shaowei, Cheng Zheng, Zeng Jin, and Wang Qigang, resigned, according to the relevantprovisions of the Company's equity incentive plan, all the restricted shares that were granted to them but not unlocked should bebought back and cancelled by the Company. Since the individual annual performance of the Company’s original incentiveobjects, Li Bing, accounted for an unlocking percentage of 50%, according to the relevant provisions of the Company's equityincentive plan, some of the restricted shares that were granted to them but not unlocked should be bought back and cancelled bythe Company, with the total buyback quantity amounting to 268,750 shares. The buyback price was RMB 5.1314 per share forrestricted shares in the first grant in 2017 and RMB 8.8002 per share for the reserved grant in 2017, and that for restricted sharesin the first grant in 2018 was RMB 4.66 per share.On May 9, 2019, the Company held the 20th meeting of the third Board of Directors, at which the Proposal on the Achievementof Unlocking Conditions for Stage II of the First Batch of Restricted Shares and Stage I for the Reserved Part Granted in 2017was reviewed and approved. It was agreed that the unlocking of the Stage II restricted shares in the first batch granted and Stage Irestricted shares in the reserved part granted in 2017 should be proceeded with according to the relevant provisions of the 2017Restricted Stock Incentive Plan. A total of 463 incentive objects were eligible for the Stage II unlock. Except for Li Bing who’seligible for an unlocking percentage of 50% due to the individual annual performance, an unlocking percentage of 100% appliedto the rest 462 incentive objects. The total number of restricted shares that could be unlocked was 8,003,750, accounting for
0.5489% of the Company's total share capital at present. A total of 92 incentive objects were eligible for the Stage I unlock of thereserved part, and the total number of restricted shares that could be unlocked was 1,050,000, accounting for 0.0720% of theCompany's total share capital at present.
13. On May 24, 2019, the Stage I unlocked restricted shares from the reserved part of the 2017 Restricted Stock Incentive Plan werelisted for circulation. The number of restricted shares unlocked this time was 1,050,000, accounting for 0.0720% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 1,040,000,accounting for 0.0713% of the Company's total share capital at present.
14. On June 20, 2019, the Stage II unlocked restricted shares from the first grant of the 2017 Restricted Stock Incentive Plan werelisted for circulation. The number of restricted shares unlocked this time was 8,003,750, accounting for 0.5489% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 7,553,750,accounting for 0.5180% of the Company's total share capital at present.
15. On August 14, 2019, the Company held the 21th meeting of the third Board of Directors and the 18th meeting of the third Board
of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Li Chen, Meng Wei, Hu Weichao, Li Guo, Jiang Lihui, Cao Zhi, GengAnran, Yu Guoqiang, Lin Li, Lai Chengzhi, Li Guoqing, Yang Mei, Zuo Yalian, Lu Tao, and Ma Xiangyun, resigned, accordingto the relevant provisions of the Company's equity incentive plan, all the restricted shares that were granted to them but not
unlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to 528,000 shares.The buyback price was RMB 5.0714 per share for restricted shares in the first grant in 2017 and RMB 8.7402 per share for thereserved grant in 2017, and that for restricted shares in the first grant in 2018 was RMB 4.6 per share.
16. On October 25, 2019, the Company held the 22th meeting of the third Board of Directors and the 19th meeting of the third Boardof Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Sun Hongfei, Ji Ruifei, Huang Yong, Yin Zufa, Tu Chao, Chen Yadong,Dong Bincheng, Wang Huichao, and Han Gao, resigned, according to the relevant provisions of the Company's equity incentiveplan, all the restricted shares that were granted to them but not unlocked should be bought back and cancelled by the Company,with the total buyback quantity amounting to 274,000 shares. The buyback price was RMB 5.0714 per share for restricted sharesin the first grant in 2017 and RMB 8.7402 per share for the reserved grant in 2017, and that for restricted shares in the first grantin 2018 was RMB 4.6 per share.
17. On April 23, 2020, the Company held the 24th meeting of the third Board of Directors, at which the Proposal on the Achievementof Unlocking Conditions for Stage III of the First Batch and Stage II of the Reserved Part of Restricted Shares Granted in 2017and Stage I of the First Batch Granted in 2018 was reviewed and approved. It was agreed that the unlocking of the Stage IIIrestricted shares in the first batch and Stage II restricted shares in the reserved part granted in 2017 should be proceeded withaccording to the relevant provisions of the 2017 Restricted Stock Incentive Plan. A total of 440 incentive objects were eligible forthe Stage III unlock of the first batch granted in 2017, and the total number of restricted shares that could be unlocked was7,600,000, accounting for 0.5217% of the Company's total share capital at present. A total of 80 incentive objects were eligiblefor the Stage II unlock of the reserved part granted in 2017, and the total number of restricted shares that could be unlocked was894,000, accounting for 0.0614% of the Company's total share capital at present.
18. On April 23, 2020, the Company held the 24th meeting of the third Board of Directors and the 21st meeting of the third Board ofSupervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Lu Chunguang, Xiao Fuqin, Wu Changhong, Zhang Changxin, ZhangLei, Wang Xiaofei, Yu Hong, Zhang Yingfan, Xie Jiehua, Liu Ziyu, Liu Dawei, Chen Qiang, Gao Yu, Jiao Xiangbo, XuZhongren, Zhang Jiannan, Qu Rao, and Li Gaoshan, resigned, according to the relevant provisions of the Company's equityincentive plan, all the restricted shares that were granted to them but not unlocked should be bought back and cancelled by theCompany. Since the individual annual performance of the Company’s original incentive objects, Yang Li, accounted for anunlocking percentage of 50%, according to the relevant provisions of the Company's equity incentive plan, some of the restrictedshares that were granted to them but not unlocked should be bought back and cancelled by the Company, with the total buybackquantity amounting to 522,000 shares. The buyback price was RMB 5.0714 per share for restricted shares in the first grant in2017 and RMB 8.7402 per share for the reserved grant in 2017, and that for restricted shares in the first grant in 2018 was RMB
4.6 per share.
19. On May 14, 2020, the Stage II unlocked restricted shares from the reserved part of the 2017 Restricted Stock Incentive Plan werelisted for circulation. The number of restricted shares unlocked this time was 894,000, accounting for 0.0614% of the Company'stotal share capital at present; the actual number of restricted shares that could be listed for circulation was 834,000, accountingfor 0.0572% of the Company's total share capital at present.
20. On June 23, 2020, the Stage III unlocked restricted shares from the first grant of the 2017 Restricted Stock Incentive Plan werelisted for circulation. The number of restricted shares unlocked this time was 7,550,000, accounting for 0.5183% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 7,150,000,accounting for 0.4908% of the Company's total share capital at present.
21. On July 13, 2020, the Company held the 2nd meeting of the fourth Board of Directors and the 2nd meeting of the fourth Board of
Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Yao Shaohua, Wu Zongjian, Zhang Fenggang, Liu Lei, Wang Rui, TianGeng, Wang Baoping, Wu Jie, Tang Jie, Yan Shichao, Wu Bin, Cheng Qi, Yang Gangxin, Shen Tan, Song Zijian, Lin Guangyi,and Chen Chao, resigned, according to the relevant provisions of the Company's equity incentive plan, all the restricted sharesthat were granted to them but not unlocked should be bought back and cancelled by the Company, with the total buybackquantity amounting to 504,000 shares. The buyback price was RMB 5.0014 per share for restricted shares in the first grant in2017 and RMB 8.6702 for the reserved grant in 2017, and that for restricted shares in the first grant in 2018 was RMB 4.5300 pershare.
22. On October 29, 2020, the Company held the 4th meeting of the fourth Board of Directors and the 4th meeting of the fourth Boardof Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Zhu Hui, Yang Guoqiang, Zhang Tao, Wang Xinzhong, Dong Yugang,Liu Ming, Yu Chuandian, Xing Zhen, Tian Hao, Hu Di, Tu Fang, WARDZACHARIAH HUSSEIN, and KIM MYUNGKWAN,resigned, according to the relevant provisions of the Company's equity incentive plan, all the restricted shares that were grantedto them but not unlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to297,500 shares. The buyback price for restricted shares in the first grant in 2017 was RMB 4.5300 per share and that forrestricted shares in the first grant in 2018 was RMB 5.3000 per share.
23. On April 26, 2021, the Company held the 8th meeting of the fourth Board of Directors and the 7th meeting of the fourth Board ofSupervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Wan Rubin, Zhou Ping, Zhan Zhihai, Zhang Jianzhou, Jiang Wenjun,Xie Feng, and Yao Li, resigned, according to the relevant provisions of the Company's equity incentive plan, all the restrictedshares that were granted to them but not unlocked should be bought back and cancelled by the Company. Since the individualannual performance of the Company’s original incentive objects, Li Tao and Shang Xiaozhong, accounted for an unlockingpercentage of 50%, according to the relevant provisions of the Company's equity incentive plan, some of the restricted shares thatwere granted to them but not unlocked should be bought back and cancelled by the Company, with the total buyback quantityamounting to 142,000 shares. The buyback price for restricted shares in the first grant in 2017 was RMB 5.0014 per share andthat for restricted shares in the first grant in 2018 was RMB 4.5300 per share.On April 26, 2021, the Company held the 8th meeting of the fourth Board of Directors and the 7th meeting of the fourth Board ofSupervisors, at which the Proposal on the Achievement of Unlocking Conditions for Stage IV of the First Batch and Stage III ofthe Reserved Part of Restricted Shares Granted in 2017 and Stage II of the First Batch Granted in 2018 was reviewed andapproved. It was agreed that the unlocking of the Stage IV restricted shares in the first batch and Stage III restricted shares in thereserved part granted in 2017 should be proceeded with according to the relevant provisions of the 2017 Restricted StockIncentive Plan. A total of 423 incentive objects were eligible for the Stage IV unlock of the first batch granted in 2017, and thetotal number of restricted shares that could be unlocked was 7,237,500, accounting for 0.4968% of the Company's total sharecapital at present. A total of 77 incentive objects were eligible for the Stage III unlock of the reserved part granted in 2017, andthe total number of restricted shares that could be unlocked was 1,132,000, accounting for 0.0777% of the Company's total sharecapital at present.
24. On May 17, 2021, the Stage III unlocked restricted shares from the reserved part of the 2017 Restricted Stock Incentive Planwere listed for circulation. The number of restricted shares unlocked this time was 1,132,000, accounting for 0.0777% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 1,052,000,accounting for 0.0722% of the Company's total share capital at present.
25. On June 21, 2021, the Stage IV unlocked restricted shares from the reserved part of the 2017 Restricted Stock Incentive Planwere listed for circulation. The number of restricted shares unlocked this time was 7,237,500, accounting for 0.4968% of the
Company's total share capital at present; the actual number of restricted shares that could be listed for circulation was 6,818,750,accounting for 0.4680% of the Company's total share capital at present.
The 2018 Restricted Stock Incentive Plan
1. On December 11, 2018, the Company held the 16th meeting of the third Board of Directors, at which the 2018 Restricted Stock
Incentive Plan (Draft) and its abstract, the Assessment Measures for the Implementation of the 2018 Restricted Stock IncentivePlan, and the Proposal on Requesting the Shareholders’ Meeting to Authorize the Board of Directors to Proceed with the 2018Restricted Stock Incentive Plan Related Initiatives were reviewed and approved. On the same day, independent directorsexpressed independent views on the incentive object’s qualification and the specific contents of the restricted stock incentiveplan, as well as on whether it contributed to the sustainable development of the Company and whether there were any signs ofcompromising the benefits of the Company and all shareholders.
2. On December 28, 2018, the Company held the fourth extraordinary general meeting in 2018, at which the 2018 Restricted Stock
Incentive Plan (Draft) and its abstract, the Assessment Measures for the Implementation of the 2018 Restricted Stock IncentivePlan, and the Proposal on Requesting the Shareholders’ Meeting to Authorize the Board of Directors to Proceed with the 2018Restricted Stock Incentive Plan Related Initiatives were reviewed and approved. The Board of Directors was authorized to dealwith the changes and terminations of the Plan according to the provisions in the Company's 2018 Restricted Stock IncentivePlan, including but not limited to revoking the incentive object’s qualifications for unlocking restricted shares, buying back andcancelling restricted shares held by incentive objects that have not been unlock.
3. On January 9, 2019, the Company held the 17th meeting of the third Board of Directors, at which the Proposal on GrantingRestricted Shares to Incentive Objects for the First Time was reviewed and approved. The Company decided to take January 9,2019 as the granting date, and granted 7.5 million restricted shares to 142 incentive objects of the first grant in 2018 at thegranting price of RMB 4.66 per share.In the registration for the first grant of restricted shares in 2018, some incentive objects voluntarily waived the restricted shares,in whole or in part, due to personal reasons, the quantity of first grant in the 2018 incentive plan changed from 7.5 million sharesto 7.35 million shares, and the number incentive objects changed from 142 to 139. After review and confirmation by theShenzhen Stock Exchange and the China Securities Depository and Clearing Corporation Limited Shenzhen Branch, theCompany completed the registration of 7.35 million restricted shares granted to 139 incentive objects involved in the first grant,and the restricted shares granted were listed on February 27, 2019.
4. On May 9, 2019, the Company held the 20th meeting of the third Board of Directors, at which the Proposal on the Buyback andCancellation of Some Restricted Shares was reviewed and approved. Since some of the Company’s original incentive objects,Wei Yongzhen, Zhang Daqiang, Ai Shaowei, Cheng Zheng, Zeng Jin, and Wang Qigang, resigned, according to the relevantprovisions of the Company's equity incentive plan, all the restricted shares that were granted to them but not unlocked should bebought back and cancelled by the Company. Since the individual annual performance of the Company’s original incentiveobjects, Li Bing, accounted for an unlocking percentage of 50%, according to the relevant provisions of the Company's equityincentive plan, some of the restricted shares that were granted to them but not unlocked should be bought back and cancelled bythe Company,, with the total buyback quantity amounting to 268,750 shares. The buyback price was RMB 5.1314 per share forrestricted shares in the first grant in 2017 and RMB 8.8002 per share for the reserved grant in 2017, and that for restricted sharesin the first grant in 2018 was RMB 4.66 per share.
5. On August 14, 2019, the Company held the 21th meeting of the third Board of Directors and the 18th meeting of the third Boardof Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Li Chen, Meng Wei, Hu Weichao, Li Guo, Jiang Lihui, Cao Zhi, Geng
Anran, Yu Guoqiang, Lin Li, Lai Chengzhi, Li Guoqing, Yang Mei, Zuo Yalian, Lu Tao, and Ma Xiangyun, resigned, accordingto the relevant provisions of the Company's equity incentive plan, all the restricted shares that were granted to them but notunlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to 528,000 shares.The buyback price was RMB 5.0714 per share for restricted shares in the first grant in 2017 and RMB 8.7402 per share for thereserved grant in 2017, and that for restricted shares in the first grant in 2018 was RMB 4.6 per share.
6. On October 25, 2019, the Company held the 22th meeting of the third Board of Directors and the 19th meeting of the third
Board of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed andapproved. Since some of the Company’s original incentive objects, Sun Hongfei, Ji Ruifei, Huang Yong, Yin Zufa, Tu Chao,Chen Yadong, Dong Bincheng, Wang Huichao, and Han Gao, resigned, according to the relevant provisions of the Company'sequity incentive plan, all the restricted shares that were granted to them but not unlocked should be bought back and cancelledby the Company, with the total buyback quantity amounting to 274,000 shares. The buyback price was RMB 5.0714 per sharefor restricted shares in the first grant in 2017 and RMB 8.7402 per share for the reserved grant in 2017, and that for restrictedshares in the first grant in 2018 was RMB 4.6 per share.
7. On December 26, 2019, the Company held the 23rd meeting of the third Board of Directors and the 20th meeting of the third
Board of Supervisors, at which the Proposal on Granting the Reserved Part of Restricted Shares to Incentive Objects wasreviewed and approved. The Company decided to take December 26, 2019 as the granting date and granted 1.5 million restrictedshares from the reserved part of 2018 to 38 incentive objects.
8. On April 23, 2020, the Company held the 24th meeting of the third Board of Directors, at which the Proposal on theAchievement of Unlocking Conditions for Stage III of the First Batch and Stage II of the Reserved Part of Restricted SharesGranted in 2017 and Stage I of the First Batch Granted in 2018 was reviewed and approved. It was agreed that the unlocking ofthe Stage I restricted shares in the first grant in 2018 should be proceeded with according to the relevant provisions of the 2018Restricted Stock Incentive Plan. A total of 131 incentive objects were eligible for the Stage II unlock of the first batch granted in2018, and the total number of restricted shares that could be unlocked was 2,145,000, accounting for 0.1472% of the Company'stotal share capital at present.
9. On April 23, 2020, the Company held the 24th meeting of the third Board of Directors and the 21st meeting of the third Boardof Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Lu Chunguang, Xiao Fuqin, Wu Changhong, Zhang Changxin, ZhangLei, Wang Xiaofei, Yu Hong, Zhang Yingfan, Xie Jiehua, Liu Ziyu, Liu Dawei, Chen Qiang, Gao Yu, Jiao Xiangbo, XuZhongren, Zhang Jiannan, Qu Rao, and Li Gaoshan, resigned, according to the relevant provisions of the Company's equityincentive plan, all the restricted shares that were granted to them but not unlocked should be bought back and cancelled by theCompany. Since the individual annual performance of the Company’s original incentive objects, Yang Li, accounted for anunlocking percentage of 50%, according to the relevant provisions of the Company's equity incentive plan, some of therestricted shares that were granted to them but not unlocked should be bought back and cancelled by the Company, with the totalbuyback quantity amounting to 522,000 shares. The buyback price was RMB 5.0714 per share for restricted shares in the firstgrant in 2017 and RMB 8.7402 per share for the reserved grant in 2017, and that for restricted shares in the first grant in 2018was RMB 4.6 per share.
10. On May 14, 2020, the Stage I unlocked restricted shares from the first grant of the 2018 Restricted Stock Incentive Plan werelisted for circulation. The number of restricted shares unlocked this time was 2,145,000, accounting for 0.1472% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 1,895,000,accounting for 0.1301% of the Company's total share capital at present.
11. On July 13, 2020, the Company held the second meeting of the fourth Board of Directors and the second meeting of the fourth
Board of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed andapproved. Since some of the Company’s original incentive objects, Yao Shaohua, Wu Zongjian, Zhang Fenggang, Liu Lei,Wang Rui, Tian Geng, Wang Baoping, Wu Jie, Tang Jie, Yan Shichao, Wu Bin, Cheng Qi, Yang Gangxin, Shen Tan, SongZijian, Lin Guangyi, and Chen Chao, resigned, according to the relevant provisions of the Company's equity incentive plan, allthe restricted shares that were granted to them but not unlocked should be bought back and cancelled by the Company, with thetotal buyback quantity amounting to 504,000 shares. The buyback price was RMB 5.0014 per share for restricted shares in thefirst grant in 2017 and RMB 8.6702 per share for the reserved grant in 2017, and that for restricted shares in the first grant in2018 was RMB 4.5300 per share.
12. On August 28, 2020, the Company made the Announcement on the Completion of the Reserved Grant Registration for the 2018Restricted Stock Incentive Plan, and shares granted this time were listed on September 1, 2020. A large number of incentiveobjects for this grant were foreign employees working outside China. Due to the global epidemic impact, it was verychallenging for employees to pay and verify their capital, and the share-granting progress fell behind. The original plan was togrant a total of 1.5 million restricted shares to 38 eligible incentive objects. In the subsequent payment and capital verificationprocess, the original incentive objects Xu Youbin and CARDOSOROBERTOMIGUEL voluntarily waived, therefore, 36incentive objects were actually granted this time, and the actual quantity granted was 1,450,000 shares.
13. On October 29, 2020, the Company held the fourth meeting of the fourth Board of Directors and the fourth meeting of the fourthBoard of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed andapproved. Since some of the Company’s original incentive objects, Zhu Hui, Yang Guoqiang, Zhang Tao, Wang Xinzhong,Dong Yugang, Liu Ming, Yu Chuandian, Xing Zhen, Tian Hao, Hu Di, Tu Fang, WARDZACHARIAH HUSSEIN, and KIMMYUNGKWAN, resigned, according to the relevant provisions of the Company's equity incentive plan, all the restricted sharesthat were granted to them but not unlocked should be bought back and cancelled by the Company, with the total buybackquantity amounting to 297,500 shares. The buyback price was RMB 5.0014 per share for restricted shares in the first grant in2017 and RMB 8.6702 per share for the reserved grant in 2017, and the buyback price was RMB 4.5300 per share for restrictedshares granted in the first grant in 2018 and RMB 5.3000 per share for the reserved grant in 2018.
14. On April 26, 2021, the Company held the 8th meeting of the fourth Board of Directors and the 7th meeting of the fourth Boardof Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Wan Rubin, Zhou Ping, Zhan Zhihai, Zhang Jianzhou, Jiang Wenjun,Xie Feng, and Yao Li, resigned, according to the relevant provisions of the Company's equity incentive plan, all the restrictedshares that were granted to them but not unlocked should be bought back and cancelled by the Company. Since the individualannual performance of the Company’s original incentive objects, Li Tao and Shang Xiaozhong, accounted for an unlockingpercentage of 50%, according to the relevant provisions of the Company's equity incentive plan, some of the restricted sharesthat were granted to them but not unlocked should be bought back and cancelled by the Company, with the total buybackquantity amounting to 142,000 shares. The buyback price for restricted shares in the first grant in 2017 was RMB 5.0014 pershare and that for restricted shares in the first grant in 2018 was RMB 4.5300 per share.
15. On April 26, 2021, the Company held the 8th meeting of the fourth Board of Directors and the 7th meeting of the fourth Boardof Supervisors, at which the Proposal on the Achievement of Unlocking Conditions for Stage IV of the First Batch and Stage IIIof the Reserved Part of Restricted Shares Granted in 2017 and Stage II of the First Batch Granted in 2018 was reviewed andapproved. It was agreed that the unlocking of the Stage II restricted shares in the first grant in 2018 should be proceeded withaccording to the relevant provisions of the 2018 Restricted Stock Incentive Plan. A total of 116 incentive objects were eligiblefor the Stage II unlock of the first batch granted in 2018, and the total number of restricted shares that could be unlocked was1,986,000, accounting for 0.1363% of the Company's total share capital at present.
16. On May 12, 2021, the Stage II unlocked restricted shares from the first grant of the 2018 Restricted Stock Incentive Plan were
listed for circulation. The number of restricted shares unlocked this time was 1,986,000, accounting for 0.1363% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 1,326,000,accounting for 0.0910% of the Company's total share capital at present.
17. On September 8, 2021, the Stage I unlocked restricted shares from the reserved part of the 2018 Restricted Stock Incentive Planwere listed for circulation. The number of restricted shares unlocked this time was 680,000, accounting for 0.0467% of theCompany's total share capital at present; the actual number of restricted shares that could be listed for circulation was 680,000,accounting for 0.0467% of the Company's total share capital at present.
Equity incentives granted to directors and executives
√ Applicable □ Not Applicable
(in Shares)
Name | Title | Stock options held at the beginning of the period | Stock options granted in the period | Shares exercisable in the period | Shares exercised in the period | Exercise price of shares exercised in the period (RMB/share) | Stock options held at the end of the period | Market price at the end of the period (RMB/share) | Restricted shares held at the beginning of the period | Restricted shares granted in the period | Granting price of restricted shares (RMB/share) | Shares unlocked in the period | Restricted shares held at the end of the period |
Zheng Guibiao | Director, Senior VP | 0 | 0 | 0 | 0 | 0 | 210,000 | 0 | 90,000 | 120,000 | |||
Zhao Wei | Director, Senior VP | 0 | 0 | 0 | 0 | 0 | 210,000 | 0 | 90,000 | 120,000 | |||
Li Guojun | Finance Director | 0 | 0 | 0 | 0 | 0 | 190,000 | 0 | 110,000 | 80,000 | |||
Gu Yilei | Senior VP | 0 | 0 | 0 | 0 | 0 | 285,000 | 0 | 165,000 | 120,000 | |||
Zhang Xucheng | Vice Chairman | 0 | 0 | 0 | 0 | 0 | 50,000 | 0 | 50,000 | ||||
Chen Zhiqiang | VP | 0 | 0 | 0 | 0 | 0 | 260,000 | 0 | 140,000 | 120,000 | |||
Wu Jiamao | VP | 0 | 0 | 0 | 0 | 0 | 260,000 | 0 | 140,000 | 120,000 | |||
Cheng Cheng | VP | 0 | 0 | 0 | 0 | 0 | 260,000 | 0 | 140,000 | 120,000 | |||
Xie Xiaoyong | VP | 0 | 0 | 0 | 0 | 0 | 235,000 | 0 | 115,000 | 120,000 | |||
Deng Dejun | VP | 0 | 0 | 0 | 0 | 0 | 220,000 | 0 | 140,000 | 80,000 | |||
Zhang Youquan | VP | 0 | 0 | 0 | 0 | 0 | 210,000 | 0 | 90,000 | 120,000 | |||
Li Shun | VP | 0 | 0 | 0 | 0 | 0 | 25,000 | 0 | 25,000 |
Peng Chaocai | VP | 0 | 0 | 0 | 0 | 0 | 105,000 | 0 | 45,000 | 60,000 | |||
Total | -- | 0 | 0 | 0 | 0 | -- | 0 | -- | 2,520,000 | 0 | -- | 1,340,000 | 1,180,000 |
The Company has established a complete performance evaluation system and remuneration system for executives. Based on the delivery status of the Company's annual business objectives andthe job performance of executives, the Remuneration and Evaluation Committee of the Board of Directors carries out annual performance evaluation of executives and supervises theimplementation of the remuneration system. Rewards and punishments will be applied correspondingly according to the performance evaluation results.
b. Implementation of the Employee Stock Ownership Plan
□ Applicable √ Not Applicable
c. Other Employee Incentive Measures
□ Applicable √ Not Applicable
XIV: Establishment and Implementation of the Internal Control System during the Reporting Period
1. Establishment and Implementation of Internal Control
In strict accordance with the Company Law, the Securities Law, the Governance Guidelines for Listed Companies as well as other requirements in normative documents on the governance oflisted companies issued by the China Securities Regulatory Commission, the Company continued to improve the corporate governance structure and systems, such as the shareholders’ meeting,the Board of Directors, and the Board of Supervisors. In addition, the Company followed the latest requirements of laws and regulations to standardize the behavior of controlling shareholders,actual controllers, directors, supervisors, executives and related parties, thereby improving the level of internal governance. The Company organized directors, supervisors and executives toregulatory compliance training on a timely basis, hence to improve the corporate governance standard of the management team. For middle-level managers and ordinary employees, theCompany conducted targeted compliance training to improve their risk prevention awareness, strengthen operational compliance, and ensure the effective implementation of internal controlpolicies, so that the Company’s standard operation level could be effectively raised, and the healthy and sustainable development could be promoted.Subject to the Basic Internal Control Standards and the supporting guidelines as well as other internal control regulations, the Company established internal control systems and evaluationmechanisms. Following the principle of risk orientation, such systems and mechanisms were constantly optimized on the basis of routine supervision and special supervision of internal control,so as to cope with the ever-changing external environment and internal management requirements. During the reporting period, the development and implementation of the Company's internal
control system complied with the Basic Internal Control Standards and the relevant laws and regulations, and ensured effective internal control in all major aspects related to the businessoperation and management of the Company. There were no critical internal control deficiencies in financial reporting or non-financial reporting.
2. Description of Critical Internal Control Deficiencies Identified During the Reporting Period
□ Yes √ No
XV: Management and Control of the Company's Subsidiaries during the Reporting Period
Company Name | Integration Plan | Integration Progress | Problems during Integration | Resolutions Taken | Resolution Progress | Action Plan |
Sungrow Renewables Development Co., Ltd. | In order to optimize the asset-liability structure of the Company’s holding subsidiary, Sungrow Renewables Development Co., Ltd. and improve its financing capability, so as to meet its operating capital needs and ensure the smooth deployment of various businesses, the Company planned to increase Sungrow Renewables’ capital by RMB 1,971.2 million via the debt-for-equity swap, of which RMB 338,694,158 was used as share capital and RMB 1,632,505,842 as capital reserve. At the same time, Sungrow Renewables planned to grant equity incentives to executives Gu Yilei, Wu Jiamao, and Li Shun through capital increase and share expansion. | The Company held the thirteenth meeting of the fourth Board of Directors on December 3, 2021, and the third extraordinary general meeting in 2021 on December 20, 2021, at which the Proposal on Increasing the Holding Subsidiary’s Capital via the Debt-for-Equity Swap and Implementing Equity Incentives and Related Party Transactions for the Holding Subsidiary. On December 23, 2021, Sungrow Renewables obtained the latest business license. | Not Applicable | Not Applicable | Not Applicable | Not Applicable |
XVI. Internal Control Self-Assessment Report or Internal Control Audit Report
1. Internal Control Self-Assessment Report
The full text of the internal control assessment report was disclosed on | April 20, 2022 | ||
The full text of the internal control assessment report was disclosed at | www.cninfo.com.cn | ||
The ratio of the total assets of organizations included in the assessment to the total assets of the Company's consolidated financial statements | 100.00% | ||
The ratio of the operating income of organizations included in the assessment to the Company’s total operating income in the consolidated financial statements | 100.00% | ||
Criteria of Deficiencies | |||
Category | Financial Reports | Non-Financial Reports | |
Qualitative Criteria | Each of the following is considered a critical deficiency by the Company: Fraudulence of the Company's directors, supervisors and executives; corrections to financial statements disclosed; mistakes or omissions of major data in the current financial statements discovered by certified public accountant but ignored by the internal audit department during the control operation. | Deficiencies with the following characteristics are considered as critical deficiencies in the internal control of non-financial reports: 1) No scientific basis for the decision-making procedures, resulting in major mistakes; 2) High turnover of key positions, professionals and technical personnel; 3) Internal control assessment results, especially the critical deficiencies, are not rectified; 4) Other situations that may have a significant negative impact on the Company. Other situations are categorized as critical deficiencies or minor deficiencies according to the level of impact. | |
Quantitative Criteria | The quantitative criteria for determining the significance of mistakes (including omissions) in the Company's consolidated financial statements by benchmarking the data from previous annual financial statements: Critical deficiency: mistakes ≥ 5% of total profit | The quantitative criteria for determining internal control deficiencies in non-financial reports shall refer to the quantitative criteria for determining internal control deficiencies in financial reports. |
Major deficiency: 2% of total profits ≤ mistakes ≤ 5% of total profit Minor deficiency: mistakes ≤ 2% of total profit | ||
Number of critical deficiencies in financial reports | 0 | |
Number of critical deficiencies in non-financial reports | 0 | |
Number of major deficiencies in financial reports | 0 | |
Number of major deficiencies in non-financial reports | 0 |
2. Internal Control Audit Report or Assurance Report
Not ApplicableXVII: Rectification of Problems Found in Dedicated Self-Examination Initiatives on Corporate GovernanceAccording to the relevant requirements of regulators, the Company carried out dedicated self-examination initiatives on corporate governance during the reporting period. In strict accordancewith the checklist, the Company carefully reviewed the ownership structure, the structure of directors, supervisors and executives, and the respective incumbents, the internal policies andregulations, the information disclosure system and other aspects. The Company also modified the subject for soliciting voting rights in the Articles of Association according to the latestrequirements of the Securities Law.The dedicated self-examination initiatives on corporate governance enabled the Company to further clarify the job responsibilities and legal accountabilities of various functions andmanagement personnel of the Company. At the same time, the Company continued to promote the legitimate, compliant and efficient operation of the shareholders’ meeting, the Board ofDirectors and the Board of Supervisors, give full play to their decision-making and supervisory roles, and improve the scientific nature of the Company's decision-making. In the next step, theCompany will continue to strengthen internal supervision and management in accordance with the requirements of relevant regulations, constantly optimize the governance systems, motivatethe various departments and relevant personnel to keep on learning, and effectively improve the Company's standard operation level and corporate governance effectiveness, therebysafeguarding the interests of the majority of investors.
Section V Environment and Social ResponsibilitiesI. Major Environmental Issues
Whether the Company and its subsidiaries are included in the list of key pollutant discharge organizations identified by theenvironmental authority
□ Yes √ No
Administrative penalties for environmental issues during the reporting periodThe Company was subject to no environment-related administrative penalties during the reporting period.Refer to other environmental information disclosed by key pollutant discharge unitsNot ApplicableMeasures taken to reduce carbon emissions during the reporting period and their effects
√ Applicable □ Not Applicable
The Company actively rolled out carbon inventory and carbon footprint standards, provided transparent and science-basedverification procedures for low-carbon development, and assumed corporate responsibilities. The verification for 2020 and 2021 hasbeen completed so far, and the following data is correlated to the Company's risk identification and analysis results. Carbon inventoryenables the Company to get insights on the carbon emission of each operation process, and provides fundamental data support foraddressing climate-related risks, reducing carbon emission, and improving the Company’s competitiveness and stability.The Company’s carbon emission in 2021 as verified by a third-party institution is as follows: Scope 1 (2,323.46 tons of CO?equivalent/year) Scope 2 (35911.00 tons of CO? equivalent/year). In 2021, the Company avoided 7,975.21 tons of carbon emissionby directly purchasing green power and generating power with rooftop PV power stations, and offset 8,175.00 tons of carbonemission by purchasing I-REC, making significant emission reduction achievements.
Reasons for not disclosing other environmental informationThe Company and its subsidiaries are not included in the list of key pollutant discharge units identified by the environmentalauthority. The Company actively responds to the requirements of the national and local governments, strictly regulates noise, effluent,waste gas, and hazardous waste generated within the Company, formulates the corresponding environmental protection rules andregulations, and monitors noise, effluent, waste gas, and hazardous waste in strict accordance with the pollution discharge permitmanagement requirements.II. Social ResponsibilitiesFor details, please refer to the 2021 Sustainability Report of Sungrow Power Supply disclosed by the Company onwww.cninfo.com.cn.
III. Efforts on Consolidating and Expand the Achievements of Poverty Alleviation and Rural
RevitalizationIn the process of business operation throughout 2021, the Company cautiously protected local natural resources and communityresources, maximized business advantages, and benefited the community as much as possible.
In the process of developing and building power stations, the Company made every effort to enable parallel growth with localcommunities, actively helped them improve the quality of life, offered employment opportunities, and provided convenience for thecommunity. Since most of the power stations were located in remote areas difficult to access, Sungrow Renewables took thecommunity’s requirements into consideration when building the power stations. In 2021, the Company built concrete-pavement roadsfor Tushan Town of Laizhou City, and repaired the village-level roads for Binhu Town of Tengzhou City.In the process of developing and constructing the power station project, the Company strives to achieve common development withthe local community, actively helps the community to improve the quality of life, provides some jobs, and provides convenience forthe life of the community residents. Since most of the power station projects are located in remote areas with inconvenienttransportation, Sungrow Renewables will also consider the requirements of community residents when building the power station. In2021, cement roads will be built in Tushan Town, Laizhou City, and village-level roads will be repaired in Binhu Town, TengzhouCity. In terms of supporting science and technology innovation, education and talents, the Company donated to the Dalateqi People'sEducation Foundation of Inner Mongolia for education assistance, teachers training, performance rewarding, and infrastructureimprovement.The Company actively participated in epidemic prevention and control and flood relief in various places. In view of the resurface ofthe epidemic in multiple cities, the Company donated epidemic prevention supplies to Gansu, Guangxi and other provinces. WhenHenan and Shanxi were stricken by flood, the Company made a donation of RMB 3 million to the Henan Charity Federation, and adonation of RMB 500,000 in cash and RMB 100,000 of emergency supplies to the Red Cross Society of Jiaokou County, for floodcontrol, disaster relief and post-disaster reconstruction in Henan, Shanxi and other places.
Section VI Significant EventsI. Fulfillment of Undertakings1.Undertakings made by the Company or its actual controller, shareholder, related party and acquirer that are to be fulfilled in the reporting period, orundertakings not yet fulfilled by the end of the reporting period
√ Applicable □ Not Applicable
Origin of undertaking | Undertaker | Type of undertaking | Content | Date of undertaking | Duration | Status of fulfillment |
Acquisition Report or Equity Change Report | ||||||
Undertaking at the time of asset reorganization | ||||||
Undertaking at IPO or refinancing | Cao Renxian, Zheng Guibiao, Zhao Wei | Undertaking on executive’s share lock up | Shareholders Mr. Cao Renxian, Mr. Zheng Guibiao and Mr. Zhao Wei, who serve as the Company’s directors and/or executives, hereby undertake that no shares exceeding 25% of the total shares held by each individual shall be transferred each year after the lock-up period, and no shares held by each individual shall be transferred within 6 months after the shareholder resigns from the Company. | Jan. 31, 2011 | Long-term | The undertaking is being fulfilled with no signs of breaching |
Cao Renxian | Undertaking on horizontal competition | 1. On the date of signing this Letter of Undertaking, I or the companies I have interests in, have not produced or developed any product that competes or may compete with those produced by the joint-stock company; have not | Jan. 31, 2011 | Long-term | The undertaking is being fulfilled with no signs of breaching |
Luzhou Huizhuo Enterprise Management Partnership (Limited Partnership) (formerly Xinjiang Shangge Equity Investment Partnership (Limited Partnership)) | Undertaking on horizontal competition | 1. On the date of signing this Letter of Undertaking, the undertaker or the company controlled by the undertaker, has not produced or developed any product that competes or may compete with those produced by the joint-stock company; has not directly or indirectly operated any business that competes or may compete with those operated by the joint-stock company; has not invested in any other enterprise that competes or may compete with the joint-stock company in terms of products or business; 2. Whenever the undertaker still holds 5% or more of the joint-stock company’s shares, the undertaker or the company controlled by the undertaker will not produce or develop any product that competes or may compete with those produced by the joint-stock company; will not directly or indirectly operate any business that competes or may compete with those operated by the joint-stock company; will not control any other enterprise that competes or may compete with the joint-stock company in terms of products or business; 3. If this Letter of Undertaking is proven to be untrue or not complied with, the undertaker will indemnify the joint-stock company for any and all direct and indirect losses. | Jan. 31, 2011 | Long-term | The undertaking is being fulfilled with no signs of breaching |
Shanghai Greenwoods AssetManagement Co. Ltd. -Greenwoods Jingtai FenshouPrivate Securities Investment Fund,Shanghai Greenwoods AssetManagement Co. Ltd. - FengshouNo. 3 Private Equity Fund, Huatai
Undertaking on no trading by subscribers of non-public offering shares | The shares granted this time will be locked up and not transferred in six months from the closing date of the issuance. If the lock-up period is otherwise stipulated in laws or regulations, such a lock-up period shall prevail. Derivative shares obtained by the subscriber of this issuance due to the distribution of stock dividends or the transfer of capital reserve shall also abide by the lock-up | Oct. 22, 2021 | 6 months | The undertaking is being fulfilled with no signs of breaching |
Financial Holdings (Hong Kong) Limited, JPMorgan Chase Bank, National Association, Dajia Asset Management Co., Ltd. - Dajia Asset-ICBC-DaJia Asset-Blue Chip Selected No. 5 Collective Asset Management Product, Yunnan Energy Investment Co., Ltd., Goldman Sachs & Co. LLC, The Hongkong and Shanghai Banking Corporation Limited, UBS AG, J.P.Morgan Securities PLC, Gao Jinhua, Beijing XHTH Asset Management (Limited Partnership) - Xinhong Xinghong No. 2 Private Securities Investment Fund, WT Asset Management Limited, Runhui Investment Management Hong Kong Co., Ltd., Jinan Jiangshan Investment Partnership (Limited Partnership), Caitong Fund Management Co., Ltd., Zhong Ge, Lord Abbett China Asset Management Co., Ltd. | arrangement. | |||||
Undertaking on equity incentive | ||||||
Other undertakings made to the Company's minority shareholders |
Undertaking is fulfilled on time | Yes |
If the undertaking is expired and not fulfilled, specify the detailed reasons for failure to fulfill and subsequent action plans | Not Applicable |
2. If there is a profit forecast on the Company's assets or projects and the forecast period contains the reporting period, provide an explanation on whetherassets or projects achieving the profit forecast and the reasons behind
□ Applicable √ Not Applicable
II. Non-Operating Appropriation of Funds by Controlling Shareholders or Other Related Parties
□ Applicable √ Not Applicable
In the reporting period, there was no non-operating appropriation of funds by controlling shareholders or other related parties.
III. Illegal External Guarantees
□ Applicable √ Not Applicable
In the reporting period, the Company made no illegal external guarantees.IV. The Board of Directors’ Statement on the Most Recent Non-Standard Audit Report
□ Applicable √ Not Applicable
V. Statement of the Board of Directors, the Board of Supervisors, and Independent Directors(if any) on the Non-Standard Audit Report Issued by the Accounting Firm in the ReportingPeriod
□ Applicable √ Not Applicable
VI. The Board of Directors’ Statement on the Changes in Accounting Policies andAccounting Estimates and the Corrections to Significant Accounting Errors in the ReportingPeriod
√ Applicable □ Not Applicable
1. Changes in major accounting policies
Implementation of the new lease standardsOn December 7, 2018, the Ministry of Finance issued the Accounting Standards for Business Enterprises No. 21 - Leases (hereinafterreferred to as the Lease Standards). The Company started implementing the Lease Standards as of January 1, 2021, and maderelevant adjustments to accounting policies. Refer to Note III. 29 for details.For contracts in existence before the first day of implementation, the Company chose not to re-evaluate whether they were leases orcontaining leases on the first day of implementation.For contracts signed or modified after the first day of implementation, the Company evaluated whether they were leases orcontaining leases according to the definition of lease in the Lease Standards.
(1) The Company as the lessee
The Company chose to adjust the retained earnings and other related items in the financial statements at the beginning of the year forthe first implementation (i.e. January 1, 2021) with the cumulative impact of the first implementation of the Lease Standards, and leftthe information for the comparable period as it was:
A. For financial leases before the first day of implementation the Company calculated the right-of-use asset and lease liabilityseparately on the date of initial application according to the original book value of the financial lease asset and the financial leasepayable;B. For operating leases before the first day of implementation the Company calculated the lease liability on the date of initialapplication based on the present value of the balance lease payment discounted at the lessee's incremental borrowing rate on the firstday of implementation and calculated the right-of-use asset after making necessary adjustments to the amount equivalent to the leaseliability and the prepaid rent of each lease;C. On the first day of implementation, the Company conducted an impairment test on the right-of-use asset and applied appropriateaccounting treatment in accordance with Note III. 21.For low-value operating leases before the first day of implementation, a simplified treatment was applied and the right-of-use assetand lease liability were not recognized. In addition, for operating leases before the first day of implementation, one or more of thefollowing simplified treatments were applied:
· Leases ending in 12 months from the first day of implementation were treated as short-term leases;
· When calculating lease liabilities, the same discount rate was applied for leases with similar characteristics;· The calculation of the right-of-use asset did to include initial direct costs;· Where a renewal option or a termination option existed, the Company determined the term of lease according to the actualexercise of options and other updates before the first day of implementation.· As an alternative to the right-of-use asset impairment test, the Company determined whether a contract involving a lease was indeficit before the date of initial application in accordance with the Accounting Standards for Business Enterprises No. 13 -Contingencies, and adjusted the right-of-use asset by the amount of the loss provision included it in the balance sheet before thefirst day of implementation.· Where there was a change in lease before the first day of implementation, accounting treatments were applied according to thefinal arrangement of the lease.
(2) The Company as the lessor
For subleases classified as operating leases before the first day of implementation and sustained after that, the Company, as thesublease lessor, made re-evaluation and classification based on the remaining term and the provisions of the original lease contractand the sublease contract on the first day of implementation. In addition, the Company made no adjustment to leases with theCompany as a lessor according to the transition regulations, instead, accounting treatments were applied in accordance with theLease Standards as of the first day of implementation.
(3) Leaseback transactions
For leaseback transactions that existed before the first day of implementation, the Company did not re-evaluate on the first day ofimplementation whether the asset transfer complied with the provisions of Note III. 26 for accounting treatment as sales. Forleaseback transactions that should be treated in accounting as sales and financial leases before the first day of implementation,accounting treatment was applied to the leaseback in the same way as other financial leases by the Company as the seller (lessee),and the deferred gain or loss was amortized over the term of lease. For leaseback transactions that should be treated in accounting assales and operating leases before the first day of implementation, accounting treatment was applied to the leaseback in the same wayas other operating leases by the Company as the seller (lessee), and adjustment was made to the right-of-use asset according to thedeferred gain or loss included in the balance sheet before the first day of implementation.Refer to Note 32 (3) for the impact of implementing the Lease Standards on the consolidated financial statements and the parentcompany's financial statements.Implementation of the provisions on the Related Presentation of Centralized Fund Management in the No. 15 Interpretation ofAccounting Standards for Business EnterprisesOn December 30, 2021, the Ministry of Finance issued the No. 15 Interpretation of Accounting Standards for Business Enterprises(MOF-Acc-[2021] No. 35) (hereinafter referred to as the Interpretation No. 15"), in which the provisions on the Related Presentationof Centralized Fund Management came into force on the date of issuance. The Company started implementing the provisions as ofDecember 30, 2021. For data in the financial statements that were not presented according to the Related Presentation of CentralizedFund Management prior to the release of Interpretation No. 15, the Company made corresponding adjustments for the comparableperiods as per the provisions.Implementing the provisions of Interpretation No. 15 on the related presentation of centralized fund management had no impact onthe Company's consolidated financial statements and the parent company's financial statements.
2. Changes in significant accounting estimates
There were no changes in significant accounting estimates in the reporting period.
3. Adjustment of relevant items in the financial statements at the beginning of the year for the initial implementation of theLease Standards
Consolidated Balance Sheet
Item | Dec. 31, 2020 | Jan. 1, 2021 | Adjusted Amount |
Right-of-use assets | — | 234,062,622.80 | 234,062,622.80 |
Long-term prepaid expenses | 33,776,287.75 | 25,956,513.31 | -7,819,774.44 |
Adjusted total assets | 33,776,287.75 | 260,019,136.11 | 226,242,848.36 |
Non-current liabilities due within one year | 260,700,564.28 | 288,170,335.11 | 27,469,770.83 |
Lease liability | — | 198,773,077.53 | 198,773,077.53 |
Adjusted total liabilities | 260,700,564.28 | 486,943,412.64 | 226,242,848.36 |
Parent Company’s Balance Sheet
Item | Dec. 31, 2020 | Jan. 1, 2021 | Adjusted Amount |
Right-of-use assets
Right-of-use assets | — | 4,411,949.44 | 4,411,949.44 |
Long-term prepaid expenses | 16,015,819.79 | 16,015,819.79 | — |
Adjusted total assets | 16,015,819.79 | 20,427,769.23 | 4,411,949.44 |
Non-current liabilities due within one year | 136,743,233.13 | 139,327,874.96 | 2,584,641.83 |
Lease liability | — | 1,827,307.61 | 1,827,307.61 |
Adjusted total liabilities
Adjusted total liabilities | 136,743,233.13 | 141,155,182.57 | 4,411,949.44 |
Statement on adjustments made to each item: On January 1, 2021, for operating leases before the first day of implementation, theCompany used the discounted present value of the incremental borrowing rate before the first day of implementation to calculate thelease liability, which was at RMB 226,242,848.36, of which RMB 27,469,770.83 that was due within one year was recategorized tonon-current liabilities due within one year. Based on an amount equal to the lease liability, the Company calculated the right-of-useassets after making necessary adjustments to the prepaid rent, which was at RMB 234,062,622.80. Meanwhile, the long-term prepaidexpenses decreased by RMB 7,819,774.44.VII. Changes in the Scope of Consolidated Statements as Compared to the Financial Reportsof the Previous Year
√ Applicable □ Not Applicable
1. Consolidation of businesses not under the same control
(1) Consolidation of businesses not under the same control in the reporting period
Acquiree | Date of equity acquisition | Cost of equity | Equity ratio (%) | Equity acquisition mode |
Gansu Tongfei Sungrow Energy Co., Ltd. | Jul. 31, 2021 | 5,100,000.00 | 51.00 | Cash acquisition |
(continued)
Acquiree | Date of acquisition | Basis for determining the date of acquisition | Acquiree’s income from the date of acquisition to the end of the period | Acquiree’s net profit from the date of acquisition to the end of the period |
Gansu Tongfei Sungrow Energy Co., Ltd. | Jul. 31, 2021 | Date of gaining control | — | 1,700,331.63 |
(2) Consolidated cost and goodwill
Consolidated cost | Gansu Tongfei Sungrow Energy Co., Ltd. |
- cash | 5,100,000.00 |
- fair value of non-cash assets | — |
- fair value of debts issued or assumed | — |
- fair value of equity securities issued | — |
- fair value of contingent consideration | — |
- fair value of equity already in possession on the date of acquisition
- fair value of equity already in possession on the date of acquisition | 4,900,000.00 |
Total consolidated cost | 10,000,000.00 |
Less: Fair value of shares of identifiable net assets acquired | 10,266,221.04 |
Amount difference when consolidated cost is less than the fair value of shares of identifiable net assets acquired | -266,221.04 |
Statement on determining the fair value of consolidated cost: The fair value of identifiable net assets of the acquiree, Gansu TongfeiSungrow Energy Co., Ltd., has been confirmed by Zhongshuizhiyuan Assets Appraisal Co., Ltd. (refer to Asset Appraisal ReportZSZY [2021] No. 020820). The difference between the consolidated cost on the date of acquisition and the fair value of theidentifiable assets and liabilities of the acquiree was recognized as non-operating income.
(3) Identifiable assets and liabilities of the acquiree on the date of acquisition
Item | Gansu Tongfei Sungrow Energy Co., Ltd. | |
Fair Value on the day of Acquisition | Book Value on the day of Acquisition | |
Assets | ||
Monetary funds | 53,694.23 | 53,694.23 |
Other receivables | 26,451.83 | 26,451.83 |
Inventory | 905,385.40 | 905,385.40 |
Fixed assets | 9,385,627.31 | 9,385,627.31 |
Intangible assets | 3,811,000.00 | 2,765,765.64 |
Liabilities: |
Accounts payable
Accounts payable | 299,259.12 | 299,259.12 |
Advance payment | 75,000.00 | 75,000.00 |
Salaries payable | 1,000.00 | 1,000.00 |
Taxes payable | 1,551,272.75 | 1,551,272.75 |
Other payables | 1,728,097.27 | 1,728,097.27 |
Deferred tax liabilities | 261,308.59 | — |
Net assets
Net assets | 10,266,221.04 | 9,482,295.27 |
Less: minority’s interests | — | — |
Net assets acquired | 10,266,221.04 | 9,482,295.27 |
(4) Gains or losses arising from recalculating equities being held before the date of acquisition at fair value
Acquiree | Acquiree Book value of equity originally held on the date of acquisition | Fair value of equity originally held on the date of acquisition | Gains or losses arising from the re-calculation of equity originally held at fair value | Ways to determine the fair value of equity originally held and main assumptions on the date of acquisition | Amount of other comprehensive income related to equity originally held that is converted to investment income |
Gansu Tongfei Sungrow Energy Co., Ltd. | 4,646,324.68 | 5,030,448.31 | 384,123.63 | Assets Appraisal Report | — |
2. Changes in the scope of consolidation for other reasons
(1) Newly established subsidiaries
In this period, the Company newly established 6 wholly-owned subsidiaries, namely Hefei Sungrow Zero Carbon Technology Co.,Ltd., Sungrow Lechong Technology Co., Ltd., Sungrow Hydrogen Energy Technology Co., Ltd., Hefei Hengjun Testing TechnologyCo., Ltd., Sungrow Power (Nanjing) Co., Ltd., and Sungrow Smart Renewables Co., Ltd; the Company’s holding subsidiary,Sungrow Renewables Development Co., Ltd., newly established 450 subsidiaries for power station projects; other holdingsubsidiaries of the Company newly established 19 subsidiaries, and none of the subsidiaries newly established in this period is animportant one.
(2) Consolidated project companies in this period
In this period, the Company’s holding subsidiary, Sungrow Renewables Development Co., Ltd., acquired 5 domestic projectcompanies and 82 overseas ones for the purpose of developing power station business. None of the project companies newlyincluded in the scope of consolidated statements for this period is an important one.
(3) Disposal of subsidiaries
In this period, the Company disposed of 100% equity of Sungrow Smart Renewables Co., Ltd.; the Company’s holding subsidiary,Sungrow Renewables Development Co., Ltd., disposed of 9 subsidiaries that were not in actual business. These subsidiaries are nolonger included in the scope of the consolidated statements.
(4) Cancellation of subsidiaries
According to the Company's business needs, the Company cancelled 7 subsidiaries, namely Sungrow Canada Inc., Sungrow Power(Hong Kong) Company Limited Thai Representative Office, Zhouze (Shanghai) New Energy Co., Ltd., Sungrow-Samsung (Nanjing)New Energy Co., Ltd., Water Power (Shanghai) Hydrogen Energy Technology Co., Ltd., Nanjing Sungrow Wanrui Energy
Technology Co., Ltd., and Samsung SDI-Sungrow Energy Storage Battery Co., Ltd.; the Company’s holding subsidiary, SungrowRenewables Development Co., Ltd. canceled 25 companies that were not in actual business.
(5) Transfer to other non-current financial assets for accounting
A. In 2021, the Company entered into an agreement with a third party to transfer the subsidiary’s equity to the third party upon thecompletion of power station system integration projects invested and constructed by the project company. After singing theagreement, the Company transferred the project company investment to other non-current financial assets/trading financial assets.The details of the transfer are as follows:
No. | Project Company | Equity ratio (%) | Subscribed capital contribution (10K RMB) |
1 | Hefei Yanchen New Energy Technology Co., Ltd. | 100.00 | 100.00 |
Xiayi Hengsheng New Energy Technology Co., Ltd. | 100.00 | 100.00 | |
2 | Hancheng Runyang New Energy Co., Ltd. | 100.00 | 7,220.00 |
3 | Fuxin Fuguang New Energy Power Generation Co., Ltd. | 100.00 | 10,870.00 |
4 | Hefei Shuchen New Energy Technology Co., Ltd. | 100.00 | 100.00 |
Shangshui Jiaoyang New Energy Technology Co., Ltd. | 100.00 | 100.00 | |
5 | Lu'an Huaqin New Energy Co., Ltd. | 100.00 | 8,514.00 |
Huoqiu Huaqin New Energy Co., Ltd. | 100.00 | 8,514.00 |
6 | Hefei Haopeng New Energy Technology Co., Ltd. | 100.00 | 8,600.00 |
Hainan Chunjie New Energy Co., Ltd. | 100.00 | 8,600.00 | |
7 | Hefei Xuzun New Energy Technology Co., Ltd. | 100.00 | 15000,00 |
Gaoan Fuyang New Energy Co., Ltd. | 100.00 | 15000,00 |
B. For the following project companies, the agreement was signed with the respective third parties in 2020, and the equity transferwas completed before December 31, 2021: Tengzhou Qingyang New Energy Technology Co., Ltd., Hefei Yanghan New EnergyTechnology Co., Ltd., Hunyuan Yuanyang New Energy Power Generation Co., Ltd., Dongxing Haoyang New Energy Co., Ltd.,Fuxin Xinyang Power New Energy Co., Ltd., Hefei Tiyang New Energy Technology Co., Ltd., Longjiang Rize New EnergyTechnology Co., Ltd., Hefei Ruoyang New Energy Technology Co., Ltd., Chizhou Jiuyang New Energy Power Generation Co., Ltd.,Hefei Juanyang New Energy Technology Co., Ltd., and Susong Suyang New Energy Co., Ltd.C. For the following project companies, the agreement was signed with the respective third parties in 2021, and the equity transferwas completed before December 31, 2021: a total of 21 project companies consisting of Hefei Jizhao New Energy Co., Ltd. and itssubsidiaries, Parque Photovoltaic Santa Rita Solar SpA, Sanbar Solar SpA.VIII. Engagement and Disengagement of Accounting FirmsAccounting firm currently engaged
Name of accounting firm in China | RSM China (Special General Partnership) |
Compensation for accounting firm in China (RMB 10K) | 180 |
Years of continuous auditing service provided by the accounting firm in China | 15 |
Name of CPAs of the accounting firm in China | Wan Yunlong, Jiang Wei, Yao Na |
Years of continuous auditing service provided by the CPAs of the firm | 2 years, 2 years, 2 years |
Whether to replace the accounting firm or not
□ Yes √ No
Engagement of internal control auditing/accounting firms, financial advisors, or sponsors
□ Applicable √ Not Applicable
IX. Statement on Delisting after the Disclosure of Annual Report
□ Applicable √ Not Applicable
X. Matters Related to Bankruptcy Reorganization
□ Applicable √ Not Applicable
No bankruptcy reorganization related matters happened to the Company in the reporting period.XI. Major Litigations and Arbitrations
√ Applicable □ Not Applicable
Date of Disclosure: September 5, 2019Announcement No.: 2019-057Disclosed at: www.cninfo.com.cn
http://www.cninfo.com.cn/new/disclosure/detail?plate=szse&orgId=9900021300&stockCode=300274&announcementId=1206903792&announcementTime=2019-09-05%2015:52
Plaintiff or Applicant | Defendant or Respondent | Basic information of litigation (arbitration) | Amount involved (10KRMB) | An estimated liability Y/N | Progress of litigation (arbitration) | Result and impacts of litigation (arbitration) | Execution of litigation (arbitration) judgment | Case Closed Y/N |
Sungrow Power Supply Co., Ltd. | Jiangsu Yinjia New Energy Technology Co., Ltd. | A case was filed against the customer because they failed to make the payment as agreed in the contract, and the customer was demanded to pay RMB 2,521,550 together with an interest for the overdue. The customer defended on the grounds of product failure, and requested a quality appraisal of the product. The case has been settled after mediation. | 313.98 | No | Mediated in the first instance | Mediated at the People’s Court of Hefei High-Tech Industrial Development Zone | Two parties reached a settlement, and the judgment debtor has performed the settlement agreement | Yes |
Sungrow Power Supply Co., Ltd. | Jingjiang Changrunfenghe New Energy Technology Co., Ltd. | A case was filed against the customer because they failed to make the payment as agreed in the contract. We applied for enforcement to the court, and the case is under enforcement at the moment. | 141.15 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. The Company is actively pursuing clues of respondent’s property at the moment | No |
Sungrow Power Supply Co., Ltd. | Guangdong Shengpa New Energy Development | A case was filed against the customer because they failed to make the payment as agreed in the contract. The two parties reached a mediation in the second instance, but the defendant failed to perform as per | 134.44 | No | Judgment made in the first instance, mediated in the second | Judgment made by the People's Court of Hefei High-Tech Industrial | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end | No |
Co., Ltd. | the mediation. Therefore, we applied for enforcement to the court, and the case is under enforcement at the moment. | instance | Development Zone, and mediated at the Intermediate People's Court of Hefei City | consumption. We have identified that some accounts receivable may be generated to this company from related lawsuits, and have requested the court to issue a notice of assistance in execution | ||||
Sungrow Power Supply Co., Ltd. | Inner Mongolia Geoho Energy Equipment Co., Ltd. | The customer is a subsidiary of Zhejiang Dunan Group. Affected by the overall operation of Dunan Group, the customer failed to pay as agreed in the contract. Although a lawsuit was brought to the court, they failed to perform; therefore, we applied for enforcement. | 1,856.40 | Yes | Judgment made in the first instance | Judgment made by the Intermediate People’s Court of Hangzhou City | The case has been filed at the Intermediate People's Court of Hangzhou City. We are also informed that the People's Court of Dongsheng District, Ordos City, Inner Mongolia has accepted the bankruptcy application of this company. We have declared creditor’s claims and are expecting further advice from the bankruptcy administrator | No |
Sungrow Power Supply Co., Ltd. | Inner Mongolia Geoho Energy Equipment Co., Ltd. | Same as above | 448.85 | Yes | Judgment made in the first instance | Judgment made by the Intermediate People’s Court of Hangzhou City | The case has been filed at the Intermediate People's Court of Hangzhou City. We are also informed that the People's Court of Dongsheng District, Ordos | No |
City, Inner Mongolia has accepted the bankruptcy application of this company. We have declared creditor’s claims and are expecting further advice from the bankruptcy administrator | ||||||||
Sungrow Power Supply Co., Ltd. | Inner Mongolia Geoho Energy Equipment Co., Ltd. | Same as above | 562.15 | Yes | Judgment made in the first instance | Judgment made by the Intermediate People’s Court of Hangzhou City | The case has been filed at the Intermediate People's Court of Hangzhou City. We are also informed that the People's Court of Dongsheng District, Ordos City, Inner Mongolia has accepted the bankruptcy application of this company. We have declared creditor’s claims and are expecting further advice from the bankruptcy administrator | No |
Sungrow Power Supply Co., Ltd. | Wuhan Suotai Green Energy Environmental Technology Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 103.11 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. We have filed an application to the | No |
Intermediate People's Court of Wuhan City for bankruptcy of this company, and the application is being reviewed by the court | ||||||||
Sungrow-Samsung SDI Energy Storage Power Supply Co., Ltd. | Jiangsu FGY Energy Storage Technology Research Institute Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 28.16 | Yes | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | This company is currently undergoing bankruptcy and reorganization. We have declared creditor's claims and are expecting further advice from the administrator | No |
Hefei Sungrow Power Technology Co., Ltd. | Zotye New Energy Vehicle Co., Ltd. Changsha Branch | A case was filed by a subsidiary of the Company at the court because Zotye Auto failed to make the payment as agreed in the contract. We have requested Zotye to pay the overdue and compensate for the loss of stocking. After the judgment was made, we applied for enforcement | 1,847.85 | Yes | Judgment made in the first instance | Judgment by the People's Court of Changsha County, Hunan Province | This company has completed bankruptcy and liquidation, and the bankruptcy administrator has paid the corresponding creditor’s claims to us according to the bankruptcy distribution plan. The case is closed | Yes |
Sungrow Power Supply Co., Ltd. | Shandong Yuhui New Energy Co., Ltd. | A case was filed by a subsidiary of the Company at the court because Zotye Auto failed to make the payment as agreed in the contract. We have requested Zotye to pay the overdue and compensate for the loss of stocking. After the judgment was made, we applied for enforcement | 36.06 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. The Company is actively | No |
pursuing clues of respondent’s property at the moment | ||||||||
Sungrow Power Supply Co., Ltd. | Hefei Sanchuan Automatic Control Engineering Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 148.06 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | The Company has filed an application to Hefei Railway Transportation Court for bankruptcy liquidation of the customer, and is expecting the administrator’s notice on the declaration of creditor’s claims | No |
Sungrow-Samsung SDI Energy Storage Power Supply Co., Ltd. | Chaoyang Systems Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 299.28 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | According to the feedback from lawyers in Taiwan, the customer has completed bankruptcy and liquidation in Taiwan. Based on this, the Company has terminated the execution | Yes |
Sungrow Power Supply Co., Ltd. | Huaxia Juguang (Inner Mongolia) PV Power Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 249.82 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. The Company is actively pursuing clues of respondent’s property at | No |
the moment | ||||||||
Sungrow Power Supply Co., Ltd. | Kelin Environmental Protection Equipment Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 182.77 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. The Company is actively pursuing clues of respondent’s property at the moment | No |
Huainan Sungrow Floating Module Sci. & Tech. Co., Ltd. | Huainan Haifeng Plastic Products Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 1,092.58 | No | Judgment made in the first instance | Mediated at the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. The payment has been partially recovered from the enforcement, and the Company is actively pursuing clues of respondent’s property at the moment in order to recover the outstanding | No |
Sungrow Power Supply Co., Ltd. | Sichuan Yuanzhongyuan Electric Power Engineering | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 94.65 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter | No |
Design Co., Ltd. | Industrial Development Zone | and limit his/her high-end consumption. The Company is actively pursuing clues of respondent’s property at the moment | ||||||
Sungrow Power Supply Co., Ltd. | Huludao Hongxisheng New Energy Development Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract. After the judgment was made, we applied for enforcement | 143.96 | No | Judgment made in the first instance | Judgment made by the People’s Court of Hefei High-Tech Industrial Development Zone | Enforcement in process. Application has been filed to the court to list the respondent as a defaulter and limit his/her high-end consumption. The Company is actively pursuing clues of respondent’s property at the moment | No |
Sungrow Power Supply Co., Ltd. | Zhejiang Yuhui Lighting Energy Saving Technology Co., Ltd. | A case was filed at the court because the customer failed to make the payment as agreed in the contract | 47.79 | Yes | Lawsuit withdrawn in the first instance | The lawsuit was withdrawn upon ruling of the People's Court of Hefei High-Tech Industrial Development | The customer has gone bankrupt, the Company has declared creditor’s claims to the bankruptcy administrator, and the bankruptcy administrator has paid the corresponding creditor’s claims to the Company. The case is closed | Yes |
Sungrow Power Supply Co., Ltd. | Qinghai Zhuma Sapphire Crystal Co., Ltd. | A case was filed at the court because the defendant, Qinghai Zhuma, refused to refund the bid security. We requested | 355.57 | No | Application for court enforcement | Application for court enforcement | Qinghai Zhuma Sapphire Crystal Co., Ltd. and He Kangyu were listed as | No |
Qinghai Zhuma and the guarantor HeKangyu to assume the repaymentobligations. After the case came into effect,we applied for enforcement to the court,and the enforcement is in process at themoment.
filed | filed at the People's Court of Hefei High-Tech Zone | defaulters by the court. No money or assets have been collected from the execution |
XII. Punishments and Rectification
□ Applicable √ Not Applicable
The Company was subject to no punishment or rectification in the reporting period.
XIII. Integrity of the Company, its Controlling Shareholder and Actual Controller
√ Applicable □ Not Applicable
In the reporting period, the Company, its controlling shareholder and actual controller were in good faith, and there were no situations such as failure to perform the effective judgment of thecourt or failure to repay large amount of overdue debt.
XIV. Significant Related-Rarty Transactions
1. Related-party transactions involving daily operations
□ Applicable √ Not Applicable
The Company did not make any related-party transactions involving daily operations in the reporting period.
2. Related-party transactions arising from the acquisition or sale of assets or equity
□ Applicable √ Not Applicable
The Company did not make any related-party transactions arising from the acquisition or sale of assets or equity in the reporting period.
3. Related-party transactions of joint outbound investment
√ Applicable □ Not Applicable
Co-Investors | Relationship | Name of investee | Main business of investee | Registered capital of investee | Total assets of investee (10KRMB) | Net assets of investee (10KRMB) | Net profit of investee (10KRMB) |
Gu Yilei, Wu Jiamao, Li Shun | Executives of the Company | Sungrow Renewables Development Co., Ltd. | Production, manufacture and design of PV new energy power station equipment; R&D, design, development, investment, construction, operation and service of new energy power generation systems and projects; electricity sales; integrated mechanical and electrical equipment sales; export of goods or technologies (except for those that are prohibited by the state or those involving administrative approvals). (For projects subject to approval according to laws, business activities can only be carried out after approval is received form the relevant departments) | RMB 1,420.5344 million | 1,720,068.87 | 513,486.36 | 55,422.6 |
Progress of investee’s major projects under construction (if any) | This capital increase has been completed, and Sungrow Renewables has obtained the updated business license on December 23, 2021. |
4. Related Credits and Liabilities
□ Applicable √ Not Applicable
There were no related credits and liabilities in the reporting period.
5. Transactions with Related Financial Companies
□ Applicable √ Not Applicable
There was no saving, loan, credit or other financial business between the Company and related financial companies or relatedparties.
6. Transactions Between Financial Companies Controlled by the Company and Related Parties
□ Applicable √ Not Applicable
There was no saving, loan, credit or other financial business between financial companies controlled by the Company and relatedparties.
7. Other Significant Related-Party Transactions
□ Applicable √ Not Applicable
There were no other significant related-party transactions in the reporting period.
XV: Major Contracts and the Contract Performance
1. Trusteeship, Contracting and Leasing
(1) Trusteeship
□ Applicable √ Not Applicable
There was no trusteeship in the reporting period.
(2) Contracting
□ Applicable √ Not Applicable
There was no contracting in the reporting period.
(3) Leasing
□ Applicable √ Not Applicable
There was no leasing in the reporting period.
2. Major Guarantees
√ Applicable □ Not Applicable
(in 10KRMB)
Outbound Guarantees of the Company and its Subsidiaries (Excl. Guarantees for Subsidiaries) | ||||||||||
Guarantee Object | Date of Disclosure of Announcements Related to the Amount Guaranteed | Amount Guaranteed | Actual Date of Guarantee | Actual Amount of Guarantee | Type of Guarantee | Collateral (if any) | Counter- Guarantee (if any) | Guarantee Period | Fulfilled Y/N | Guarantee for Related Party Y/N |
Users of the Company's household PV products, owners of industrial and commercial distributed projects (loan application | January 26, 2018; May 18, 2018; April 1, 2021 | 80,478.17 | January 26, 2018 | 50,640.00 | Joint and several liability guarantee | From the date of loan origination to the date of loan pay off | No | No |
from collaborating banks) | ||||||||||
Home PV users eligible for financing | August 5, 2021 | 50,000.00 | August 6, 2021 | 16,316.00 | Joint and several liability guarantee | From the date of loan origination to the date of loan pay off | ||||
Hefei Zhongan Sungrow New Energy Industry Investment Partnership (Limited Partnership) | December 27, 2018; April 1, 2021 | 55,807.46 | December 27, 2018 | 55,807.46 | Joint and several liability guarantee | Less than 10 years | No | No | ||
The Company’s Guarantee for Subsidiaries | ||||||||||
Guarantee Object | Date of Disclosure of Announcements Related to the Amount Guaranteed | Amount Guaranteed | Actual Date of Guarantee | Actual Amount of Guarantee | Type of Guarantee | Collateral (if any) | Counter- Guarantee (if any) | Guarantee Period | Fulfilled Y/N | Guarantee for Related Party Y/N |
Sungrow Power (Hong Kong) Co., Ltd. | May 19, 2020 | 14,181.00 | May 20, 2020 | 3,187.85 | Joint and several liability guarantee | Less than 3 years | No | No | ||
Sungrow USA corporation | Nov. 17, 2020 | 91,106.73 | Nov. 20, 2020 | 91,106.73 | Joint and several liability guarantee | Less than 2 years | No | No | ||
Sungrow Japan K.K. | Nov. 17, 2020 | 3,231.65 | Nov. 30, 2020 | 3,231.65 | Joint and several liability guarantee | Less than 2 years | No | No | ||
SUNGROW POWER UK LIMITED | Apr. 16, 2021 | 60,000.00 | Nov. 11, 2021 | 40,075.14 | Joint and several liability | Less than 10 years | No | No |
guarantee | ||||||||||
Sungrow Ibérica S.A.U. | May 18, 2021 | 15,000.00 | No | No | ||||||
Sungrow Deutschland GmbH | May 18, 2021 | 20,000.00 | No | No | ||||||
Sungrow Middle East DMCC | May 18, 2021 | 1,500.00 | No | No | ||||||
SUNGROW POWER UK LIMITED | May 18, 2021 | 1,200.00 | No | No | ||||||
Sungrow Japan K.K. | May 18, 2021 | 5,000.00 | No | No | ||||||
Sungrow USA Corporation | May 18, 2021 | 150,000.00 | Dec. 4, 2021 | 54,229.36 | Joint and several liability guarantee | No | No | |||
SUNGROW AUSTRALIA GROUP PTY LTD | May 18, 2021 | 5,000.00 | No | No | ||||||
Sungrow Power Korea Limited | May 18, 2021 | 3,000.00 | No | No | ||||||
Sungrow Energy Storage Technology Co., Ltd. | May 18, 2021 | 100,000.00 | May 19, 2021 | 96,872.80 | Joint and several liability guarantee | No | No | |||
Zuoyun Mingyang New Energy Power Generation Co., Ltd. | May 5, 2016; Apr. 1, 2021 | 19,400.00 | May 10, 2016 | 16,400.00 | Joint and several liability guarantee | Less than 15 years | No | No | ||
Lingbi Qingyang New Energy Power Generation Co., Ltd. | Jul. 24, 2017; Apr. 1, 2021 | 17,307.00 | Mar. 15, 2018 | 15,186.00 | Joint and several liability guarantee | Less than 15 years | No | No | ||
Xiao County Yiguang New | Apr. 23, 2018; Apr. 1, 2021 | 8,052.00 | Jun. 26, 2018 | 7,378.00 | Joint and several | Less than 15 years | No | No |
Energy Power Generation Co., Ltd. | liability guarantee | |||||||||
Weishan Guoyang New Energy Power Generation Co., Ltd. | Nov. 22, 2019; Apr. 1, 2021 | 27,500.00 | Sep. 28, 2019 | 27,000.00 | Joint and several liability guarantee | Less than 15 years | No | No | ||
Tuanfeng Shengyang New Energy Power Generation Co., Ltd. | Nov. 17, 2020 | 55,000.00 | Jun. 11, 2021 | 51,134.00 | Joint and several liability guarantee | Less than 15 years | No | No | ||
Shenmu Yuanhang New Energy Development Co., Ltd. | Nov. 17, 2020 | 12,000.00 | Apr. 17, 2021 | 9,583.00 | Joint and several liability guarantee | Less than 15 years | No | No | ||
Sungrow Renewables Development Co., Ltd. | Nov. 17, 2020 | 120,000.00 | May 31, 2021 | 120,000.00 | Joint and several liability guarantee | Less than 2 years | No | No | ||
Sungrow Renewables Development Co., Ltd. | April 16, 2021 | 150,000.00 | Jul. 29, 2021 | 121,000.00 | Joint and several liability guarantee | Less than 2 years | No | No | ||
Sungrow Renewables Development Co., Ltd. | May 18, 2021 | 250,000.00 | Less than 2 years | No | No | |||||
Zongyang Chenyang New Energy Power Generation Co., Ltd. | May 18, 2021 | 16,200.00 | Jun. 30, 2021 | 16,200.00 | Joint and several liability guarantee | Less than 15 years | No | No | ||
SUNGROW POWER (VIETNAM) LIMITED COMPANY | Aug. 20, 2020 | 21,005.31 |
Subsidiary's Guarantee for Subsidiaries | ||||||||||
Guarantee Object | Date of Disclosure of Announcements Related to the Amount Guaranteed | Amount Guaranteed | Actual Date of Guarantee | Actual Amount of Guarantee | Type of Guarantee | Collateral (if any) | Counter- Guarantee (if any) | Guarantee Period | Fulfilled Y/N | Guarantee for Related Party Y/N |
Sungrow USA Corporation | Apr. 24, 2020 | 15,445.9 | Apr. 25, 2020 | 15,445.9 | General guarantee | Less than 5 years | No | No | ||
SUNGROW DO BRASIL REPRESENTACAO COMERCIAL, INSTALACAO E MANUTENCAO DE EQUIPAMENTOS LTDA | Mar. 31, 2021 | 8,449.79 | Apr. 1, 2021 | 8,449.79 | Joint and several liability guarantee | Less than 7 years | No | No | ||
Five projects in Australia owned by Sungrow Investment & Holdings Pte. Ltd | September 29, 2021 | 9,365.2 | September 30, 2021 | 9,365.2 | General guarantee | Before December 31, 2022 | No | No | ||
Sungrow Power Australia Pty Ltd | December 01, 2021 | 14,714.05 | December 02, 2021 | 14,714.05 | General guarantee | Less than two years from the effective date of the Letter of Commitment | No | No | ||
Sungrow Ibérica S.A.U. | December 01, 2021 | 3,309.16 | December 02, 2021 | 3,309.16 | Joint and several liability guarantee | Five years from the date of the Letter of Guarantee | No | No |
3. Cash Assets Management Entrusted to Others
(1) Entrusted financial management
√ Applicable □ Not Applicable
Overview of entrusted financial management in the reporting period
(in 10KRMB)
Type | Source of funds for entrusted financial management | Amount of entrusted financial management | Undue balance | Overdue amount to be collected | Impairment provision for overdue amount to be collected |
Financial products issued by banks | Funds raised | 250,000 | 250,000 | 0 | 0 |
Financial products issued by banks | Funds owned by the Company | 497,500 | 0 | 0 | 0 |
Financial products issued by securities traders | Funds owned by the Company | 6,000 | 3,000 | 0 | 0 |
Financial products issued by trust companies | Funds owned by the Company | 1,048 | 0 | 0 | 0 |
Total | 754,548 | 253,000 | 0 | 0 |
Details of high-risk entrusted financial management with large amount, low security, or low flowability
□ Applicable √ Not Applicable
Expected inability to recover the principal of entrusted financial management or other circumstances that may lead to impairment
□ Applicable √ Not Applicable
(2) Entrusted loans
□ Applicable √ Not Applicable
There were no entrusted loans in the reporting period.
4. Other major contracts
□ Applicable √ Not Applicable
There were no other major contracts in the reporting period.XVI. Explanation on Other Significant Matters
□ Applicable √ Not Applicable
There were no other significant matters to be explained in the reporting period.
XVII. Significant Matters of the Company's Subsidiaries
□ Applicable √ Not Applicable
Section VII Changes in Shares and Information about Shareholders
I. Changes in Share Capital
1. Changes in Shares
(in Shares)
Before the change | Changes in the period (+, -) | After the change | |||||||
Quantity | Percentage | New issuance | Bonus | Capitalized from common reserve | Others | Sub-total | Quantity | Percentage | |
I. Shares subject to conditional restriction(s) | 372,041,949 | 25.53% | 28,418,634 | -11,387,000 | 17,031,634 | 389,073,583 | 26.20% | ||
1. Shares held by the State | |||||||||
2. Shares held by state-owned corporation | 0 | 0.00% | 1,171,875 | 1,171,875 | 1,171,875 | 0.08% | |||
3. Shares held by other domestic shareholders | 372,041,949 | 25.53% | 12,632,812 | -11,387,000 | 1,245,812 | 373,287,761 | 25.13% | ||
Incl. shares held by domestic enterprise | 0 | 0.00% | 9,585,937 | 9,585,937 | 9,585,937 | 0.65% | |||
Shares held by domestic natural person | 372,041,949 | 25.53% | 3,046,875 | -11,387,000 | -8,340,125 | 363,701,824 | 24.49% | ||
4. Shares held by foreign capital | 0 | 0.00% | 14,613,947 | 14,613,947 | 14,613,947 | 0.98% | |||
Incl. shares held by overseas enterprise | 0 | 0.00% | 14,613,947 | 14,613,947 | 14,613,947 | 0.98% | |||
Shares held by overseas natural person | |||||||||
II. Shares subject to no restrictions | 1,085,194,901 | 74.47% | 10,947,500 | 10,947,500 | 1,096,142,401 | 73.80% | |||
1. A-shares | 1,085,194,901 | 74.47% | 10,947,500 | 10,947,500 | 1,096,142,401 | 73.80% | |||
2. B-shares |
3. H-shares | |||||||||
4. Others | |||||||||
III. Total | 1,457,236,850 | 100.00% | 28,418,634 | -439,500 | 27,979,134 | 1,485,215,984 | 100.00% |
Reasons for share changes
√ Applicable □ Not Applicable
1). On October 29, 2020, the Company held the fourth meeting of the fourth Board of Directors and the fourth meeting of the fourthBoard of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Zhu Hui, Yang Guoqiang, Zhang Tao, Wang Xinzhong, Dong Yugang, LiuMing, Yu Chuandian, Xing Zhen, Tian Hao, Hu Di, Tu Fang, WARDZACHARIAH HUSSEIN, and KIM MYUNGKWAN, resigned,according to the relevant provisions of the Company's equity incentive plan, all the restricted shares that were granted to them but notunlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to 297,500 shares. TheCompany completed the buyback and cancellation at the Shenzhen Branch of China Securities Depository and Clearing CorporationLimited on January 19, 2021, and the Company’s total share capital changed from 1,457,236,850 shares to 1,456,939,350 shares.
2). On April 26, 2021, the Company held the eighth meeting of the fourth Board of Directors and the seventh meeting of the fourthBoard of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Wan Rubin, Zhou Ping, Zhan Zhihai, Zhang Jianzhou, Jiang Wenjun, XieFeng, and Yao Li, resigned, according to the relevant provisions of the Company's equity incentive plan, all the restricted shares thatwere granted to them but not unlocked should be bought back and cancelled by the Company. Since the individual annualperformance of the Company’s original incentive objects, Li Tao and Shang Xiaozhong, accounted for an unlocking percentage of50%, according to the relevant provisions of the Company's equity incentive plan, some of the restricted shares that were granted tothem but not unlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to 142,000shares. The Company completed the buyback and cancellation at the Shenzhen Branch of China Securities Depository and ClearingCorporation Limited on July 27, 2021, and the Company’s total share capital changed from 1,456,939,350 shares to 1,456,797,350shares.
3). Subject to the Approval on the Registration of Sungrow Power Supply Co., Ltd. to Issue Shares to Specific Objects (CSRC-XK[2021] No. 2734) by the China Securities Regulatory Commission, the Company made non-public A-share offering of 28,418,634shares to 18 specific objects in 2021, and completed the listing on October 22, 2021. The Company’s total share capital changedfrom 1,456,797,350 shares to 1,485,215,984 shares.
Approvals for share changes
√ Applicable □ Not Applicable
Subject to the Approval on the Registration of Sungrow Power Supply Co., Ltd. to Issue Shares to Specific Objects (CSRC-XK [2021]No. 2734) by the China Securities Regulatory Commission, the Company made non-public A-share offering of 28,418,634 shares to18 specific objects in 2021, and completed the listing on October 22, 2021. This issuance increased the registered capital by RMB28,418,634 with an increase of 28,418,634 shares. The Company’s total share capital changed from 1,456,797,350 shares to1,485,215,984 shares.
Share transfers
□ Applicable √ Not Applicable
The impact of changes in shares on financial indicators such as basic earnings per share, diluted earnings per share, net assets pershare attributable to common shareholders in the last year and the last period
√ Applicable □ Not Applicable
During the reporting period, due to the completion of the Company's non-public offering project in 2021, the total share capitalincreased, resulting in further dilution of the Company's earnings per share, net assets per share attributable to common shareholdersand other financial indicators.Other contents the Company considers necessary or required by the securities regulatory authorities to disclose
□ Applicable √ Not Applicable
2. Changes in Restricted Shares
√ Applicable □ Not Applicable
(in Shares)
Shareholder | Opening restricted shares | Increased in current period | Unlocked in current period | Closing restricted shares | Reason for restriction | Estimated date of unlocking |
Cao Renxian | 338,256,000 | 338,256,000 | Lock-up of executives’ shares | 25% of lock-up shares at the end of last year is released every year | ||
Zheng Guibiao | 10,932,270 | 1,125,000 | 9,807,270 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year | |
Zhao Wei | 6,057,000 | 90,000 | 90,000 | 6,057,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Li Guojun | 1,110,000 | 110,000 | 110,000 | 1,110,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Gu Yilei | 450,000 | 165,000 | 165,000 | 450,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Zhang Xucheng | 150,000 | 50,000 | 50,000 | 150,000 | Lock-up of executives’ shares | 25% of lock-up shares at the end of last year is released every |
year | ||||||
Chen Zhiqiang | 375,000 | 140,000 | 140,000 | 375,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Wu Jiamao | 375,000 | 140,000 | 140,000 | 375,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Cheng Cheng | 375,000 | 140,000 | 140,000 | 375,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Xie Xiaoyong | 300,000 | 115,000 | 115,000 | 300,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Deng Dejun | 369,679 | 140,000 | 140,000 | 369,679 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Zhang Youquan | 225,000 | 90,000 | 90,000 | 225,000 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Li Shun | 25,000 | 18,750 | 25,000 | 18,750 | Lock-up of executives’ shares | 25% of lock-up shares at the end of last year is released every year |
Peng Chaocai | 105,000 | 18,750 | 45,000 | 78,750 | Lock-up of executives’ shares, equity incentive restriction | 25% of lock-up shares at the end of last year is released every year |
Other incentive objects | 12,937,000 | 10,229,500 | 2,707,500 | Equity incentive restriction | September 2022 | |
Shanghai Greenwoods Asset Management Co. Ltd. - Greenwoods Jingtai Fenshou Private Securities Investment Fund | 937,500 | 937,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Shanghai Greenwoods Asset Management Co. Ltd. - Fengshou No. 3 Private Equity Fund | 937,500 | 937,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Huatai Financial Holdings (Hong Kong) Limited | 937,500 | 937,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
JPMorgan Chase Bank, National Association | 1,171,875 | 1,171,875 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Dajia Asset Management Co., Ltd. - Dajia Asset-ICBC-DaJia Asset-Blue Chip Selected No. 5 Collective Asset Management Product | 1,562,500 | 1,562,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Yunnan Energy Investment Co., Ltd. | 1,171,875 | 1,171,875 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Goldman Sachs&Co.LLC | 1,234,375 | 1,234,375 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
The Hongkong and Shanghai Banking Corporation Limited | 937,500 | 937,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
UBS AG | 6,738,948 | 6,738,948 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
J.P.Morgan Securities PLC | 1,054,687 | 1,054,687 | Non-public offering of shares with a | April 22, 2022 |
commitment to lock for 6 months | ||||||
Gao Jinhua | 1,171,875 | 1,171,875 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Beijing XHTH Asset Management (Limited Partnership) - Xinhong Xinghong No. 2 Private Securities Investment Fund | 937,500 | 937,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
WT Asset Management Limited | 1,562,500 | 1,562,500 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Runhui Investment Management Hong Kong Co., Ltd. | 976,562 | 976,562 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Jinan Jiangshan Investment Partnership (Limited Partnership) | 1,953,125 | 1,953,125 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Caitong Fund Management Co., Ltd. | 960,937 | 960,937 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Zhong Ge | 1,875,000 | 1,875,000 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Lord Abbett China Asset Management Co., Ltd. | 2,296,875 | 2,296,875 | Non-public offering of shares with a commitment to lock for 6 months | April 22, 2022 | ||
Total | 372,041,949 | 29,636,134 | 12,604,500 | 389,073,583 | -- | -- |
II. Issuance and Listing of Securities
1. Securities (excl. preference shares) issued during the reporting period
√ Applicable □ Not Applicable
Shares and derivative securities | Date of issuance | Issue price (or interest rate) | Issuance amount | Date of listing | Amount approved for listing | Due date of transaction | Disclosure reference | Date of disclosure |
Shares | ||||||||
Non-public offering | October 13, 2021 | 128.00 | 28,418,634 | October 22, 2021 | 28,418,634 | www.cninfo.com.cn | October 19, 2021 | |
Convertible corporate bonds, convertible corporate bonds with warrants, corporate bonds | ||||||||
Other derivative securities |
Notes on the issuance of securities (excluding preference shares) in the reporting periodSubject to the Approval on the Registration of Sungrow Power Supply Co., Ltd. to Issue Shares to Specific Objects (CSRC-XK[2021] No. 2734) by the China Securities Regulatory Commission, the Company made non-public A-share offering of 28,418,634shares to 18 specific objects in 2021, and completed the listing on October 22, 2021. This issuance increased the registered capitalby RMB 28,418,634 with an increase of 28,418,634 shares. The Company’s total share capital changed from 1,456,797,350 sharesto 1,485,215,984 shares.
2. Changes in the Company’s total shares and shareholder structure, and changes in the Company’s
asset and liability structure
√ Applicable □ Not Applicable
1). On October 29, 2020, the Company held the fourth meeting of the fourth Board of Directors and the fourth meeting of the fourthBoard of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Zhu Hui, Yang Guoqiang, Zhang Tao, Wang Xinzhong, Dong Yugang, LiuMing, Yu Chuandian, Xing Zhen, Tian Hao, Hu Di, Tu Fang, WARDZACHARIAH HUSSEIN, and KIM MYUNGKWAN, resigned,according to the relevant provisions of the Company's equity incentive plan, all the restricted shares that were granted to them but notunlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to 297,500 shares. TheCompany completed the buyback and cancellation at the Shenzhen Branch of China Securities Depository and Clearing CorporationLimited on January 19, 2021, and the Company’s total share capital changed from 1,457,236,850 shares to 1,456,939,350 shares.
2). On April 26, 2021, the Company held the eighth meeting of the fourth Board of Directors and the seventh meeting of the fourthBoard of Supervisors, at which the Proposal on the Buyback and Cancellation of Some Restricted Shares was reviewed and approved.Since some of the Company’s original incentive objects, Wan Rubin, Zhou Ping, Zhan Zhihai, Zhang Jianzhou, Jiang Wenjun, XieFeng, and Yao Li, resigned, according to the relevant provisions of the Company's equity incentive plan, all the restricted shares thatwere granted to them but not unlocked should be bought back and cancelled by the Company. Since the individual annualperformance of the Company’s original incentive objects, Li Tao and Shang Xiaozhong, accounted for an unlocking percentage of50%, according to the relevant provisions of the Company's equity incentive plan, some of the restricted shares that were granted tothem but not unlocked should be bought back and cancelled by the Company, with the total buyback quantity amounting to 142,000shares. The Company completed the buyback and cancellation at the Shenzhen Branch of China Securities Depository and ClearingCorporation Limited on July 27, 2021, and the Company’s total share capital changed from 1,456,939,350 shares to 1,456,797,350shares.
3). Subject to the Approval on the Registration of Sungrow Power Supply Co., Ltd. to Issue Shares to Specific Objects (CSRC-XK[2021] No. 2734) by the China Securities Regulatory Commission, the Company made non-public A-share offering of 28,418,634shares to 18 specific objects in 2021, and completed the listing on October 22, 2021. The Company’s total share capital changedfrom 1,456,797,350 shares to 1,485,215,984 shares.
3. Existing employees’ shares
□ Applicable √ Not Applicable
III. Shareholders and Actual Controllers
1. Total number of shareholders and share holdings
(in Shares)
Total number of ordinary shareholders at the end of the reporting period | 134,932 | Total number of ordinary shareholders at the end of the previous month before the disclosure date of the annual report | 140,181 | Total number of preference shareholders with restored voting rights at the end of the reporting period (if any) (see Note 9) | 0 | Total number of preference shareholders with restored voting rights at the end of the previous month before the disclosure date of the annual report (if any) (see Note 9) | 0 | Total number of shareholders holding special voting shares (if any) | 0 | ||||||
Shareholders with a shareholding of over 5% or shareholdings of the top ten shareholders | |||||||||||||||
Name of shareholder | Nature of shareholder | Percentage | Total shares held at the end of the reporting period | Changes in the reporting period | Non-tradable shares held | Tradable shares held | Pledged, marked, or frozen | ||||||||
Share status | Quantity | ||||||||||||||
Cao Renxian | Domestic natural person | 30.37% | 451,008,000 | 338,256,000 | 112,752,000 | Pledged | 9,340,000 | ||||||||
Hong Kong Securities Clearing Company Limited | Overseas legal person | 10.92% | 162,246,873 | 0 | 162,246,873 | ||||||||||
Luzhou Huizhuo Enterprise Management Partnership (Limited Partnership) | Domestic non-state-owned legal person | 3.69% | 54,866,201 | 0 | 54,866,201 | ||||||||||
Shanghai Pudong Development Bank Co., Ltd. - GF High-End Manufacturing Equity Sponsored Securities Investment Fund | Other | 0.83% | 12,369,049 | 0 | 12,369,049 |
China Construction Bank Corporation - GF Technology Pioneer Hybrid Securities Investment Fund | Other | 0.82% | 12,158,710 | 0 | 12,158,710 | |||
Zheng Guibiao | Domestic natural person | 0.81% | 11,976,360 | 9,807,270 | 2,169,090 | |||
Chinalink Asia Holdings Limited | 0.79% | 11,707,305 | 0 | 11,707,305 | ||||
National Social Security Fund Portfolio 416 | Other | 0.72% | 10,673,733 | 0 | 10,673,733 | |||
China Minsheng Bank Co., Ltd. - GF Industry Selected Three-Year Hybrid Securities Investment Fund | Other | 0.67% | 9,995,202 | 0 | 9,995,202 | |||
Industrial and Commercial Bank of China Limited - GF Double Engine Upgraded Hybrid Securities Investment Fund | Other | 0.64% | 9,434,499 | 0 | 9,434,499 | |||
Strategic investors or general legal persons becoming the top 10 shareholders due to placement of new shares (if any) (refer to Note 4) | - | |||||||
Relations between the above-mentioned shareholders or actions in concert | Mr. Cao Renxian, the controlling shareholder and actual controller of the Company, holds 10.44% equity of Luzhou Huizhuo Enterprise Management Partnership (Limited Partnership). Apart from the shareholders’ relations specified as above, the Company is not aware of any other relations between shareholders, and does not know whether they are persons acting in concert as stipulated in the Administrative Measures for the Acquisition of Listed Companies. | |||||||
Notes on above shareholders who are involved in delegating/delegated voting rights and waiving of voting rights | - | |||||||
Special notes on dedicated buy-back | - |
accounts held by top 10 shareholders (if any) (refer to Note 10) | ||||
Shares held by top 10 shareholders subject to no restrictions on trading | ||||
Shareholder | Unrestricted shares held at the end of the reporting period | Share Details | ||
Type | Quantity | |||
Hong Kong Securities Clearing Company Limited | 162,246,873 | A-share | 162,246,873 | |
Cao Renxian | 112,752,000 | A-share | 112,752,000 | |
Luzhou Huizhuo Enterprise Management Partnership (Limited Partnership) | 54,866,201 | A-share | 54,866,201 | |
Shanghai Pudong Development Bank Co., Ltd. - GF High-End Manufacturing Equity Sponsored Securities Investment Fund | 12,369,049 | A-share | 12,369,049 | |
China Construction Bank Corporation - GF Technology Pioneer Hybrid Securities Investment Fund | 12,158,710 | A-share | 12,158,710 | |
Chinalink Asia Holdings Limited | 11,707,305 | A-share | 11,707,305 | |
National Social Security Fund Portfolio 416 | 10,673,733 | A-share | 10,673,733 | |
China Minsheng Bank Co., Ltd. - GF Industry Selected Three-Year Hybrid Securities Investment Fund | 9,995,202 | A-share | 9,995,202 | |
Industrial and Commercial Bank of China Limited - GF Double Engine Upgraded Hybrid Securities Investment Fund | 9,434,499 | A-share | 9,434,499 | |
Bank of China Co., Ltd. - Huatai-PineBridge CSI PV Industry Open-Ended Index Securities Investment Fund | 8,722,380 | A-share | 8,722,380 | |
Relations between top 10 shareholders of unrestricted circulating shares, relations between top 10 shareholders of unrestricted circulating shares and top 10 shareholders, or actions in concert | Mr. Cao Renxian, the controlling shareholder and actual controller of the Company, holds 10.44% equity of Luzhou Huizhuo Enterprise Management Partnership (Limited Partnership). Apart from the shareholders’ relations specified as above, the Company is not aware of any other relations between shareholders, and does not know whether they are persons acting in concert as stipulated in the Administrative Measures for the Acquisition of Listed Companies. |
Whether the Company has made arrangements for different voting rights
□ Applicable √ Not Applicable
Whether the top 10 shareholders of ordinary shares and the top 10 shareholders of ordinary shares subject to no trading restrictionsmade the buy-back transaction as agreed in the reporting period
□ Yes √ No
The top 10 shareholders of ordinary shares and the top 10 shareholders of ordinary shares subject to no trading restrictions did notmake the buy-back transaction as agreed in the reporting period.
2. Controlling Shareholders of the Company
Nature of controlling shareholder: Natural personType of controlling shareholder: Natural person
Name of controlling shareholder | Nationality | In possession of right of abode in other countries |
Cao Renxian | Chinese | No |
Main occupation and title | Mr. Cao Renxian has been the Chairman and President of the Company for the past 5 years | |
Domestic/overseas listed companies controlled/vested in the past 10 years | Mr. Cao Renxian does not control other domestic/overseas listed companies |
Changes of controlling shareholder during the reporting period
□ Applicable √ Not Applicable
The controlling shareholder of the Company did not change in the reporting period.
3. Actual Controllers and Persons Acting In Concert
Nature of actual controller: Domestic natural personType of actual controller: Natural person
Name of actual controller | Relationship with actual controller | Nationality | In possession of right of abode in other countries |
Cao Renxian | Himself | Chinese | No |
Main occupation and title | Mr. Cao Renxian has been the Chairman and President of the Company for the past 5 years | ||
Domestic/overseas listed companies controlled/vested in the past 10 years | Mr. Cao Renxian does not control other domestic/overseas listed companies |
Change of actual controller during the reporting period
□ Applicable √ Not Applicable
The actual controller of the Company did not change during the reporting period.Block diagram of the property rights and control relationship between the Company and the actual controller
中文 | English |
曹仁贤 | Cao Renxian |
通过配偶苏蕾 | Via spouse Su Lei |
泸州汇卓企业管理合伙企业(有限合伙) | Luzhou Huizhuo Enterprise Management Partnership (Limited Partnership) |
阳光电源股份有限公司 | Sungrow Power Supply Co., Ltd. |
The actual controller controls the Company through trust or other asset management methods
□ Applicable √ Not Applicable
4. The cumulative quantity of pledged shares of the Company’s controlling shareholder or the largest
shareholder and its persons acting in concert account for more than 80% of the Company’s sharesheld by them
□ Applicable √ Not Applicable
5. Other legal person shareholders holding more than 10% of the shares
□ Applicable √ Not Applicable
6. Share restrictions and reductions of controlling shareholder, actual controller, restructuring parties,
and other undertaking entities
□ Applicable √ Not Applicable
IV. Specific implementation of share buy-back during the reporting period
Progress of share buy-back
□ Applicable √ Not Applicable
Progress of buy-back share reduction via centralized bidding
□ Applicable √ Not Applicable
Section VIII Preference shares
□ Applicable √ Not Applicable
No preference shares exist in the Company during the reporting period.
Section IX Bonds
□ Applicable √ Not Applicable
Section X Financial ReportsI. Audit Report
Type of Audit Opinion | Standard unqualified opinion |
Audit Report Signed on | April 20, 2022 |
Auditing Firm | RSM China (Special General Partnership) |
Audit Report Number | RSM-AR [022] No. 230Z0700 |
Name of CPAs | Wan Yunlong, Jiang Wei, Yao Na |
Audit ReportI. Audit OpinionWe have audited the financial statements of Sungrow Power Supply Co., Ltd. (hereinafter referred to as Sungrow), including theConsolidated Balance Sheet and Balance Sheet of Parent Company as at December 31, 2021, the Consolidated Income Statement andIncome Statement of Parent Company in 2021, and the Consolidated Statement of Cash Flows and Statement of Cash Flows ofParent Company, Consolidated Statement of Changes in Equity and Statement of Changes in Equity of Parent Company, as well asNotes to the relevant financial statements.In our opinion, the financial statements as attached were prepared in accordance with the Accounting Standards for BusinessEnterprises in all material aspects, which fairly reflect the consolidated financial position of Sungrow and the parent company as atDecember 31, 2021, as well as the consolidated operating results and cash flows of Sungrow and the parent company in 2021.II. Ground for the Audit OpinionThe audit has been performed in accordance with the Auditing Standards for China Certified Accountants. Our responsibilities underthese standards are further explained in the part CPA's Responsibilities for the Audit of Financial Statements in the audit report.Abiding by the Code of Conducts for China Certified Public Accountants, we have operated independently from Sungrow, andfulfilled other responsibilities in professional ethics. We believe that the audit evidence we obtained is sufficient and appropriate toprovide a ground for our audit opinion.III. Key Audit MattersKey audit matters are those we consider to be the most important to the audit of financial statements of the current period based onour professional judgment. Such matters are addressed in the context that the financial statements are audited as a whole with theaudit opinion issued. We do not express separate opinions on these matters.A. Recoverability of accounts receivable
1. Description of the matter
As stated in Notes “III. 10 Financial Instruments” and “V. 4 Accounts Receivable”, the book value of accounts receivable inSungrow’s consolidated financial statements was RMB 8,748 million, of which bad debt provision was RMB 941 million. TheCompany determined the bad debt provision according to the recoverability of accounts receivable. To determine the book value ofthe accounts receivable at the end of the period, the Sungrow management team (hereinafter referred to as the Management) needs toidentify the items that have been impaired and the objective evidences, and evaluate the cash flows that are expected in the future anddetermine their present value, which involves the Management’s use of significant accounting estimates and judgments. Moreover,
the recoverability of accounts receivable is vital to the financial statements; therefore, we have identified the recoverability ofaccounts receivable as a key audit matter.
2. Audit response
The procedures we performed mainly include the following:
(1) Evaluate and test the rationality of design and operational effectiveness of Sungrow's credit policy and internal controls related toaccounts receivable management.
(2) Analyze the rationality of accounting estimates for bad debt provision for Sungrow's accounts receivable, including the basis fordetermining the combination of accounts receivable and the judgment on separate bad debts provision.
(3) After considering the actual amount of bad debts of similar receivables and the situations in the past, and in combination withcustomer credit, market condition, and other factors, we evaluated the appropriateness of approaches used by the Management whichdivide the receivables into several groups for impairment assessment. For receivables that had been accrued for bad debt provisionindividually, we verified the foundations used by the Management to evaluate the expected cash flow; for receivables that had beenaccrued for bad debt provision according to the characteristics of credit risk combination, we used expected credit loss rate and aginganalysis to test the rationality and accuracy of the Management's provision for bad debts.
(4) Evaluate the recoverability of accounts receivable in large amount, with special attention paid to those with an aging of more thanone year and those covered in lawsuits filed by Sungrow (for selected samples). Through the investigation of customer background,operating status, litigation situation and etc., we interviewed with lawyers and sales personnel, inspected the letters of confirmationand collections after the period, in order to evaluate the rationality and adequacy of the Management’s bad debts provision.B. Revenue recognitionAs stated in Notes “3. 26 Principles and Measurements for Revenue Recognition” and “V. 43 Operating Income and OperatingCosts”, Sungrow recognized an operating revenue of RMB 24.137 billion, of which the revenue from power station constructionbusiness accounted for about 40.10% of the total.Revenue from the Company's power station construction contracts were recognized according to the performance progress, exceptthose for which the performance progress couldn’t be reasonably determined. The performance progress was determined based onthe ratio of the contract cost actually incurred in the estimated total contract cost, and was continuously evaluated and revised duringthe contract execution. Since operating income is one of the Company's key metrics, there might be an inherent risk that theManagement manipulate revenue recognition in order to achieve specific goals or expectations; therefore, we have identified revenuerecognition as a key audit matter.
2. Audit response
The procedures we used mainly include the following:
(1) Evaluate and test the design and operational effectiveness of internal controls related to Sungrow's revenue from product salesand power station construction.
(2) Verify revenue growth and changes in gross profit in an analytic way.
(3) For revenue from product sales, inspect samples of sales contracts, sales invoices, logistics documents, customer receipts,customs declarations and other relevant materials to evaluate the authenticity of revenue recognition; for sales revenue recognizedaround the date of the balance sheet, run cut-off test and verify supporting documents such as customer receipts, thereby evaluatingthe completeness of revenue recognition.
(4) For revenue from power station construction, compare and analyze the actual total cost of the completed project samples and thetotal contract cost estimated by the Management before project completion, and evaluate the Management's experience and capacity
in making the accounting estimation; obtain contracts of major construction projects to verify the total contract revenue, review keycontract terms, and confirm the correctness of contract. For major contracts containing power generation commitments, review thebasis for determining the power generation estimation and the accuracy of revenue recognition. For the actual cost of major projects,check the supporting documents such as contracts, invoices, equipment receipts, progress confirmation documents, and analyze thegross profit rate of the project, thereby evaluating the authenticity and accuracy of the actual cost accounting. Pick several projectsand visit the project sites to determine whether the site status matches the progress recorded.IV. Other informationSungrow’s management team is responsible for other information. Other information includes those covered in Sungrow's 2021annual report, but does not include the financial statements and our audit report.The audit opinion on financial statements does not cover other information, nor do we make assurance conclusions on otherinformation in any form.As it relates to the audit of financial statements, our responsibility is to read other information and identify whether there are materialinconsistence or errors between other information and the financial statements or the situation we learned during the audit.Based on what we have done, if we are certain that material errors exist in other information, we should report. In this case, there isnothing to be reported.V. Management’s and Governance’s Responsibilities for the Financial StatementsThe Sungrow management team is responsible for preparing and presenting these financial statements fairly in accordance with theAccounting Standards for Business Enterprises, and for designing, implementing, and maintaining necessary internal controls so thatthe financial statements are free from material misstatements due to fraud or error.When preparing the financial statements, the management team is responsible for evaluating Sungrow’s ability to continue as a goingconcern, disclosing matters related to going concerns, and applying going concern assumptions, unless the management team isarranging liquidation, termination, or options of no other realistic alternatives for Sungrow.Sungrow's governance team is responsible for overseeing Sungrow's financial reporting process.VI. CPA's Responsibilities for the Audit of the Financial StatementsOur objective is to obtain reasonable assurance on that the financial statements as a whole are free from material misstatement due tofraud or error, and to issue an auditor report containing our audit opinion. A reasonable assurance is a high level of assurance,however, there is no assurance that an audit performed in accordance with Auditing Standards can always identify a materialmisstatement in existence. Misstatements may result from fraud or error, and are generally considered material if, individually or inaggregate, the misstatements could be reasonably expected to influence the economic decisions made by users of the financialstatements based on the content of the financial statements.In the process of conducting the audit in accordance with Auditing Standards, we exercise professional judgment and maintainprofessional skepticism. At the same time, we also perform the following:
1. Identify and evaluate the risk of material misstatement due to fraud or error, design and implement auditing procedures toaddress the risk, and obtain sufficient and appropriate audit evidence as the ground for our audit opinion. Since fraud mayinvolve collusion, forgery, intentional omission, misrepresentation or override of internal control, the risk of failure to detectmaterial misstatements due to fraud is higher than the risk of failure to detect material misstatements due to error.
2. Understand the audit-related internal controls in order to design appropriate auditing procedures, but the purpose here is not toissue any opinion on the effectiveness of the internal controls.
3. Evaluate the appropriateness of accounting policies selected by the management team and the rationality of accounting
estimates and related disclosures.
4. Conclude on the appropriateness of the going concern assumptions used by the management team. Based on the audit evidenceobtained, draw conclusions on whether there are significant uncertainties in matters or situations that are likely to impairSungrow's ability to continue as a going concern. Should the conclusions considered significant uncertainties, we are requiredby the auditing standards to remind users of the financial statements to the relevant disclosures in the financial statements; if thedisclosures were insufficient, we should not issue our opinion as non-qualified. Our conclusions are based on informationavailable as of the date of the audit report. However, matters or circumstances in the future may still cause Sungrow to cease tooperate as a going concern.
5. Evaluate the overall presentation, structure and content of the financial statements, and evaluate whether the financial statements
fairly reflect the relevant transactions and matters.
6. Obtain sufficient and appropriate audit evidence on the financial information of Sungrow’s entities or business activities, so asto issue the audit opinions on the financial statements. We are responsible for directing, supervising and performing the groupaudit, and are solely responsible for the audit opinion we make.We communicate with the governance team on the planned scope, schedule and significant audit findings of the audit, includinginternal control deficiencies of concern that we identified during our audit.We have also provided the governance team with a statement of compliance with professional ethical requirements related toindependence, and communicated with them on all relationships and other matters that might be reasonably believed to affect ourindependence, together with the corresponding countermeasures.From the list of matters that we have communicated with the governance team, we identify those of the most significance to the auditof financial statements of the current period as the key audit matters. We describe these matters in our audit report unless publicdisclosure of such matters is prohibited by laws or regulations or; in rare circumstances where the adverse consequences ofcommunicating a matter in the audit report would be reasonably expected to outweigh the benefits in the public interest, we decidenot to communicate such matter in the audit report.II. Financial StatementsAll numbers in the financial statements are in RMB.
1. Consolidated Balance Sheet
Prepared by: Sungrow Power Supply Co., Ltd.
April 20, 2022
(in RMB)
Item | December 31, 2021 | December 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | 7,790,144,016.01 | 7,417,442,785.55 |
Settlements Provision | ||
Loans to banks and other financial institutions | ||
Financial assets held for trading | 3,812,896,788.98 | 673,049,658.47 |
Derivative financial assets | ||
Notes receivable | 784,339,002.72 | 815,028,079.65 |
Accounts receivable | 8,748,141,497.54 | 6,585,489,222.22 |
Financing receivables | 762,715,906.62 | 1,429,890,903.46 |
Prepayments | 359,819,409.47 | 307,052,233.06 |
Insurance premium receivable | ||
Due from reinsurers | ||
Reinsurance contract reserves receivable | ||
Other receivables | 946,579,893.54 | 799,333,709.75 |
Including: Interest receivable | ||
Dividends receivable | ||
Financial assets purchased under agreements to resell | ||
Inventories | 10,767,519,365.64 | 3,873,426,789.49 |
Contract assets | 1,364,393,136.40 | 972,128,094.97 |
Assets classified as held for sale | ||
Non-current assets due in one year | 75,528,337.39 | 78,828,840.73 |
Other current assets | 895,355,467.22 | 301,371,301.95 |
Total current assets | 36,307,432,821.53 | 23,253,041,619.30 |
Non-current assets: | ||
Loans and advances | ||
Debt investment | ||
Other debt investments | ||
Long-term receivables | 213,044,303.38 | 210,769,637.34 |
Long-term equity investments | 115,159,366.42 | 406,420,414.50 |
Other equity instruments investments | ||
Other non-current financial assets | 40,008,527.59 | 146,361,887.62 |
Investment properties | ||
Fixed assets | 4,245,993,353.02 | 3,240,954,477.91 |
Construction in progress | 424,310,899.34 | 211,746,133.58 |
Productive biological assets | ||
Oil and gas assets | ||
Right-of-use asset | 344,386,440.69 | |
Intangible assets | 174,385,023.72 | 128,954,193.08 |
Development expenditures |
Goodwill | ||
Long-term prepaid expenses | 23,696,359.28 | 33,776,287.75 |
Deferred tax assets | 638,432,375.29 | 359,483,164.54 |
Other non-current assets | 313,281,445.20 | 11,426,179.24 |
Total non-current assets | 6,532,698,093.93 | 4,749,892,375.56 |
Total assets | 42,840,130,915.46 | 28,002,933,994.86 |
Current liabilities: | ||
Short-term borrowings | 1,524,580,849.05 | 135,125,000.00 |
Borrowing from the central bank | ||
Deposits and balances from banks and other financial institutions | ||
Financial liabilities held for trading | ||
Derivative financial liabilities | ||
Notes payable | 7,939,950,795.46 | 5,386,302,627.48 |
Accounts payable | 9,824,886,816.58 | 6,705,666,304.17 |
Receipts in advance | ||
Contract liabilities | 1,713,946,572.46 | 1,408,025,979.44 |
Financial assets sold under agreements to buy | ||
Customer deposits and balances from banks and other financial institutions | ||
Customer brokerage deposits | ||
Securities underwriting brokerage deposits | ||
Payroll and employee benefits payable | 380,993,966.96 | 259,993,897.26 |
Taxes payable | 508,768,582.40 | 325,839,651.74 |
Other payables | 500,890,674.53 | 233,730,526.78 |
Including: Interest payable | ||
Dividend payable | ||
Fees and commission payable | ||
Payable reinsurance | ||
Liabilities classified as held for sale | ||
Non-current liabilities due in one year | 205,372,932.33 | 260,700,564.28 |
Other current liabilities | 907,970,842.58 | 312,007,129.23 |
Total current liabilities | 23,507,362,032.35 | 15,027,391,680.38 |
Non-current liabilities: | ||
Insurance reserves |
Long-term borrowings | 1,891,445,000.00 | 1,781,240,000.00 |
Bonds payable | ||
Including: Preference shares | ||
Perpetual debt | ||
Lease liabilities | 283,789,579.70 | |
Long-term Payable | 56,156,864.10 | 59,426,474.10 |
Long-term payroll and employee benefits payable | ||
Provisions | 242,096,475.53 | 119,551,329.18 |
Deferred income | 141,475,530.69 | 135,948,241.48 |
Deferred tax liabilities | 14,127,384.33 | 14,679,154.69 |
Other non-current liabilities | ||
Total non-current liabilities | 2,629,090,834.35 | 2,110,845,199.45 |
Total liabilities | 26,136,452,866.70 | 17,138,236,879.83 |
Owners’ equity: | ||
Paid-in capital | 1,485,215,984.00 | 1,457,236,850.00 |
Other equity instruments | ||
Including: Preference share | ||
Perpetual debt | ||
Capital reserve | 6,959,695,649.18 | 3,218,415,694.87 |
Less: treasury shares | 15,133,520.00 | 76,130,653.30 |
Other comprehensive income | -24,221,290.12 | -14,387,945.32 |
Special reserve | ||
Surplus reserve | 716,612,746.04 | 593,881,439.81 |
General risk reserve | ||
Retained earnings | 6,532,893,916.61 | 5,276,889,357.08 |
Equity attributable to owners of the parent | 15,655,063,485.71 | 10,455,904,743.14 |
Non-controlling interests | 1,048,614,563.05 | 408,792,371.89 |
Total owners’ equity | 16,703,678,048.76 | 10,864,697,115.03 |
Total liabilities and owners’ equity | 42,840,130,915.46 | 28,002,933,994.86 |
Legal Representative: Cao Renxian Chief Accountant: Li Guojun Head of Accounting Department: Li Guojun
2. Balance Sheet of Parent Company
(in RMB)
Item | December 31, 2021 | December 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | 4,686,803,427.38 | 4,997,150,662.71 |
Financial assets held for trading | 2,655,239,184.22 | 19,141,500.01 |
Derivative financial assets | ||
Notes receivable | 460,268,788.01 | 710,276,647.61 |
Accounts receivable | 6,633,778,001.81 | 7,394,390,133.73 |
Financing receivables | 477,280,432.91 | 1,225,757,149.76 |
Prepayments | 54,560,360.00 | 66,038,894.63 |
Other receivables | 729,294,428.68 | 2,803,126,883.05 |
Including: Interest receivable | ||
Dividends receivable | 166,700,000.00 | |
Inventories | 3,571,281,925.32 | 1,950,703,206.36 |
Contract assets | 400,767,894.33 | 772,799,205.27 |
Assets classified as held for sale | ||
Non-current assets due in one year | 75,528,337.39 | 78,828,840.73 |
Other current assets | 179,708,891.30 | 40,532,570.21 |
Total current assets | 19,924,511,671.35 | 20,058,745,694.07 |
Non-current assets: | ||
Debt investment | ||
Other debt investments | ||
Long-term receivables | 213,044,303.38 | 210,769,637.34 |
Long-term equity investments | 4,645,754,539.19 | 2,188,977,924.09 |
Other equity instruments investments | ||
Other non-current financial assets | 102,639,882.00 | |
Investment properties | ||
Fixed assets | 1,276,995,771.25 | 646,102,911.42 |
Construction in progress | 240,635,749.42 | 14,787,249.53 |
Productive biological assets | ||
Oil and gas assets | ||
Right-of-use asset | 42,607,365.77 | |
Intangible assets | 122,705,732.83 | 91,701,589.67 |
Development expenditures | ||
Goodwill | ||
Long-term prepaid expenses | 17,802,929.79 | 16,015,819.79 |
Deferred tax assets | 348,201,521.51 | 296,895,987.78 |
Other non-current assets | 171,253,899.20 | |
Total non-current assets | 7,079,001,812.34 | 3,567,891,001.62 |
Total assets | 27,003,513,483.69 | 23,626,636,695.69 |
Current liabilities: | ||
Short-term borrowings | 566,025,816.24 | 40,125,000.00 |
Financial liabilities held for trading | ||
Derivative financial liabilities | ||
Notes payable | 3,859,144,185.00 | 5,124,808,158.00 |
Accounts payable | 6,093,277,528.94 | 5,745,123,101.80 |
Receipts in advance | ||
Contract liabilities | 695,217,795.44 | 781,147,009.22 |
Payroll and employee benefits payable | 166,713,271.18 | 170,702,097.78 |
Taxes payable | 139,986,244.97 | 207,542,675.50 |
Other payables | 273,839,838.70 | 498,255,075.51 |
Including: Interest payable | ||
Dividend payable | ||
Liabilities classified as held for sale | ||
Non-current liabilities due in one year | 23,520,306.60 | 136,743,233.13 |
Other current liabilities | 91,452,860.84 | 241,300,012.36 |
Total current liabilities | 11,909,177,847.91 | 12,945,746,363.30 |
Non-current liabilities: | ||
Long-term borrowings | 10,500,000.00 | 452,500,000.00 |
Bonds payable | ||
Including: Preference shares | ||
Perpetual debt | ||
Lease liabilities | 28,185,840.68 | |
Long-term Payable | ||
Long-term payroll and employee benefits payable | ||
Provisions | 14,629,180.74 | 23,852,046.47 |
Deferred income | 125,720,570.24 | 120,437,512.85 |
Deferred tax liabilities | ||
Other non-current liabilities | ||
Total non-current liabilities | 179,035,591.66 | 596,789,559.32 |
Total liabilities | 12,088,213,439.57 | 13,542,535,922.62 |
Owners’ equity: | ||
Paid-in capital | 1,485,215,984.00 | 1,457,236,850.00 |
Other equity instruments | ||
Including: Preference share | ||
Perpetual debt | ||
Capital reserve | 7,074,553,205.11 | 3,355,671,754.70 |
Less: treasury shares | 15,133,520.00 | 76,130,653.30 |
Other comprehensive income | ||
Special reserve | ||
Surplus reserve | 716,612,746.04 | 593,881,439.81 |
Retained earnings | 5,654,051,628.97 | 4,753,441,381.86 |
Total owners’ equity | 14,915,300,044.12 | 10,084,100,773.07 |
Total liabilities and owners’ equity | 27,003,513,483.69 | 23,626,636,695.69 |
3. Consolidated Income Statement
(in RMB)
Item | 2021 | 2020 |
I. Total revenue | 24,136,598,726.55 | 19,285,641,347.02 |
Including: Operating proceeds | 24,136,598,726.55 | 19,285,641,347.02 |
Interest income | ||
Net earned premiums | ||
Net fee and commission revenue | ||
II. Total operating costs | 22,365,999,105.36 | 17,336,765,749.84 |
Including: Operating costs | 18,765,234,741.08 | 14,836,768,931.09 |
Interest expenses | ||
Fees and commission expenses | ||
Surrenders | ||
Net payments for insurance claims | ||
Net provision of insurance reserve | ||
Policyholder dividends |
Reinsurance expenses | ||
Taxes and surcharges | 82,485,943.84 | 62,907,749.88 |
Selling expenses | 1,582,578,297.46 | 973,407,951.35 |
General and administrative expenses | 491,053,482.80 | 396,100,336.53 |
R&D expenses | 1,161,389,788.60 | 806,352,266.48 |
Financial expenses | 283,256,851.58 | 261,228,514.51 |
Including: Interest expense | 124,111,368.70 | 97,625,042.31 |
Interest income | 62,999,892.35 | 68,528,386.63 |
Add: Other income | 186,298,661.20 | 157,857,240.56 |
Investment gains (or losses) | 354,966,135.62 | 135,582,350.39 |
Including: Share of gains of associates and joint ventures | 9,335,376.24 | 1,588,439.28 |
Gains from derecognition of financial assets measured at amortized cost | ||
Exchange gains (or losses) | ||
Net exposure hedging gains (or losses) | ||
Gains (or losses) on the changes in fair value | 66,438,296.41 | 1,909,098.00 |
Credit impairment losses | -207,580,392.56 | -47,538,604.72 |
Assets impairment losses | -273,593,601.70 | -28,599,493.19 |
Gain (or losses) from disposal of assets | 448,633.20 | 255,099.07 |
III. Operating profit (or loss) | 1,897,577,353.36 | 2,168,341,287.29 |
Add: Non-operating income | 17,119,329.76 | 35,623,699.15 |
Less: Non-operating costs | 22,024,546.89 | 22,423,101.69 |
IV. Profit (or loss) before tax | 1,892,672,136.23 | 2,181,541,884.75 |
Less: Income tax expense | 188,677,565.32 | 206,026,555.86 |
V. Net profit (or loss) | 1,703,994,570.91 | 1,975,515,328.89 |
(1) Categorized by operation continuity | ||
1. Net profit (or loss) from continuing operations | 1,703,994,570.91 | 1,975,515,328.89 |
2. Net profit (or loss) from discontinuing operations | ||
(2) Categorized by ownership | ||
1. Net profit attributable to shareholders of parent company | 1,582,707,374.76 | 1,954,308,244.82 |
2. Net profit attributable to non-controlling interests | 121,287,196.15 | 21,207,084.07 |
VI. Other comprehensive income, net of tax | -9,833,344.80 | -6,663,138.05 |
Other comprehensive income, net of tax, attributable to | -9,833,344.80 | -6,663,138.05 |
shareholders of parent company | ||
a. Other comprehensive income not be reclassified as profit or loss | ||
1. Remeasurement gains or losses of a defined benefit plan | ||
2. Other comprehensive income not to be reclassified as profit or loss using the equity method | ||
3. Changes in fair value of other equity instrument investments | ||
4. Changes in fair value of enterprise’s own credit risk | ||
5. Others | ||
b. Other comprehensive income to be reclassified as profit or loss | -9,833,344.80 | -6,663,138.05 |
1. Other comprehensive income to be reclassified as profit or loss using equity method | ||
2. Changes in fair value of other debt investments | ||
3. Amount of financial assets reclassified into other comprehensive income | ||
4. Provision for credit impairment of other debt investments | ||
5. Cash flow hedging reserves | ||
6. Exchange differences on translation of foreign currency financial | -9,833,344.80 | -6,663,138.05 |
7. Others | ||
Other comprehensive income, net of tax, attributable to non-controlling interests | ||
VII. Total comprehensive income | 1,694,161,226.11 | 1,968,852,190.84 |
Total comprehensive income attributable to owners of parent company | 1,572,874,029.96 | 1,947,645,106.77 |
Total comprehensive income attributable to non-controlling interests | 121,287,196.15 | 21,207,084.07 |
VIII. Earnings per share | ||
(1) Basic earnings per share | 1.08 | 1.34 |
(2) Diluted earnings per share | 1.08 | 1.34 |
For business combination under common control during the reporting period, the net profit realized by the merged party before thecombination is RMB 0.00, the net profit realized by the merged party in the previous period is RMB 0.00.Legal Representative: Cao Renxian Chief Accountant: Li Guojun Head of Accounting Department: Li Guojun
4. Income Statement of Parent Company
(in RMB)
Item | 2021 | 2020 |
I. Operating revenue | 11,679,896,018.21 | 16,792,982,264.79 |
Less: Operating costs | 9,435,266,771.20 | 14,015,253,981.55 |
Taxes and surcharges | 32,993,657.30 | 47,159,161.84 |
Selling expenses | 466,391,969.51 | 531,407,863.17 |
General and administrative expenses | 212,847,588.74 | 243,100,722.91 |
R&D expenses | 791,547,101.42 | 593,202,939.91 |
Financial expenses | 69,838,783.75 | 169,314,663.34 |
Including: Interest expense | 15,910,260.18 | 27,084,851.63 |
Interest income | 128,135,123.54 | 71,706,569.05 |
Add: Other income | 78,490,900.38 | 86,727,000.78 |
Investment gains (or losses) | 376,596,031.61 | 453,651,384.65 |
Including: Share of gains of associates and joint ventures | -640,697.99 | |
Gains (or losses) from derecognition of financial assets measured at amortized cost | ||
Net exposure hedging gains (or losses) | ||
Gains (or losses) on the changes in fair value | 33,457,802.21 | 231,500.01 |
Credit impairment losses | 169,936,441.85 | -10,851,806.27 |
Assets impairment losses | -37,298,170.36 | -10,314,128.49 |
Gain (or losses) from disposal of assets | 418,400.22 | 227,479.28 |
II. Operating profit (or loss) | 1,292,611,552.20 | 1,713,214,362.03 |
Add: Non-operating income | 10,938,246.07 | 27,685,065.36 |
Less: Non-operating costs | 20,522,307.52 | 19,740,562.16 |
III. Total profit (or loss) | 1,283,027,490.75 | 1,721,158,865.23 |
Less: Income tax expense | 55,714,428.41 | 143,065,601.36 |
V. Net profit (or loss) | 1,227,313,062.34 | 1,578,093,263.87 |
a. Net profit (or loss) from continuing operations | 1,227,313,062.34 | 1,578,093,263.87 |
b. Net profit (or loss) from discontinuing operations | ||
V. Other comprehensive income, net of tax | ||
a. Other comprehensive income not to be reclassified as profit or loss |
1. Remeasurement gains or losses of a defined benefit plan | ||
2. Other comprehensive income not to be reclassified as profit or loss using the equity method | ||
3. Changes in fair value of other equity instrument investments | ||
4. Changes in fair value of enterprise’s own credit risk | ||
5. Others | ||
b. Other comprehensive income to be reclassified as profit or loss | ||
1. Other comprehensive income to be reclassified as profit or loss using equity method | ||
2. Changes in fair value of other debt investments | ||
3. Amount of financial assets reclassified into other comprehensive income | ||
4. Provision for credit impairment of other debt investments | ||
5. Cash flow hedging reserves | ||
6. Exchange differences on translation of foreign currency financial | ||
7. Others | ||
VI. Total comprehensive income | 1,227,313,062.34 | 1,578,093,263.87 |
VII. Earnings per share | ||
(1) Basic earnings per share | ||
(2) Diluted earnings per share |
5. Consolidated Statement of Cash Flows
(in RMB)
Item | 2021 | 2020 |
I. Cash flows from operating activities | ||
Cash receipts from the sale of goods and the rendering of services | 22,746,962,796.41 | 19,472,584,400.49 |
Net increase in customer bank deposits and due to banks and other financial institutions | ||
Net increase in loans from the central bank | ||
Net increase in funds borrowed from other financial |
institutions | ||
Cash premiums received on original insurance contracts | ||
Net cash received from re-insurance business | ||
Net increase in deposits and investments from insurers | ||
Cash received from interest, fees and commission | ||
Net increase in funds deposit | ||
Net increase in repurchase business funds | ||
Net income from securities trading brokerage business | ||
Tax refunds received | 790,867,061.23 | 326,119,990.80 |
Cash received relating to other operating activities | 514,988,997.93 | 432,719,130.74 |
Sub-total of cash inflows | 24,052,818,855.57 | 20,231,423,522.03 |
Cash paid for purchase of goods and services | 21,463,759,761.25 | 14,118,652,051.76 |
Net increase in loans and payments on behalf of customers | ||
Net increase in deposits with central bank and other financial institutions | ||
Payments for claims for original insurance contracts | ||
Net increase in funds lent | ||
Cash paid for interest, fees and commission | ||
Commissions on insurance policies paid | ||
Cash paid to and on behalf of employee | 1,763,505,472.38 | 1,194,996,927.43 |
Cash paid for taxes | 848,134,227.11 | 555,834,544.21 |
Cash paid relating to other operating activities | 1,616,051,517.60 | 1,273,281,774.04 |
Sub-total of cash outflows | 25,691,450,978.34 | 17,142,765,297.44 |
Net cash flows from operating activities | -1,638,632,122.77 | 3,088,658,224.59 |
II. Cash flows from investing activities: | ||
Cash received from disposal of investments | 4,399,319,691.62 | 1,025,191,919.02 |
Cash received from investment income | 142,090,826.04 | 133,993,911.11 |
Net proceeds from disposal of fixed assets, intangible assets and other long-term assets | 12,149,964.76 | 7,954,502.01 |
Cash received from disposal of subsidiaries and other business units | 3,814,295.00 | |
Cash received relating to other investing activities | 53,694.23 | |
Sub-total of cash inflows | 4,557,428,471.65 | 1,167,140,332.14 |
Cash paid for purchase/construction of fixed assets, | 1,665,649,098.40 | 960,928,959.57 |
intangible assets and other non-current assets | ||
Cash paid for investments | 6,604,988,709.04 | 244,850,000.00 |
Net increase in secured loans | ||
Net cash paid for acquisition of a subsidiary and other operating units | 75,184,693.23 | |
Cash paid relating to other investing activities | ||
Sub-total of cash outflows | 8,270,637,807.44 | 1,280,963,652.80 |
Net cash flows from investing activities | -3,713,209,335.79 | -113,823,320.66 |
III. Cash flows from financing activities: | ||
Cash received from investment | 4,178,537,220.12 | 76,208,246.82 |
Including: Cash receipts from capital contributions from non-controlling interests of subsidiaries | 68,523,246.82 | |
Proceeds from borrowings | 2,727,391,963.81 | 871,569,091.15 |
Cash receipts relating to other financing activities | 73,952,000.00 | 6,968,509.10 |
Subtotal of cash inflows | 6,979,881,183.93 | 954,745,847.07 |
Repayments for debts | 1,357,130,322.37 | 937,442,746.53 |
Cash payments for distribution of dividends or profit and interest expenses | 319,225,674.30 | 198,712,346.10 |
Including: Dividends or profit paid to non-controlling shareholders of subsidiaries | ||
Cash payments relating to other financing activities | 124,869,565.09 | 11,905,711.80 |
Subtotal of cash outflows | 1,801,225,561.76 | 1,148,060,804.43 |
Net cash flows from financing activities | 5,178,655,622.17 | -193,314,957.36 |
IV. Effect of exchange rate changes on cash and cash equivalents | -19,501,109.58 | -69,327,374.24 |
V. Net increase in cash and cash equivalents | -192,686,945.97 | 2,712,192,572.33 |
Add: Cash and cash equivalents at beginning of the period | 6,752,686,738.73 | 4,040,494,166.40 |
VI. Cash and cash equivalents at end of the period | 6,559,999,792.76 | 6,752,686,738.73 |
6. Statement of Cash Flows of Parent Company
(in RMB)
Item | 2021 | 2020 |
I. Cash flows from operating activities | ||
Cash receipts from the sale of goods and the rendering of services | 13,888,228,231.73 | 16,283,301,660.36 |
Tax refunds received | 573,067,985.35 | 278,328,165.70 |
Cash received relating to other operating activities | 267,054,687.30 | 309,483,085.52 |
Sub-total of cash inflows | 14,728,350,904.38 | 16,871,112,911.58 |
Cash paid for purchase of goods and services | 12,624,409,133.49 | 13,112,104,404.61 |
Cash paid to and on behalf of employee | 864,821,507.51 | 724,988,558.69 |
Cash paid for taxes | 86,378,257.47 | 229,760,458.75 |
Cash paid relating to other operating activities | 875,243,605.70 | 808,410,724.49 |
Sub-total of cash outflows | 14,450,852,504.17 | 14,875,264,146.54 |
Net cash flows from operating activities | 277,498,400.21 | 1,995,848,765.04 |
II. Cash flows from investing activities: | ||
Cash received from disposal of investments | 2,459,948,800.00 | 448,893,831.63 |
Cash received from investment income | 263,267,352.70 | 287,592,082.64 |
Net proceeds from disposal of fixed assets, intangible assets and other long-term assets | 15,354,478.36 | 7,906,664.10 |
Cash received from disposal of subsidiaries and other business units | ||
Cash received relating to other investing activities | ||
Sub-total of cash inflows | 2,738,570,631.06 | 744,392,578.37 |
Cash paid for purchase/construction of fixed assets, intangible assets and other non-current assets | 1,060,816,972.70 | 424,457,087.19 |
Cash paid for investments | 7,402,062,808.31 | 1,036,270,127.89 |
Net increase in secured loans | 75,184,693.23 | |
Net cash paid for acquisition of a subsidiary and other operating units | ||
Cash paid relating to other investing activities | 8,462,879,781.01 | 1,535,911,908.31 |
Sub-total of cash outflows | -5,724,309,149.95 | -791,519,329.94 |
Net cash flows from investing activities | ||
III. Cash flows from financing activities: | 3,623,146,130.36 | 7,685,000.00 |
Cash received from investment | 563,705,196.00 | 400,125,000.00 |
Cash received from borrowings | 1,994,736,469.94 | 57,594,473.21 |
Cash receipts relating to other financing activities | 6,181,587,796.30 | 465,404,473.21 |
Subtotal of cash inflows | 606,044,522.37 | 307,190,774.19 |
Repayments for debts | 222,227,003.29 | 123,958,370.79 |
Cash payments for distribution of dividends or profit and interest expenses | 160,201,781.92 | 380,673,527.01 |
Cash payments relating to other financing activities | 988,473,307.58 | 811,822,671.99 |
Net cash flows from financing activities | 5,193,114,488.72 | -346,418,198.78 |
IV. Effect of exchange rate changes on cash and cash equivalents | -9,667,764.78 | -48,275,247.33 |
V. Net increase in cash and cash equivalents | -263,364,025.80 | 809,635,988.99 |
Add: Cash and cash equivalents at beginning of the period | 4,390,478,261.91 | 3,580,842,272.92 |
VI. Cash and cash equivalents at end of the period | 4,127,114,236.11 | 4,390,478,261.91 |
7. Consolidated Statement of Changes in Equity
Current amount
(in RMB)
Item | 2021 | ||||||||||||||
Equity attributable to owners of the parent | Non-controlling interests | Total owners’ equity | |||||||||||||
Share capital | Other equity instruments | Capital reserve | Less: treasury shares | Other comprehensive income | Special reserve | Surplus reserve | General reserve | Retained earnings | Others | Subtotal | |||||
Preference share | Perpetual debt | Others | |||||||||||||
I. Balance at the end of previous year | 1,457,236,850.00 | 3,218,415,694.87 | 76,130,653.30 | -14,387,945.32 | 593,881,439.81 | 5,276,889,357.08 | 10,455,904,743.14 | 408,792,371.89 | 10,864,697,115.03 | ||||||
Add: changes in accounting policies | |||||||||||||||
Corrections of prior period errors | |||||||||||||||
Business combination under common control | |||||||||||||||
Others | |||||||||||||||
II. Balance at | 1,457,2 | 3,218,41 | 76,130,65 | -14,387,945.32 | 593,881, | 5,276,889,357 | 10,455,904 | 408,792,371 | 10,864,697, |
the beginning of the year | 36,850.00 | 5,694.87 | 3.30 | 439.81 | .08 | ,743.14 | .89 | 115.03 | |||||||
III. Increase (or decrease) during the period | 27,979,134.00 | 3,741,279,954.31 | -60,997,133.30 | -9,833,344.80 | 122,731,306.23 | 1,256,004,559.53 | 5,199,158,742.57 | 639,822,191.16 | 5,838,980,933.73 | ||||||
a. Total comprehensive income | -9,833,344.80 | 1,582,707,374.76 | 1,572,874,029.96 | 121,287,196.15 | 1,694,161,226.11 | ||||||||||
b. Owners’ contribution and reduction | 27,979,134.00 | 3,741,279,954.31 | -60,997,133.30 | 3,830,256,221.61 | 518,534,995.01 | 4,348,791,216.62 | |||||||||
1. Owners’ contribution in ordinary share | 27,979,134.00 | 3,592,820,606.46 | 3,620,799,740.46 | 491,720,977.71 | 4,112,520,718.17 | ||||||||||
2. Contribution from other equity instruments | |||||||||||||||
3. Amount of share-based payments recognized in equity | 169,330,279.19 | -60,997,133.30 | 230,327,412.49 | 230,327,412.49 | |||||||||||
4. Others | -20,870,931.34 | -20,870,931.34 | 26,814,017.30 | 5,943,085.96 |
c. Profit distribution | 122,731,306.23 | -326,702,815.23 | -203,971,509.00 | -203,971,509.00 | |||||||||||
1. Transfer to surplus reserve | 122,731,306.23 | -122,731,306.23 | |||||||||||||
2. Transfer to general reserve | |||||||||||||||
3. Distribution to owner (or shareholder) | -203,971,509.00 | -203,971,509.00 | -203,971,509.00 | ||||||||||||
4. Others | |||||||||||||||
d. Transfer within equity | |||||||||||||||
1. Capital reserves converted to share capital | |||||||||||||||
2. Surplus reserves converted to share capital | |||||||||||||||
3. Loss made up by surplus reserves | |||||||||||||||
4. Changes in the defined |
benefit plan transferred to retained earnings | |||||||||||||||
5. Other comprehensive income transferred to retained earnings | |||||||||||||||
6. Others | |||||||||||||||
e. Special reserve | |||||||||||||||
1. Additions | |||||||||||||||
2. Utilization | |||||||||||||||
f. Others | |||||||||||||||
IV. Balance at the end of the period | 1,485,215,984.00 | 6,959,695,649.18 | 15,133,520.00 | -24,221,290.12 | 716,612,746.04 | 6,532,893,916.61 | 15,655,063,485.71 | 1,048,614,563.05 | 16,703,678,048.76 |
Last period amount
(in RMB)
Item | 2020 | ||||||||||||||
Equity attributable to owners of parent company | Non-controlling interests | Total owners’ equity | |||||||||||||
Share capital | Other equity instruments | Capital reserve | Less: treasury shares | Other comprehensive income | Special reserve | Surplus reserve | General reserve | Retained earnings | Others | Subtotal | |||||
Preference share | Perpetual debt | Others |
I. Balance at the end of previous year | 1,457,086,850.00 | 3,243,323,818.35 | 131,893,420.60 | -7,724,807.27 | 437,647,973.97 | 3,595,757,622.52 | 8,594,198,036.97 | 160,613,151.40 | 8,754,811,188.37 | ||||||
Add: changes in accounting policies | -1,575,860.55 | -13,390,284.37 | -14,966,144.92 | -14,966,144.92 | |||||||||||
Corrections of prior period errors | |||||||||||||||
Business combination under common control | |||||||||||||||
Others | |||||||||||||||
II. Balance at the beginning of the year | 1,457,086,850.00 | 3,243,323,818.35 | 131,893,420.60 | -7,724,807.27 | 436,072,113.42 | 3,582,367,338.15 | 8,579,231,892.05 | 160,613,151.40 | 8,739,845,043.45 | ||||||
III. Increase (or decrease) during the period | 150,000.00 | -24,908,123.48 | -55,762,767.30 | -6,663,138.05 | 157,809,326.39 | 1,694,522,018.93 | 1,876,672,851.09 | 248,179,220.49 | 2,124,852,071.58 | ||||||
a. Total comprehensive income | -6,663,138.05 | 1,954,308,244.82 | 1,947,645,106.77 | 21,207,084.07 | 1,968,852,190.84 | ||||||||||
b. Owners’ contribution and reduction | 150,000.00 | -24,908,123.48 | -55,762,767.30 | 31,004,643.82 | 226,972,136.42 | 257,976,780.24 |
1. Owners’ contribution in ordinary share | 150,000.00 | 515,823.20 | 665,823.20 | 68,523,246.81 | 69,189,070.01 | ||||||||||
2. Contribution from other equity instruments | |||||||||||||||
3. Amount of share-based payments recognized in equity | 136,629,348.94 | -55,762,767.30 | 192,392,116.24 | 192,392,116.24 | |||||||||||
4. Others | -162,053,295.62 | -162,053,295.62 | 158,448,889.61 | -3,604,406.01 | |||||||||||
c. Profit distribution | 157,809,326.39 | -259,786,225.89 | -101,976,899.50 | -101,976,899.50 | |||||||||||
1. Transfer to surplus reserve | 157,809,326.39 | -157,809,326.39 | |||||||||||||
2. Transfer to general reserve | |||||||||||||||
3. Distribution to owner (or shareholder) | -101,976,899.50 | -101,976,899.50 | -101,976,899.50 | ||||||||||||
4. Others | |||||||||||||||
d. Transfer within equity |
1. Capital reserves converted to share capital | |||||||||||||||
2. Surplus reserves converted to share capital | |||||||||||||||
3. Loss made up by surplus reserves | |||||||||||||||
4. Changes in the defined benefit plan transferred to retained earnings | |||||||||||||||
5. Other comprehensive income transferred to retained earnings | |||||||||||||||
6. Others | |||||||||||||||
e. Special reserve | |||||||||||||||
1. Additions |
2. Utilization | |||||||||||||||
f. Others | |||||||||||||||
IV. Balance at the end of the period | 1,457,236,850.00 | 3,218,415,694.87 | 76,130,653.30 | -14,387,945.32 | 593,881,439.81 | 5,276,889,357.08 | 10,455,904,743.14 | 408,792,371.89 | 10,864,697,115.03 |
8. Statement of Changes in Owners’ Equity of Parent Company
Current amount
(in RMB)
Item | 2021 | |||||||||||
Share capital | Other equity instruments | Capital reserve | Less: treasury shares | Other comprehensive income | Special reserve | Surplus reserve | Retained earnings | Others | Total Owners’ Equity | |||
Preference share | Perpetual debt | Others | ||||||||||
I. Balance at the end of previous year | 1,457,236,850.00 | 3,355,671,754.70 | 76,130,653.30 | 593,881,439.81 | 4,753,441,381.86 | 10,084,100,773.07 | ||||||
Add: changes in accounting policies | ||||||||||||
Corrections of prior period errors | ||||||||||||
Others | ||||||||||||
II. Balance at the beginning of the year | 1,457,236,850.00 | 3,355,671,754.70 | 76,130,653.30 | 593,881,439.81 | 4,753,441,381.86 | 10,084,100,773.07 | ||||||
III. Increase (or decrease) during the period | 27,979,134.00 | 3,718,881,450.41 | -60,997,133.30 | 122,731,306.23 | 900,610,247.11 | 4,831,199,271.05 |
a. Total comprehensive income | 1,227,313,062.34 | 1,227,313,062.34 | ||||||||||
b. Owners’ contribution and reduction | 27,979,134.00 | 3,718,881,450.41 | -60,997,133.30 | 3,807,857,717.71 | ||||||||
1. Owners’ contribution in ordinary share | 27,979,134.00 | 3,592,820,606.46 | 3,620,799,740.46 | |||||||||
2. Contribution from other equity instruments | ||||||||||||
3. Amount of share-based payments recognized in equity | 126,060,843.95 | -60,997,133.30 | 187,057,977.25 | |||||||||
4. Others | ||||||||||||
c. Profit distribution | 122,731,306.23 | -326,702,815.23 | -203,971,509.00 | |||||||||
1. Transfer to surplus reserve | 122,731,306.23 | -122,731,306.23 | ||||||||||
2. Distribution to owner (or shareholder) | -203,971,509.00 | -203,971,509.00 | ||||||||||
3. Others | ||||||||||||
d. Transfer within equity | ||||||||||||
1. Capital reserves converted to share capital | ||||||||||||
2. Surplus reserves converted to share capital |
3. Loss made up by surplus reserves | ||||||||||||
4. Changes in the defined benefit plan transferred to retained earnings | ||||||||||||
5. Other comprehensive income transferred to retained earnings | ||||||||||||
6. Others | ||||||||||||
e. Special reserve | ||||||||||||
1. Additions | ||||||||||||
2. Utilization | ||||||||||||
f. Others | ||||||||||||
IV. Balance at the end of the period | 1,485,215,984.00 | 7,074,553,205.11 | 15,133,520.00 | 716,612,746.04 | 5,654,051,628.97 | 14,915,300,044.12 |
Previous period amount
(in RMB)
Item | 2020 | |||||||||||
Share capital | Other equity instruments | Capital reserve | Less: treasury shares | Other comprehensive income | Special reserve | Surplus reserve | Retained earnings | Others | Total Owners’ Equity | |||
Preference share | Perpetual debt | Others | ||||||||||
I. Balance at the end of previous year | 1,457,086,850.00 | 3,241,001,230.97 | 131,893,420.60 | 437,647,973.97 | 3,449,317,088.80 | 8,453,159,723.14 |
Add: changes in accounting policies | -1,575,860.55 | -14,182,744.92 | -15,758,605.47 | |||||||||
Corrections of prior period errors | ||||||||||||
Others | ||||||||||||
II. Balance at the beginning of the year | 1,457,086,850.00 | 3,241,001,230.97 | 131,893,420.60 | 436,072,113.42 | 3,435,134,343.88 | 8,437,401,117.67 | ||||||
III. Increase (or decrease) during the period | 150,000.00 | 114,670,523.73 | -55,762,767.30 | 157,809,326.39 | 1,318,307,037.98 | 1,646,699,655.40 | ||||||
a. Total comprehensive income | 1,578,093,263.87 | 1,578,093,263.87 | ||||||||||
b. Owners’ contribution and reduction | 150,000.00 | 114,670,523.73 | -55,762,767.30 | 170,583,291.03 | ||||||||
1. Owners’ contribution in ordinary share | 150,000.00 | 515,823.20 | 665,823.20 | |||||||||
2. Contribution from other equity instruments |
3. Amount of share-based payments recognized in equity | 114,154,700.53 | -55,762,767.30 | 169,917,467.83 | |||||||||
4. Others | ||||||||||||
c. Profit distribution | 157,809,326.39 | -259,786,225.89 | -101,976,899.50 | |||||||||
1. Transfer to surplus reserve | 157,809,326.39 | -157,809,326.39 | ||||||||||
2. Distribution to owner (or shareholder) | -101,976,899.50 | -101,976,899.50 | ||||||||||
3. Others | ||||||||||||
d. Transfer within equity | ||||||||||||
1. Capital reserves converted to share capital | ||||||||||||
2. Surplus reserves converted to share capital | ||||||||||||
3. Loss made up by surplus reserves |
4. Changes in the defined benefit plan transferred to retained earnings | ||||||||||||
5. Other comprehensive income transferred to retained earnings | ||||||||||||
6. Others | ||||||||||||
e. Special reserve | ||||||||||||
1. Additions | ||||||||||||
2. Utilization | ||||||||||||
f. Others | ||||||||||||
IV. Balance at the end of the period | 1,457,236,850.00 | 3,355,671,754.70 | 76,130,653.30 | 593,881,439.81 | 4,753,441,381.86 | 10,084,100,773.07 |