TigerResearch/tigerbot-earning-plugin huggingface dataset:
Please refer to the Announcement of Grant of Restricted Stock to Incentive Objects and the Announcement of Completion of Registration for Grant of Restricted Stock of 2021 for details, which were disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on January 7, 2022 and January 28, 2022 accordingly.
2. On March 31, 2022, the 12th Session of the Seventh Board of Directors and the 11th Session of the Seventh Board of Supervisors reviewed and adopted Proposal on Repurchasing and Canceling a Part of Restricted Stock. For disqualification of six incentive objects due to their resignation, the Company has decided to repurchase and cancel 24,000 shares of Restricted Stock at the price of RMB 1 per share. The Proposal on Repurchasing and Canceling a Part of Restricted Stock has been adopted by the Annual General Meeting of Shareholders for 2021 Fiscal Year held on April 25, 2022. The Company has repurchased and canceled 24,000 shares of Restricted Stock at the price of RMB 1 per share and paid totally RMB 24,000 to the above incentive objects. After confirmed by Shenzhen Branch of China Securities Depository and Clearing Corporation Limited, the Company completed repurchase and cancellation on June 29, 2022.
Please refer to the Announcement of Repurchasing and Canceling a Part of Restricted Stock and Announcement of Completion of Repurchase and Cancellation of Restricted Stock disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on April 1, 2022, and June 30, 2022 for details.
5. On August 30, 2022, the 14th Session of the Seventh Board of Directors and the 13th Session of the Seventh Board of Supervisors reviewed and adopted Proposal on Repurchasing and Canceling a Part of Restricted Stock. For disqualification of thirteen incentive objects due to their resignation, the Company has decided to repurchase and cancel 53,000 shares of Restricted Stock at the price of RMB 1 per share. The cancellation of restricted stock repurchase can only be implemented after the deliberation and approval by the General Meeting of Shareholders in the Company. Please refer to the Announcement of Repurchasing and Canceling a Part of Restricted Stock disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on August 31, 2022 for details.
(II) 2022 Equity Incentive Plan
1. The 14th Session of the Seventh Board of Directors and the 13th Session of the Seventh Board of Supervisors held by the Company on August30, 2022 reviewed and adopted the Proposal on 2022 Restricted Stock Incentive Plan (Draft) and its Abstract. The Company intended to grant a total of 1,332,500 shares of restricted stocks to the 290 incentive objects, accounting for about 0.165% of the Company's total share capital. The independent directors of the Company expressed their independent opinions on the equity incentive plan, and the Board of Supervisors of the Company conducted preliminary verification on the list of incentive objects.
For details, please refer to the Restricted Stock Incentive Plan (Draft) 2022 and its Abstract disclosed on Cninfo (http://www.cninfo.com.cn) on August 31, 2022.
2. The Company disclosed the Verification Opinions on List of Incentive Objects for 2022 Restricted Stock Incentive Plan on September 16, 2022. According to the Company's Board of Supervisors, the incentive objects enrolled into the incentive plan meet the conditions stipulated in relevant laws, regulations and regulatory documents, and their subject qualification as the incentive objects of the Restricted Stock Incentive Plan is legal and effective.
For detailed contents, see Verification Opinions on List of Incentive Objects for 2022 Restricted Stock Incentive Plan disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on September 16, 2022.
3. The First Interim General Meeting of Shareholders 2022 convened by the Company on September 21, 2022 deliberated and approved the Proposal on 2022 Restricted Stock Incentive Plan (Draft) and its Abstract, the Proposal on Assessment Measures for the Implementation of the2022 Restricted Stock Incentive Plan, and the Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Deal with Issues Related to the Company's Restricted Stock Incentive Plan.
See Announcement on Resolutions of the First Interim General Meeting of Shareholders 2022 disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on September 22, 2022 for details.
4. The Company disclosed the Self-verification on Buying or Selling the Company's Shares by Insiders and Incentive Objects of 2022 Restricted Stock Incentive Plan on September 22, 2022. During the planning of this incentive plan, the Company did not find that persons with insider information used the information to buy or sell stocks. Moreover, 6 months prior to the first public disclosure of this Incentive Plan (Draft), the Company found there were no persons with insider information or incentive objects used the insider information to buy and sell stocks.
For detailed contents, see Self-verification on Buying or Selling the Company's Shares by Insiders and Incentive Objects of 2022 Restricted Stock Incentive Plan disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on September 22,2022.
5. The Company deliberated and approved the Proposal on Grant of Restricted Stock to Incentive Objects at the 15th Session the Seventh Board of Directors and the 14th Session of the Seventh Board of Supervisors held on October 12, 2022. The Company plans to grant 1,253,500 shares of restricted stocks to totally 288 incentive objects, and postpone a total of 79,000 shares of restricted stocks to 2 incentive objects. The Company completed the registration of restricted stock grants on November 10, 2022.
For detailed contents, see Announcement of Grant of Restricted Stock to Incentive Objects and the Announcement of Completion of Registration for Grant of Restricted Stock of 2022 disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on October 13, 2022, and November 11, 2022.
6. The Company deliberated and approved the Proposal on Grant of Postponed Portion of Restricted Stock to Incentive Objects at the 18th Session the Seventh Board of Directors and the 17th Session of the Seventh Board of Supervisors held on January 31, 2023. The Company plans to grant79,000 shares of restricted stocks to two incentive objects. The Company completed the registration of restricted stock grants on February 24,2023.
Please refer to the Announcement of Grant of Postponed Portion of Restricted Stock to Incentive Objects and the Announcement of Completion of Registration for Grant of Postponed Portion of Restricted Stock of 2022 for details, which were disclosed on Securities Times, China Securities Journal, Securities Daily, and http://www.cninfo.com.cn on February 2, 2023 and February 27, 2023.
Equity incentives received by the Company's directors and senior executives☑Applicable  □Not applicable
Name| Position| Numbe r of stock options held at the end of the year| Number of newly- granted stock options during the reportin g period| Shares which can be exercise d during the reportin g period| Shares which have been exercise d during the reportin g period| Exercise price of exercised shares during the reporting period(RMB/share)| Numbe r of stock options held at the end of the period| Market price at the end of reporting period(RMB/share)| Restricte d stock held at the beginnin g of period| Shares unlocke d in current period| Restricte d stock newly granted during the reporting period| Granting price of restricted stock(RMB/share)| Restricte d stock held at the end of period
 Cheun g Kwok Wah| General Manager|0|0|0|0|0|0|0|0|0|142,000|1|142,000
 Xu Bo| Chief Financia l Officer|0|0|0|0|0|0|0|0|0|45,000|1|45,000
 Ye Jide| Vice General Manager, Board Secretar y|0|0|0|0|0|0|0|0|0|20,000|1|20,000
 Total|--|0|0|0|0|--|0|--|0|0|207,000|--|207,000
 Remarks (if any)|| Mr. Cheung Kwok Wah, the General Manager, was granted 60,000 and 82,000 restricted stocks of the 2021 and 2022 Equity Incentive Plans, respectively, for a total of 142,000 shares. Mr. Xu Bo, Chief Financial Officer, was granted 45,000 restricted stocks in the 2021 Equity Incentive Plan. Moreover, because Mr. Xu Bo has decreased his shareholdings of the Company on July 28, 2022, his 58,000 restricted stocks granted in the 2022 Equity Incentive Plan need to be suspended. The suspended stocks have been registered on February 24, 2023. Mr. Ye Jide, Vice General Manager and Board Secretary, was granted 20,000 restricted stocks in the 2021 Equity Incentive Plan. Moreover, because Mr. Ye Jide has decreased his shareholdings of the Company on July 28, 2022, his 21,000 restricted stocks granted in the 2022 Equity Incentive Plan need to be suspended. The suspended stocks have been registered on February 24,2023.|||||||||||
Evaluation mechanism and incentive of senior executives
The Company has established a perfect performance appraisal system and salary system for senior executives, which directly connects the work performance of senior executives with their salary. Based on the indicators of the KPI system established at the beginning of 2022, the Company has conducted the year-end appraisal in January 2023 of senior executives of their working abilities, duty performance and target fulfillment, meanwhile, distributed annual performance salary. During the reporting period, the Company has implemented the 2022 Restricted Stock Incentive Plan (Draft) and granted restricted stocks to senior executives. The Compensation Committee of the Board of Directors, as the special committee under the Board of Directors, reviewed the appraisal result.
2. Implementation of the employee stock ownership plan
3. Other employee incentive measures
XII. Development and Implementation of Internal Control Systems during the Reporting Period
1. Development and implementation of internal controls
In accordance with the requirements of the Basic Standards for Internal Control of Enterprises and based on the principles of comprehensiveness, significance, balance, adaptability and cost-effectiveness, the Company establishes and improves the internal control system implemented by the Board of Directors, Board of Supervisors, managers and all employees to achieve the Company's strategic development goals, with a view to reasonably ensuring the legal compliance of the Company's operation and management, asset security, and authenticity and integrity of financial statements and related information, and to improving business efficiency and effectiveness.
1. Control environment
(1) Governance structure
In accordance with the provisions of national laws and regulations, resolutions of the Board of Shareholders, and the Articles of Association, the Company defines the duties and authorities, rules of procedure, and working procedures of the Board of Shareholders, Board of Directors, Board of Supervisors and managers, so as to form a governance mechanism for the separation of decision-making, implementation, and supervision. The Board of Directors is accountable for the Board of Shareholders, and exercises the business decision-making power of the Company according to law, and shall be accountable for the establishment, improvement and effective implementation of internal control. The special committees pertaining to strategy, audit and remuneration set up under the Board of Directors provide support for scientific decision-making, in which the Audit Committee is responsible for reviewing and supervising the effective implementation of internal controls and the self-evaluation on internal controls. The Board of Supervisors is accountable for the Board of Shareholders and supervises the Board of Directors and senior executives of the Company to perform their duties according to law. The senior management composed of the President and the Chief Financial Officer are accountable for the Board of Directors, and take charge of the daily operation and management activities of the Company.
(2) Organizational structure and division of authorities and responsibilities
In view of the business characteristics and internal control requirements, the Company reasonably sets up internal organizations at all levels, such as the functional departments of the headquarters, business departments, production bases, marketing centers and other internal institutions, and defines the division of authorities and responsibilities in the organization structure chart, job descriptions, business flow charts, authorization system documents and other internal management documents, so as to form a working mechanism that allows performance of corresponding duties with mutual restriction and coordination.
(3) Internal audit
The Company has set up an audit department, which reports to the Audit Committee of the Board of Directors. The audit department evaluates the level of internal control and the efficiency of process control and organization by means of internal audit, internal control consultation and organizational risk assessment, and timely reports to the management and the Audit Committee for the internal control defects and potential risks detected in the process of supervision and inspection, and promotes relevant departments to formulate action plans and follow up the corresponding rectification performance to ensure the effective implementation of internal controls.
(4) Human resource policies
In accordance with the development strategy, current situation of human resources, and future demand forecast, the Company formulates and implements human resources policies conducive to the sustainable development of the Company. The Personnel Management System, Recruitment Management System, Remuneration Management System, Training Management System, Attendance Management System, and Employee Manual formulated by the Company clearly define the principles and processes for the employees in aspects of selection and appointment, dimission and transfer, remuneration assessment, training, rewards and punishments, labor disciplines, information confidentiality, etc.
(5) Enterprise culture
The Company adheres to the enterprise spirit of "With Pressure, Face Pressure, Overcome pressure", sets up the enterprise style of "Patriotism, Integrity, Modesty, Pragmatism, Innovation and Transcendence, and devotes to improving the living quality of thousands upon thousands of families in their kitchens and homes, so that "Where there is a home, there is Supor" can become the consensus of more and more consumers. Through the establishment of a series of internal norms such as the Basic Law of Supor, the Code of Professional Ethics of Employees and the Rules for Anti-spam the Company integrates the efficient and pragmatic corporate culture into all aspects of daily production and operating activities, and enhances the employees' sense of responsibility and sense of mission, normalizes employee behaviors, enhances corporate cohesion and coagulation, and constantly improves the overall image of the Company.
2. Risk assessment
According to the established control objectives and the characteristics of business development in different stages, the Company introduces different forms of measures, such as risk self-assessment, anti-corruption questionnaire, risk mapping, and tax risk matrix, to carry out comprehensive, systematic and continuous collection of relevant information, with the method combining both quantitative and qualitative measures, in order to timely identify and systematically analyze the internal risks in the production and operating processes in terms of human resources, management, innovation, finance, assets, health, safety, environmental protection, data confidentiality, business loss, and continuing operation, and the external risks in the production and operating processes in terms of politics, economy, law, taxation, science and technology, natural environment, social environment, etc., and to determine the risk response strategy that matches the Company's risk bearing capacity and take appropriate control measures to achieve effective risk control, on the basis of weighing the principle of cost-benefit.
3. Control activity
In the course of daily operation, the Company continuously establishes and improves various management systems, covering financial accounting, internal control, human resources, material procurement, inventory management, asset management, technological R&D, production process, quality control, product sales, health, safety and environment, comprehensive management, etc., to ensure the compliance of all work aspects. Under the various institutional frameworks, the Company reasonably ensures the realization of business objectives through the implementation of key control measures and procedures.
Key controls must include: separated control for incompatible posts, approval control for authorization, accounting system control, property protection and control, budget control, operational analysis control, performance assessment control and other controls.
(1) Approval control for authorization: the Company defines the scope, authority, procedure, responsibility and other relevant aspects of authorization and approval, and the management staff at all levels of the Company must exercise the corresponding functions and powers within the scope of authorization, and the handling personnel must also handle economic transactions within the scope of authorization and bear corresponding liabilities.
(2) Separated control for incompatible posts: the Company sets up a reasonable division of labor, scientifically divides responsibilities and powers, and formulates the System of Separation of Responsibilities and Powers in accordance with the principle of separation of incompatible duties, so as to form a mechanism of mutual checks and balances. Incompatible duties mainly include: feasibility study and decision approval, decision approval and implementation, implementation and supervision & inspection.
(3) Accounting system control: in strict accordance with the provisions of the Accounting Standards for Business Enterprises, the Company formulates the financial policies and processes such as the Accounting Preconditions and Basic Principles, Accounting System of Accounting Subjects, Revenue Recognition System, Consolidated Statement System, and Account Settlement Process, clearly defines the handling procedures for accounting vouchers, accounting books and financial statements, so as to ensure the authenticity and integrity of accounting data.
(4) Property protection and control: the Company strictly restricts unauthorized personnel from accessing and disposing assets, and adopts measures such as regular stocktaking, asset records, account verification, and property insurance, to ensure the safety of all kinds of assets in accordance with the requirements of the Inventory Taking and Regulation System, and Fixed Assets Management System formulated by the Company.
(5) Budget control: the Company implements comprehensive budget management in accordance with the Budget System, and the responsible departments at all levels prepare their budgets in accordance with their responsibilities and powers, and regularly follow up the implementation of their budgets after being reviewed and approved by the management.
(6) Operational analysis control: the Company has established a regular operation analysis mechanism, with which the management can utilize the data and information acquired in the production, procurement, sales, finance and other systems to comprehensively analyze and evaluate the Company's operating risks and market situations, timely detect any problems, identify the causes and formulate effective rectification plans for improvement.
(7) Performance assessment control: according to the requirements of the Company's Remuneration Management System, the Company's organizations at all levels have established and implemented a comprehensive and systematic performance assessment system, to scientifically set up performance assessment indicators of various individuals/groups, regularly organize assessment and objective evaluation, and take the assessment results as the basis for employee remuneration adjustment, job promotion, reward and punishment, post transfer, dismissal, etc.
4. Information and communication
According to the requirements of development strategy, risk control and performance assessment, the Company has established different levels of internal reporting indicator systems, in order to enable the management at all levels to timely and comprehensively access all kinds of internal and external information pertaining to production and management and promptly formulate business principles and policies adaptive to business and environmental changes. The internal reporting systems make full use of information technology to build a scientific internal reporting network based on reliable information systems such as SAP, BI, CRM, consolidated statements, and management statements.
The Company has established a special anti-fraud mechanism, clearly defined the key areas and key links of anti-fraud efforts and the anti- fraud responsibilities and powers of relevant departments, and set up the solely-designated supervision channel to standardize the whistleblowing, investigation, handling, reporting and follow-up processes of fraud cases. Besides, through e-mail, official website, WeChat official account, contracts, training, meetings and other forms of measures, the Company publicizes the anti-fraud policies and supervision channels to employees, suppliers, distributors and other stakeholders from time to time, so as to form an anti-fraud atmosphere which emphasizes on prevention and combines both punishment and prevention.
5. Supervision on control
The Company has established an internal control and supervision mechanism, with which the independent directors and the Board of Supervisors can fully and independently perform supervisory duties for the management of the Company, and carry out independent evaluation and provide independent suggestions. The Company has formulated the Internal Audit System, and the special internal audit department under the leadership of the Audit Committee of the Board of Directors can independently carry out internal audit, implement effective supervision over the management and promote the effective implementation of internal controls. In the light of the situation of internal supervision, the Company regularly carries out self-evaluation on the effectiveness of internal controls and issues Self-Evaluation Report on Internal Control System.
2. Significant internal control defects of internal control found during the reporting period
XIII. Company's Management and Control of Subsidiaries during the Reporting Period
The headquarters of listed companies effectively monitors the subsidiaries through the following measures:
(1) Delegate and appoint senior executives of subordinate subsidiaries at the beginning of each year, and clearly define their terms of reference and report objects.
(2) Supervise subordinate subsidiaries to formulate detailed management processes and risk control procedures for various business sectors and functional areas under the principle frameworks of management systems of the headquarters and business divisions.
(3) Convene a monthly operating and financial meeting to review and follow up the implementation of the subsidiaries' business plans and the completion of various performance evaluation indicators in a timely manner, in accordance with the Company's development and business objectives specified in the annual budget planning meeting. Besides, various functional committees, such as product committee, and procurement committee, also carry out effective monitoring over the daily operation and operating activities of the subsidiaries.