AWINIC(SH:688798)2024-04-09 16:00Corporate Structure and Governance - The company established a new wholly-owned subsidiary, Chengdu Aiwei Microelectronics Technology Co., Ltd., during the reporting period[2]. - The company currently has a total of 9 wholly-owned subsidiaries and 1 subsidiary[2]. - The company has a strong governance structure with a board of directors and management team with extensive experience in the industry[17]. - The company has strengthened control over subsidiaries in financial management, operational decision-making, and personnel management[44]. - The company’s board of directors has established a remuneration and assessment committee to review and approve remuneration policies for directors and senior management[22]. - There were no dissenting opinions from the supervisory board regarding the supervision matters during the reporting period[56]. - The company has a governance structure that ensures equal rights for shareholders and timely information disclosure[136]. Meetings and Proposals - The first extraordinary general meeting of 2023 was held on January 10, 2023, where 3 proposals were approved without any rejections[9]. - The annual general meeting of 2022 took place on May 11, 2023, with 13 proposals approved, also without any rejections[9]. - The second extraordinary general meeting of 2023 is scheduled for November 14, 2023, with 2 proposals expected to be approved[9]. - The company held a total of 5 board meetings during the reporting period, all conducted through a combination of on-site and communication methods[50]. - The company held three earnings conference calls during the reporting period: for the 2022 annual results, the 2023 semi-annual results, and the 2023 third-quarter results[144]. Financial Performance - The company reported a total revenue of 2,530.92 million RMB for the fiscal year 2023, with a net profit of 51.01 million RMB[39]. - The company’s net profit attributable to shareholders for the year 2023 is RMB 51,008,934.42, with a profit distribution plan proposing a cash dividend of RMB 0.5 per 10 shares[59]. - The total cash dividend to be distributed amounts to RMB 11,551,565.40, representing 22.65% of the net profit attributable to shareholders for 2023[61]. - The total amount of dividends, including share repurchases, is RMB 16,893,977.36, which accounts for 33.12% of the net profit attributable to shareholders for 2023[61]. - The company’s total revenue for 2021 was ¥2,327,001,356.81, indicating a recovery trend in 2023 compared to previous years[178]. - The net profit attributable to shareholders of the listed company for 2023 was ¥51,008,934.42, a significant recovery from a loss of ¥53,382,798.75 in 2022[178]. - The net cash flow from operating activities for 2023 was ¥428,799,425.83, improving from a negative cash flow of ¥386,980,753.63 in 2022[178]. - As of the end of 2023, the total equity attributable to shareholders was ¥3,622,053,913.90, reflecting a 2.45% increase from ¥3,535,296,702.33 at the end of 2022[178]. Employee Structure and Compensation - The company has a total of 966 employees, including 722 technical personnel, 164 management personnel, and 80 sales personnel[30]. - The total remuneration for core technical personnel at the end of the reporting period was 410,800 RMB[22]. - The actual remuneration paid to directors, supervisors, and senior management during the reporting period totaled 5.76 million RMB[22]. - The company has implemented a comprehensive salary incentive system, aligning fixed and variable compensation with performance contributions[57]. - The company has established a salary system based on job levels and industry benchmarks to enhance employee motivation and retention[57]. - The company’s employee structure includes 4 PhD holders, 372 master's degree holders, and 503 bachelor's degree holders[30]. - Employee stock ownership numbers reached 39, accounting for 4.04% of total employees, with a total of 15,737.72 thousand shares held[111]. Strategic Focus and Development - The company is focused on expanding its market presence and enhancing its product offerings through new technology development[17]. - The company has a strategic plan for future growth, including potential mergers and acquisitions[17]. - The company focuses on high-quality mixed-signal, analog, and RF integrated circuit design, contributing to the development of China's integrated circuit industry[80]. - The company has conducted nearly dozens of series of Chinese chip-themed educational activities since 2019, promoting awareness among youth[83]. - In 2023, the company established the Minhang District Integrated Circuit Industry Intellectual Property Alliance to enhance industry competitiveness and innovation[83]. - The company emphasizes environmental protection, investing 121,100 RMB in environmental initiatives during the reporting period[98]. Compliance and Regulatory Matters - The company has not faced any penalties from securities regulatory authorities in the past three years[24]. - The company has committed to strict adherence to all public commitments made during the IPO process and will actively accept social supervision[129]. - The controlling shareholder, Sun Hongjun, has pledged to avoid any business that competes with the company's main operations during his tenure[130]. - The company has established measures to manage related party transactions effectively[199]. - The company is committed to maintaining transparency and compliance in its shareholder agreements[199]. Shareholder Rights and Commitments - The company will disclose any failure to fulfill commitments and provide compensatory measures to protect shareholder interests[129]. - The company has established a profit distribution policy in accordance with relevant laws and regulations, which will be strictly followed after the IPO[162]. - The controlling shareholder, Sun Hongjun, guarantees that the IPO prospectus does not contain false statements or omissions, and will repurchase shares if any issues are identified[164]. - The company commits to maintaining the rights and interests of all shareholders and will not transfer benefits to other entities or individuals under unfair conditions[161]. - The company has outlined specific conditions under which shareholders cannot reduce their holdings, particularly during legal investigations[184]. Investor Relations and Communication - The company actively engages with investors through various communication channels, improving transparency and governance[118]. - The company has established multiple effective communication channels with investors, including regular reports, annual report briefings, and various online and offline engagement activities[145]. - The company has set up an investor relations section on its official website to facilitate information dissemination and investor engagement[144]. - The company is committed to timely and accurate information disclosure, adhering to relevant laws and regulations to protect the rights of investors and stakeholders[146]. - The company emphasizes the importance of investor feedback and aims to maintain an open dialogue with market participants[145]. Risk Management and Safety - The company conducted IT disaster recovery drills focusing on network resilience and data security, enhancing business continuity measures[114]. - The company has conducted large-scale fire drills to improve employee safety awareness and emergency response capabilities[114]. - The company has implemented a robust data security framework to support its digital transformation initiatives[122]. Stock Incentive Plans and Share Repurchase - The company plans to implement stock incentives linked to the execution of its return measures[161]. - The company will not allow any share transfers during investigations by regulatory bodies or if the company is under significant legal scrutiny[184]. - The company will implement stock repurchase measures if the weighted average price of its shares falls below the audited net asset value per share for the previous fiscal year for 20 consecutive trading days[191]. - The total amount used for share repurchase will not exceed the net proceeds from the company's initial public offering[192]. - The company will not repurchase more than 2% of its total share capital in a single repurchase transaction, with a maximum of RMB 20 million per transaction[192].