深圳南山热电股份有限公司 2021 年年度报告全文
深圳南山热电股份有限公司
Shenzhen Nanshan Power Co., Ltd.
Annual Report 2021
March 2022
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深圳南山热电股份有限公司 2021 年年度报告全文
Section I. Important Notice, Contents and Interpretation
Board of Directors, Supervisory Committee, all directors, supervisors and senior
officers of Shenzhen Nanshan Power Co., Ltd. (hereinafter, the Company)
guarantee that the Annual Report contains no misrepresentations, misleading
statements or material omissions, and take all responsibilities, individual and/or
joint, for the reality, accuracy and completion of the whole contents.
Principal of the Company- Chairman Li Xinwei, person in charger of
accounting works- Director and GM Chen Yuhui and person in charge of
accounting organ (chief accountants)- deputy GM Shang Ying(act for financial
works) guarantee that the Financial Report of the annual report disclosed is
truthful, accurate and complete.
All directors are attended the Board Meeting for annual report deliberation.
The Company plans to pay no cash dividends, send no bonus shares and not to
increase share capital by converting from public reserves this year.
Concerning the forward-looking statements with future planning involved in the
Annual Report, they do not constitute a substantial commitment for investors.
Investors are advised to exercise caution of investment risks.
The Report has been prepared in both Chinese and English, for any
discrepancies, the Chinese version shall prevail. Investors are advised to read the
full text of the Report carefully.
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深圳南山热电股份有限公司 2021 年年度报告全文
Contents
Section I Important Notice, Contents and Interpretation ...................................... 2
Section II Company Profile and Main Financial Indexes ...................................... 7
Section IIIManagement Discussion and Analysis ................................................. 12
Section IV Corporate Governance ........................................................................ 38
Section V Enviornmental and Social Reponsibility ............................................ 64
Section VI Important Matters ............................................................................. 67
Section VII Changes in Shares and Particular about Shareholders .................... 75
Section VIII Preferred Stock ............................................................................... 83
Section IX Bonds .................................................................................................... 84
Section X Finanacial Report ................................................................................ 85
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深圳南山热电股份有限公司 2021 年年度报告全文
Document Catalog for Review
I. Original Annual Report of 2021 carrying the signature of the legal representative of the Company
II. Financial statements with signature and seal of Person in charge of the Company, person in charge of accounting works and person
in charge of accounting organ(accountant in charge);
III. Original audit report seal with accounting firms and signature and seal from CPA;
IV. Text of notice and original draft that public on China Securities Journal, Securities Times and Hong Kong Commercial Daily
during the reporting period.
V. The place where the document placed: Shenzhen Stock Exchange, Office of Board of Directors of the Company.
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深圳南山热电股份有限公司 2021 年年度报告全文
Interpretation
Items Refers to Contents
Company, the Company, Shen Nan Dian, The
Refers to Shenzhen Nanshan Power Co., Ltd.
listed company
CSRC Refers to China Securities Regulatory Commission
State-owned Assets Supervision and Administration Commission of
SASAC of Shenzhen Municipal Refers to
the People’s Government of Shenzhen Municipal
Shenzhen Capital Refers to Shenzhen Capital Holdings Co., Ltd.
SZ Energy Group Refers to Shenzhen Energy Group Co., Ltd.
Liaoyuan Environmental Protection Liaoyuan
Refers to Jiangsu Liaoyuan Environmental Protection Technology Co., Ltd.
Environmental Protection
Zhuhai Hengqin Zhuozhi Investment Partnership (Limited
Zhuozhi Fund Refers to
Partnership)
Shen Nan Dian Zhongshan Company Refers to Shen Nan Dian (Zhongshan) Electric Power Co., Ltd.
Shen Nan Dian Engineering Company Refers to Shenzhen Shennandian Turbine Engineering Technology Co., Ltd.
Shen Nan Dian Environment Protection
Refers to Shenzhen Shen Nan Dian Environment Protection Co., Ltd.
Company
Server Company Refers to Shenzhen Server Petrochemical Supplying Co., Ltd
New Power Company Refers to Shenzhen New Power Industrial Co., Ltd.
Singapore Company Refers to Shen Nan Energy (Singapore) Co., Ltd.
Nanshan Power Factory Refers to Nanshan Power Factory of Shenzhen Nanshan Power Co., Ltd.
Zhongshan Nanlang Power Plant of Shen Nan Dian (Zhongshan)
Zhongshan Nanlang Power Plant Refers to
Electric Power Co., Ltd.
Audit institution, LIXINZHONGLIAN, LIXINZHONGLIAN CPAS (SPECIAL GENERAL
Refers to
accounting organ PARTNERSHIP)
Company Law Refers to Company Law of the People’s Republic of China
Securities Law Refers to Securities Law of the People’s Republic of China
Rules Governing the Listing of Stocks Refers to Rules Governing the Listing of Stocks on Shenzhen Stock Exchange
Articles of Association Refers to Article of Association of Shenzhen Nanshan Power Co., Ltd.
Except the special description of the monetary unit, the rest of the
Yuan, ten thousand Yuan, one hundred million Refers to monetary unit is RMB Yuan, ten thousand Yuan,one hundred million
Yuan
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深圳南山热电股份有限公司 2021 年年度报告全文
Reporting period Refers to 1 January 2021 to 31 December 2021
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深圳南山热电股份有限公司 2021 年年度报告全文
Section II. Company Profile and Main Financial Indexes
I. Company information
Short form of the stock Shen Nan Dian A , Shen Nan Dian B Stock code 000037, 200037
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
深圳南山热电股份有限公司
Chinese)
Short form of the Company
深南电
(in Chinese)
Foreign name of the Company
Shenzhen Nanshan Power Co., Ltd.
(if any)
Legal representative LI XINWEI
Registrations add. No.2097 Yueliangwan Avenue, Nanshan District, Shenzhen, Guangdong Province
Code for registrations add 518054
Historical changes of
N/A
registered address
Offices add. 16/F-17/F, Hantang Building, OCT, Nanshan District, Shenzhen, Guangdong Province
Codes for office add. 518053
Company’s Internet Web Site http://www.nsrd.com.cn
E-mail public@nspower.com.cn; investor@nspower.com.cn
II. Person/Way to contact
Secretary to the BOD Rep. of security affairs
Name Zou Yi
16/F-17/F, Hantang Building, OCT,
Contact add. Nanshan District, Shenzhen, Guangdong
Province
Tel. 0755-26003611
Fax. 0755-26003684
E-mail investor@nspower.com.cn
III. Information disclosure and preparation place
Website of the Stock Exchange where the annual Shenzhen Stock Exchange- http://www.szse.cn/
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深圳南山热电股份有限公司 2021 年年度报告全文
report of the Company disclosed
China Securities Journal - https://www.cs.com.cn/, Securities Times -
Media and Website where the annual report of the
http://www.stcn.com/, Hong Kong Commercial Daily - http://hkcd.com/,
Company disclosed
Juchao Website: http://www.cninfo.com.cn/
Secretariat of the Board of Directors, 17/F, Hantang Building, OCT,
Preparation place for annual report
Nanshan District, Shenzhen, Guangdong Province
IV. Registration changes of the Company
Organization code 91440300618815121H
Changes of main business since listing (if
N/A
applicable)
Previous changes of controlling
No controlling shareholder
shareholders (if applicable)
V. Other relevant information
CPA engaged by the Company
Name of CPA LIXINZHONGLIAN CPAS (SPECIAL GENERAL PARTNERSHIP)
1-1-2205-11, North Zone, Financial and Trade Center, No. 6865, Asia Road, Pilot Free Trade
Offices add. for CPA
Zones (Dong-jiang Free Trade Port Zone), Tianjin
Signing Accountants Cao Wei，Liu Xinfa,
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data or not
□ Yes √ No
Changes in the current
2021 2020 year over the previous 2019
year (+,-)
Operating revenue (RMB) 757,175,743.41 985,253,831.58 -23.15% 1,222,577,954.53
Net profit attributable to
shareholders of the listed Company -439,448,712.13 64,024,291.32 -786.38% 24,900,956.73
(RMB)
Net profit attributable to
-514,142,213.75 7,601,038.59 -6,864.10% 14,685,745.16
shareholders of the listed Company
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深圳南山热电股份有限公司 2021 年年度报告全文
after deducting non-recurring gains
and losses (RMB)
Net cash flow arising from
-39,258,302.07 260,725,409.02 -115.06% 202,943,908.61
operating activities (RMB)
Basic earnings per share
-0.7291 0.1062 -786.53% 0.0413
(RMB/Share)
Diluted earnings per share
-0.7291 0.1062 -786.53% 0.0413
(RMB/Share)
Weighted average ROE -23.95% 3.15% -27.10% 1.25%
Changes at end of the
current year compared
Year-end of 2021 Year-end of 2020 Year-end of 2019
with the end of
previous year (+,-)
Total assets (RMB) 2,790,002,824.41 3,020,830,930.06 -7.64% 3,219,261,720.55
Net assets attributable to
shareholder of listed Company 1,615,293,135.51 2,054,741,847.64 -21.39% 2,002,772,808.24
(RMB)
The lower one of net profit before and after deducting the non-recurring gains/losses in the last three fiscal years is negative, and the
audit report of last year shows that the ability to continue operating is uncertain
□Yes √No
The lower one of net profit before and after deducting the non-recurring gains/loses is negative
√Yes □No
Item 2021 2020 Note
Mainly the revenue from power
Operating revenue (RMB) 757,175,743.41 985,253,831.58
generation
Amount deducted from Mainly the revenue from
1,218,981.05 2,769,454.42
operating revenue (RMB) housing rental
Other operating revenue after
Operating revenue after
755,956,762.36 982,484,377.16 deduction of the housing rental
deduction (RMB)
revenue
VII. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
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深圳南山热电股份有限公司 2021 年年度报告全文
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.
VIII. Quarterly main financial index
In RMB/CNY
Q1 Q2 Q3 Q4
Operating revenue 86,380,557.37 290,221,836.01 212,550,225.68 168,023,124.35
Net profit attributable to
-13,078,849.22 14,535,118.90 -45,521,851.73 -395,383,130.08
shareholders of the listed Company
Net profit attributable to
shareholders of the listed Company
-15,774,423.49 -3,743,192.02 -64,881,113.62 -429,743,484.62
after deducting non-recurring gains
and losses
Net cash flow arising from
-38,883,595.50 107,804,308.49 20,211,042.05 -128,390,057.11
operating activities
Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial
index disclosed in the Company’s quarterly report and semi-annual report
□ Yes √ No
IX. Items and amounts of non-recurring (extraordinary) profit (gains)/loss
√Applicable □ Not applicable
In RMB/CNY
Item 2021 2020 2019 Note
Gains/losses from the disposal of
non-current asset (including the write-off 974,699.74 -1,144,118.91 -527,109.02
that accrued for impairment of assets)
Governmental subsidy calculated into
current gains and losses(while closely Amortization of
related with the normal business of the government subsidy
Company, the government subsidy that related to assets and
23,396,336.60 13,833,445.53 6,402,848.81
accord with the provision of national receipt of the
policies and are continuously enjoyed in line subsidies for gas-
with a certain standard quota or quantity are generation costs
excluded)
Gains/losses on debt restructuring 7,593,783.90
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深圳南山热电股份有限公司 2021 年年度报告全文
Gains/losses arising from contingency that
Reversal of the
without relation with the normal operation 5,000,000.00 6,584,816.78
accrual liabilities
business of the Company
Gains/losses of fair value changes arising
from holding of the trading financial asset,
trading financial liability and investment
earnings obtained from disposing the trading The wealth
47,887,839.11
financial asset, trading financial liability, management income
and financial assets available for sale, except
for the effective hedging business related to
normal operation of the Company
Switch back of the impairment for
receivables that has impairment test 12,000.00
independently
Other non-operating income and expenditure
13,652.99 -118,229.62 5,578,877.22
except for the aforementioned items
Other gains/losses items that meets the
33,534,881.55
definition of non-recurring gains/losses
Less: impact on income tax 152,683.61 195,823.19
Impact on minority shareholders’
2,579,026.82 3,708,642.89 1,055,582.25
equity (post-tax)
Total 74,693,501.62 56,423,252.73 10,215,211.57 --
Details of other gains/losses items that meets the definition of non-recurring gains/losses:
□ Applicable √ Not applicable
There are no other gains/losses items that meet the definition of non-recurring gains/losses in the Company.
Explain the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A
Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss
□ Applicable √ Not applicable
There are no items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A
Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss
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深圳南山热电股份有限公司 2021 年年度报告全文
Section III Management Discussion and Analysis
I. Industry of the Company during the reporting period
The Company shall comply with the relevant disclosure requirement for electricity-related industries of Shenzhen Stock Exchange
Self-Regulatory Guidelines for Listed Companies No.3 - Disclosure of Industry Information
In 2021, the economic situation of the whole country and Guangdong continue d to improve, and the demand for electricity further
increased. According to the data of Guangdong Power Exchange Center, by the end of 2021, the installed capacity of unified
dispatching of power grids in Guangdong was 159 million kW, with a year-on-year growth of 12.6%, among them, the installed
capacity of provincial-level dispatching was 127 million kW, and that of prefecture-level dispatching was 32 million kW. The
installed capacity of gas generator set was 30.546 million kW, increased by 14.0% on a year-on-year basis, and the installed capacity
accounted for 19.3%. In 2021, the total electricity consumption of Guangdong province throughout the year was 786.663 billion kWh,
with a year-on-year growth of 13.6%. The maximum load of unified dispatching of the whole province was 135.13 million kW, a
year-on-year increase of 6.5%. The total electricity consumption in Shenzhen reached 110.34 billion kWh, breaking through the 100
billion mark for the first time, with a year-on-year increase of 12.2%. In 2021, the cumulative transaction of electricity in Guangdong
power market was 295.17 billion kWh, with a year-on-year increase of 18%, cumulatively saving electricity costs for users by 10.05
billion yuan, saving coal consumption for power generation by 2.584 million tons, reduc ing carbon dioxide emission by 6.872
million tons, reducing sulfur dioxide emission by 5 tons, and reducing social power generation cost by 2.07 billion yuan. In 2021,
215.03 billion kilowatt-hours of electricity were negotiated in bilateral transactions, with a year-on-year increase of 1.9%, and with
an average price difference of -53.6 li/kWh. In 2021, monthly transactions totaled 63.81 billion kWh, an increase of 85.2% on a
year-on-year basis, and with an average price difference of -21.5 li/kWh. Among them, the turnover of coal-fired generating units
was 49.43 billion kWh, with an average price difference of -21.5 li/kWh; the the turnover of gas generating units was 14.38 billion
kWh, with an average price difference of -21.9 li/kWh. From January to December in 2021, monthly power generation contract
transfer transactions totaled 14.88 billion kWh of electricity, with an average transaction price of 405.4 li/kWh. Among them, the
turnover of coal-fired generating units was 11.5 billion kWh, with an average transaction price of 378.3 li/kWh; the the turnover of
gas generating units was 3.38 billion kWh, with an average transaction price of 501.0 li/kWh.
In the meantime , with the deepening reform of Guangdong's electricity market , the electricity spot market in Southern China
(starting from Guangdong) carried out the trial operation of settlement in May and November to December in 2021, steadily
promoting the transition from "monthly" to "uninterrupted" longer billing cycle, and establishing a temporary mechanism for
directing market price to end users. Since November, the spot market has achieved major breakthroughs of "running while
improving".
In 2021, although the demand for electricity increased significantly, the price of natural gas rose all the way and remained high in the
same period, the on-grid price seriously dropped away form the fuel price, resulting in serious loss of power generation to gas power
generation enterprises. Therefore, Guangdong Province and Shenzhen Municipal government, on the one hand, required all power
generation enterprises to do their best to ensure electric power supply, and on the other hand, issued a series of policies a nd measures
to encourage the majority of power generation enterprises to implement electric power supply guarantee, including an increase of 0.1
yuan/kWh in electricity charges for gas-fired power generation enterprises during peak periods in August and September, since
October 1, the on-grid electricity price of 9E gas turbine power plants in Guangdong province has increased by 0.05 yuan/kWh, and
the Shenzhen municipal government issued a fiscal subsidy of 0.1 yuan/kWh for the electricity generated by Shenzhen local gas
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深圳南山热电股份有限公司 2021 年年度报告全文
turbine power plants in August and September, which alleviated the operating dilemma faced by 9E gas turbine power plants to a
certain extent, but has little impact on reversing the serious loss of power generation.
II. Main business of the Company during the reporting period
The Company shall comply with the relevant disclosure requirement for electricity-related industries of Shenzhen Stock Exchange
Self-Regulatory Guidelines for Listed Companies No.3 - Disclosure of Industry Information
The Company is specialized in power and thermal supply, as well as providing technical consulting and technical services for power
stations. At the end of reporting period, the Company holds two wholly-owned and holding gas turbine plants, which equipped with
five sets of 9E gas steam combined cyc le power generating units, with total installed capacity up to 900,000 KW (Nanshan Power
Factory: 3×180000KW, Zhongshan Nanlang Power Plant: 2×180000KW).The two gas turbine plants are located in the power -load
center of the Pearl River Delta, and it is the main peak-regulating power supply in the region which is currently in normal production
and operation state.
During the reporting period, the company's main power business was confronted with many difficulties, such as repeated COVID -19
pandemic, continued high fuel prices, and a further increase in the proportion of electricity market transactions. In order to minimize
the negative impact of the external environment on the company's operating performance, the company implemented a series of
business layout and management changes with innovative thinking and tenacious perseverance, defined the annual business
objectives and guidelines, took major targeted measures, constantly strengthened the economic operations management on the basis
of continuously intensifying safety production management. Complying with the accelerating trend of electric power market reform
in Guangdong province, the company organized two subordinate power plants to actively participate in the electricity
market-oriented marketing competition and achieved good results, and made contributions to reduce losses.
During the reporting period, the company paid close attention to the operation and market expanding of relevant stock businesses,
and its subordinate Shen Nan Dian Engineering Company continuously expanded the technical consulting and technical service
business of domestic and foreign gas turbine power station construction projects. Shen Nan Dian Environment Protection Company
used the waste heat of gas turbine power generation to engage in the dry treatment business of wet sludge in sewage treatment plant,
realizing the reduction, harmless treatment and comprehensive utilization of resources of municipal sludge in Shenzhen. However,
due to various reasons, the output of Environmental Protection Company in the reporting period decreased significantly compared
with that of last year.
Main operation data
Item Current Period Same Period Last Year
Gross installed capacity (10,000 KW) 90 90
Installed capacity of newly commissioned
0 0
units (10,000 KW)
Planned installed capacity of approved
0 0
projects (10,000 KW)
Planned installed capacity of projects
0 0
under construction (10,000 KW)
Generating capacity (100 million KWH) 11.48 8.87
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深圳南山热电股份有限公司 2021 年年度报告全文
On-grid electricity or electricity sales (100
11.44 8.74
million KWH)
Average rate of electricity consumption
3.25% 3.43%
from power station(%)
Utilization time from power station
1,263 986
(Hours)
Electricity sales business
√Applicable □Not applicable
In 2021, the company's two subordinate power plants complete d a total of 1.144 billion kWh of on-grid energy, 608 million kWh of
marketing electric quantity in the month of price difference, and 675 million kWh of contract electric quantity in the spot month. The
electric quantity of the company's subordinate power plants were as follows: Nanshan Power Factory completed 977 million kWh of
on-grid energy, 332 million kWh of marketing electric quantity in the month of price difference, and 395 million kWh of contract
electric quantity in spot month; Zhongshan Nanlang Power Plant completed 167 million kWh of on-grid energy, 276 million kWh of
marketing electric quantity in the month of price difference, and 280 million kWh of contract electric quantity in spot month.
Reasons for major changes in relevant data
□Applicable √Not applicable
III. Core Competitiveness Analysis
In recent years, due to the impact of the macroeconomic situation and the common problems of gas turbine generating industry, the
Company’s main business has been facing increasing difficulties and challenges. However, the basic core competitiveness formed by
the operation and development for more than three decades and thanks to the strong support from major shareholders, and the
management innovations adopted by BOD and leading group, it has laid a necessary foundation for the Company to survive and
seeking transformation and development. During the reporting period the Company continued to increase the investment in R&D,
successfully passed the certification as a high-tech enterprise.Core competitiveness of the Company was further consolidated and
improved, and there were no other major changes that might affect the future operation of the Company.
1. A mature and completed governance structure & a rigorous and standardized risk-control mechanism. As a listed company with
over 20-year baptism in securities market on the main board, the Company has been strictly in accordance with the Company Law,
Securities Laws, Rules Governing the Listing of Stocks and relevant requirements of laws and regulations of the CSRC and
Shenzhen Stock Exchange, and continuously improved the corporate governance and regulated the operation. The “Three Meetings”
operation was normative and efficient, and the internal management was streamlined and orderly. Meanwhile, the Company
continuously reinforcing the supervision and auditing role on standard operation and internal control of the listed company p layed by
supervisory committee and auditing authority; effectively prevent and avoid the risks while improving the management and
decision-making efficiency.
2. Hard-working and innovative management culture, and pragmatic and efficient operating mechanism. Combining its own actual
situation,the Company has broken the barriers of the original traditional business model, and greatly improved the decision-making
efficiency and work performance by establishing four major operation and management centers, including a power sales center, a
fuel center, a financial center, and an information center, innovating the management model of production coordination and sa fety
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深圳南山热电股份有限公司 2021 年年度报告全文
supervision, and effectively integrating business resources; the Company set up a capital (operation) center and set up an
accounting sharing center to comprehensively balance the improvement of production, operation and management efficiency; and
establish a science & technology innovation committee with purpose of stimulating the enthusiasm of majority of the employees to
study technology, improve themselves and innovate continuously, the supervision and management of production technology have
achieved a new step. While the Company built an efficient operating mechanism, the leadership team served as ro le models,
combined a series of effective management measures, such as deepening human resources reform and the "military order" assessment
mechanism, advocated and built the management culture of unity, hard work, innovation and enterprise throughout the Company,
which laid a good management foundation for the Company to deeply explore its internal potential and actively seek external
opportunities.
3. A loyal and dedicated management team & professional and progressive technical personnel. With more than 30 years of hard
work and the company’s influence in the gas turbine power generation industry and the Company’s pioneering and innovative spirit
and enterprising spirit, the Company has absorbed and trained a group of technical experts and professionals in the gas turbine
industry, accumulated rich experience in the construction and operation management of gas turbine power plants. In order to adapt to
the market situation of the further propulsion of the electricity trading market-oriented reform in Guangdong Province, the Company
formed a team of professionals to study the electricity trading strategy and build a mathematical model of electricity tradin g. It
accumulated rich experience in electricity marketing, which laid a solid foundation for the Company to actively respond to the
electricity market reform.Further more, Shen Nan Dian Engineering Company has provided professional services such as technical
consulting, commissioning and maintenance for dozens of domestic and international gas turbine power stations. The Company's
training center has successively undertaken the technician training business for tens of power plants at home and abroad, and has
become a renowned professional training base in the domestic gas turbine industry, and has established a good reputation and
professional brand image in the industry.The Company also has a group of management talents with innovative consciousness and
fighting spirit, based on the principle of being highly responsible to the Company, they lead all employee s to make unremitting
efforts for the Company’s continuous operation and transformation development.
4. Advanced research ability, important part of strong power grid. The company has a number of independent utility model patents
and software copyrights, jointly draws up one national standard, and a number of patents for invention are under review by the China
National Intellectual Property Administration. On December 23, 2021, the company was identified as the second batch of high-tech
enterprises in 2021 by Shenzhen municipal administrative authority, the company's scientific research innovation work has been
unanimously affirmed. At the same time, in order to effectively improve the rapid recovery ability of power system, Nanshan
Thermal Power Plant fully responded to the construction planning of black-start power supply point, and completed the power grid
black-start power supply point project in the reporting period, which greatly enhanced the core competitiveness of Nanshan Thermal
Power Plant in the power grid.
IV. Main business analysis
1. Introduction
2021 was the first year of the 14th Five-Year Plan. At the historic juncture of the two Centenary Goals, faced with the complex and
volatile situation of COVID-19 and tight electricity supply and demand, the electricity market construction in Guangdong province
has made great progress, the electricity consumption in Guangdong province and Shenzhen continued to increase substantially. The
company actively implemented the work plan of the government departments at all levels, improved the political position,
conscientiously fulfilled the social responsibility with the greatest efforts, guaranteed that the generating units should be fully
operational, ensured safe and reliable power supply for the centennial anniversary of the founding of the Party and made outstanding
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深圳南山热电股份有限公司 2021 年年度报告全文
contributions for alleviating the severe power shortage in Guangdong province and Shenzhen. The company's subordinate Nanshan
Power Factory and Zhongshan Nanlang Power Plant actually completed 1.144 billion kWh of on-grid energy, a 30.89% rise on a
year-on-year basis. The annual average utilization time of the generating units of the two power plants was 1263 hours, and the
annual average service power consumption rate was 3.25%. During the reporting period, the 2021 bilateral contract signed by
Nanshan Power Factory and Zhongshan Nanlang Power Plant amounted to 1.165 billion kWh, and the transferred and settled
electricity of the two plants amounted to 490 million kWh. The company carried out the following main work during the reporting
period:
1. As a state-owned enterprise, took responsibility and actively fulfilled corporate social responsibilities. The international fuel prices
have been fluctuating upward since the beginning of 2021 due to the ongoing COVID-19 pandemic, rising global inflation and
changes in oil supply and demand, and the domestic fuel prices for power generation, such as coal and natural gas, have also risen.
The high cost of power generation restricted the thermal power enterprises to generate power, and the domestic electric power supply
gap widened, "power shortage" reappeared, and some regions even carried out power rationing for a time. Under such
circumstances, although the on-grid price seriously dropped away from the cost of power generation, the company still firmly
adhered to its political stance, resolutely implemented the decisions and arrangements for ensuring electric power supply, overcame
all difficulties to ensure the safe production and stable supply of power, and actively implemented its corporate social responsibility.
During the period of no-break power in 2021, the company's two power plants generated a combined 933 million kWh, an increase of
255 million kWh on a year-on-year basis.
2. Strictly supervised and resolutely ensured the safety and environmental protection standards. The company pa id close attention to
the implementation of the main responsibility of production safety, promoted the risk ranking management and control and the safety
construction of work groups, promoted the continuous improvement of work safety standardization, the three-year action of work
safety special rectification, and the safety culture construction. The company continue d to maintain the safety target of "Five No" and
comprehensively completed the indicators for safety assessment. By December 31, 2021, we achieved 6,453 days of work safety.
During the reporting period, the company completed various pollution reduction tasks, and no environmental pollution accidents and
safety production accidents occurred.
3. Took the initiative to effectively improve the fund management level. At the same time, the company tried to reduce the loss,
revitalized the funds through many measures, and created benefits with funds management. To improve the use efficiency and
income level of its own funds, and reduce the financing cost, the company focused on the key points of funds, took benefits as the
center and low risk as the premise, strengthened the capital outflow into the two-way management, and used their own cash to the
fullest. Under the circumstance that foreign investment in new projects reduced cash, the company still actively developed the wealth
management opportunities of market through a variety of products and channels, strived for no idle cash in the account, and achieved
gratifying results in adversity.
4. Made overall planning and efficiently completed the black-start technical innovation project. In 2021, the company’s Nanshan
Power Factory fully responded to the construction planning of black-start power supply point. Starting from "helping relieve the huge
frequency modulation pressure faced by power dispatching every day and effectively improving the rapid recovery ability of
Shenzhen west power grid", strived for opportunities from China Southern Power Grid, Guangdong Power Grid, Shenzhen Power
Grid, and was finally selected as the black-start power supply point of the black-start critical path of the power grid. At present, the
project has been identified as "Shenzhen West Guaranteed Power Grid" and "Hong Kong Emergency Guaranteed Power Supply
Point" by the government department, has accepted the on-site safety assessment by the South China Energy Regulatory Office of
National Energy Administration as an important part of Shenzhen's local strong power grid, which greatly improved the core
16
深圳南山热电股份有限公司 2021 年年度报告全文
competitiveness of Nanshan Power Factory in the power grid, created a good foundation and premise and won favorable time and
space for the company's next transformation and development.
5. Increased research and development, and successfully identified as the "National High-tech Enterprise". In order to further
enhance the core competitiveness, the company continued to strengthen the research and development, timely started the national
high-tech enterprise identification and application work, and was identified as the second batch of high-tech enterprises in 2021 by
Shenzhen municipal administrative authority on December 23, 2021, marking a complete success to the company's national high-tech
enterprise application work. After being identified as a national high-tech enterprise, the company can enjoy a preferential tax rate
of 15%, the government subsidies, additional deduction of R&D expenses, rewards and subsidies for high-level talents, government
targeted allocation of housing, and other incentive policies.
6. With transformation development, steadily took new steps in strategic transformation. In terms of transformation development, the
company, on the one hand, steadily promoted the landing of Zhuozhi Fund project, signed the equity subscription agreement, capital
increase agreement and shareholder agreement with Nanjing Zhongsheng Holdings Co., Ltd., and obtained 5.6% equity of Nanjing
Zhongsheng Holdings Co., Ltd.. On the other hand, the company timely started the investigation and survey of Liaoyuan
Environmental Protection, combined with various arguments, and considered that the project was in line with the company's future
strategic layout, and completed the purchase of part of the shares of Liaoyuan Environmental Protection step by step within t he year,
receiving a total of 4.0485 million shares of Liaoyuan Environmental Protection, accounting for 9.93% of the total share capital of
Liaoyuan Environmental Protection.
In 2021, the Company has achieved a revenue in operation of 757 million Yuan, the net profit attributable to shareholder of listed
company amounted as -439.4487 million Yuan and basic EPS was -0.7291 Yuan.
2. Revenue and cost
(1) Constitute of operation revenue
In RMB/CNY
2021 2020
Increase/decrease
Ratio in operating Ratio in operating
Amount Amount y-o-y (+,-)
revenue revenue
Total operating
757,175,743.41 100% 985,253,831.58 100% -23.15%
revenue
Industry classification
Energy industry 708,883,313.18 93.62% 878,600,297.92 89.18% -19.32%
Engineering service 43,685,185.43 5.77% 41,094,571.29 4.17% 6.30%
Sludge drying 3,388,263.75 0.45% 62,789,507.95 6.37% -94.60%
Other 1,218,981.05 0.16% 2,769,454.42 0.28% -55.98%
Product classification
17
深圳南山热电股份有限公司 2021 年年度报告全文
Electricity sales 708,883,313.18 93.62% 878,600,297.92 89.18% -19.32%
Engineering service 43,685,185.43 5.77% 41,094,571.29 4.17% 6.30%
Sludge drying 3,388,263.75 0.45% 62,789,507.95 6.37% -94.60%
Other 1,218,981.05 0.16% 2,769,454.42 0.28% -55.98%
Region classification
Domestic 757,175,743.41 100.00% 985,253,831.58 100.00% -23.15%
Sales model
Direct sales 757,175,743.41 100.00% 985,253,831.58 100.00% -23.15%
(2) The industries, products, regions or sales model accounting for over 10% of the Company’s operating
revenue or operating profit
√Applicable □ Not applicable
The Company shall comply with the relevant disclosure requirement for electricity-related industries of Shenzhen Stock Exchange
Self-Regulatory Guidelines for Listed Companies No.3 - Disclosure of Industry Information
In RMB/CNY
Increase/decrease Increase/decrease Increase/decrease
Operating
Operating cost Gross margin of operating of operating cost of gross margin
revenue
revenue y-o-y y-o-y y-o-y
Product classification
Electricity sales 708,883,313.18 816,273,176.20 -15.15% -19.32% 12.64% -186.46%
Engineering
43,685,185.43 28,002,979.56 35.90% 6.30% -2.04% 17.95%
service
Region classification
Domestic 752,568,498.61 844,276,155.76 -12.19% -18.17% 12.09% -167.33%
Reasons for great changes in relevant financial indicators
√ Applicable □Not applicable
In 2021, the operating revenue from sludge drying was lower than a year earlier mainly due to the lower sludge capacity.
In 2021, gross margin of electricity sales decreased compared to the same period of previous year, mainly because cost of natural gas
goes up due to the unit price soaring; the market trading spreads drops than the revenue from electricity trading reduced.
(3) Income from physical sales larger than income from labors
√ Yes □ No
Increase/decrease
Industries Item Unit 2021 2020
y-o-y(+,-)
Sales volume 100 million KWH 11.44 8.74 30.89%
Electric Power
Output 100 million KWH 11.48 8.87 29.43%
18
深圳南山热电股份有限公司 2021 年年度报告全文
Storage 100 million KWH
Reasons for a y-o-y changes of 30% or more in relevant data
√Applicable □Not applicable
The Company has the courage to assume social responsibility of ensuring the power supplying, two power plants have generated 933
million KWH electricity in total during the power supplying of 2021, a y-o-y growth of 255 million KWH.
(4) Performance of the material sales contract and major procurement contracts that signed by the
Company up to the reporting period
□ Applicable √Not applicable
(5) Constitute of operation cost
Industry and products classification
In RMB/CNY
2021 2020
Increase/decrease
Industries Item Ratio in operation Ratio in operation
Amount Amount y-o-y (+,-)
cost cost
Power, heat 816,273,176.20 96.00%
Energy industry 724,649,204.65 91.21% 12.64%
supply
Engineering
Engineering cost 28,002,979.56 3.29% 28,587,448.80 3.60% -2.04%
service
Sludge drying
Other business 5,984,503.64 0.70% 41,287,156.94 5.20% -85.51%
etc.
In RMB/CNY
2021 2020
Increase/decrease
Products Item Ratio in operation Ratio in operation
Amount Amount y-o-y (+,-)
cost cost
Electricity sales Power supplying 816,273,176.20 96.00% 724,649,204.65 91.21% 12.64%
Engineering 3.29%
Engineering cost 28,002,979.56 28,587,448.80 3.60% -2.04%
service
Sludge drying Sludge treatment 5,414,557.67 0.64% 41,089,819.34 5.17% -86.82%
Other business Other 569,945.97 0.07% 197,337.60 0.02% 188.82%
Note
The main component of operation costs of electricity sales is the cost of natural gas, and the natural gas as a percentage of operation
cost takes 77.37% in 2021 and 62.26% in 2020.
(6) Changes in the scope of consolidation in Reporting Period
□Yes √No
19
深圳南山热电股份有限公司 2021 年年度报告全文
(7) Major changes or adjustment in business, product or service of the Company in Reporting Period
□ Applicable √ Not applicable
(8) Major sales and main suppliers
Major sales client of the Company
Total top five clients in sales (RMB) 722,610,043.43
Proportion in total annual sales volume for top five clients 95.43%
Proportion in total annual sales for the related party’s
0.00%
sales in top five clients’ sales
Information of top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Shenzhen Power Supply Bureau Co., Ltd. 584,596,538.90 77.21%
2 Guangdong Power Grid Co., Ltd. 96,832,471.77 12.79%
3 China Machinery Engineering Corporation 34,239,288.30 4.52%
Wuhan Electric Power Combustion Engine 0.47%
4 3,543,000.00
Installation Co., Ltd.
5 Shenzhen Water Group 3,398,744.46 0.45%
Total -- 722,610,043.43 95.43%
Other situation of main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 667,368,336.82
Proportion in total annual purchase amount for top five
95.14%
suppliers
Proportion in total annual purchase amount for the related
0.00%
party’s amount in top five suppliers
Other information on top five suppliers of the Company
Serial Name Purchases (RMB) Proportion in total annual purchases
1 Shenzhen Gas Group Co., Ltd. 470,105,000.20 67.02%
2 CNOOC Gas Power Group Co., Ltd. 101,038,830.73 14.40%
Guangdong Xin’Ao Energy Development
3 46,701,291.11 6.66%
Co., Ltd.
Shanghai Power Equipment Research
4 33,414,857.52 4.76%
Institute Co., Ltd.
5 Shenzhen Power Supply Bureau Co., Ltd. 16,108,357.26 2.30%
20
深圳南山热电股份有限公司 2021 年年度报告全文
Total -- 667,368,336.82 95.14%
Other information on main suppliers of the Company
□ Applicable √ Not applicable
3. Expenses
In RMB/CNY
Increase/decrease
2021 2020 Note of major changes
y-o-y (+,-)
Decrease of sales expense mainly due
to the declined in treatment for dry
Sales expense 928,661.79 4,979,915.34 -81.35%
mud from Shen Nan Dian Environment
Protection Company
Management expense 103,286,926.69 111,618,225.09 7.46%
Increase of financial expense mainly
because the wealth management
Financial expense 15,212,737.67 -66,657.96 -22,922.09% income adjusted to the item of
investment income, and the interest
income from deposits declined.
Increase of R&D expense mainly due
R&D expense 20,933,712.98 8,490,882.58 146.54% to the new increase of R&D expense
for technology from parent company
4. R&D expenses
√Applicable □√ Not applicable
Goals to be Expected impact on the future
Projects Purpose Progress
achieved development of the Company
Elevated the scientific content
and work efficiency of
Research and develop a new cooling tower electricity production, save
R&D of the
inspection robot, facilitating staff to carry labor costs and higher the
inspection robot in Completed
out maintenance and save the operation time scientific content and core
cooling tower
of the staff. competitiveness of the
products and service of the
Company
In case of black-start, the unit is islanded for Promoting the development
R&D of the energy
operation. Increase the black-start and progress of power
storage black-start
concurrent cabinet, automatically identify Completed production technology,
concurrent shifter
the synchronous point grid nature, and effectively strengthen the
for plant power
automatically achieved the difference of safety and security of
21
深圳南山热电股份有限公司 2021 年年度报告全文
generator and grid connection without production, higher the
pressure closing，the differential frequency, scientific content and core
co-frequency and voltage-free grid competitiveness of the
connection of the line, precisely closing products and service of the
when the phase-angle difference is zero Company
degrees to achieves shock-free grid
connection. Realizing the smooth exit of
plan power in order to improve the
reliability of unit operation.
By connecting the electron-chemical energy
storage device with a cable between the
generator outlet and low-voltage side of the
main transformer, the difficulty of Higher the economic
R&D of the wiring
retrofitting some generator sets with efficiency, helping the
process of generator
electron-chemical energy storage devices Company to grow and
sets retrofitted with
can be reduced. Improving the capacity Completed improve the scientific content
electron-chemical
configuration of energy storage, give full and core competitiveness of
energy storage
play to the frequency regulation advantages the products and service of
devices
of electron-chemical energy storage devices, the Company
reduce the construction difficulties and
equipment investment, higher the economic
efficiency.
Enhance the performance of
equipment, higher the
Replace the original condenser tube bundle
efficiency of equipment
R&D of the with a TP304 bundle, with less impact on
operation, strengthen the
condenser heat condenser operating parameters, the new
safety and security of
exchanger bundle tube bundle of the condenser can be Completed
production and improve the
for 9E combine improved in terms of vibration, corrosion
scientific content and core
cycle unit and scaling resistance, thereby improving
competitiveness of the
the safety of the condenser
products and service of the
Company
By adding the early warning device, when Deeply study the operation
there is a fire, in the first stage of initial mechanism of the equipment,
thermal runaway, the early fire detection and optimize and improve the
R&D of the early
warning in prefabricated cabin is realized by control mode of the
warning device of
special gas detection device(characteristic equipment, improve the
thermal runaway
gases as H2, CO), meanwhile, when the Completed operational safety and
for energy storage
detector alarm is received through the reliability of the equipment,
lithium iron
three-stage BMS, the battery DC system is and escalated the scientific
phosphate battery
immediately cut off to improve operational content and core
safety of the energy storage battery competitiveness of the
compartment products and service of the
22
深圳南山热电股份有限公司 2021 年年度报告全文
Company
With the development of industrial
production, urban construction and
increasing population, the increase in Proactively undertaking the
industrial emission facilities, environmental social responsibility,
noise is becoming increasingly serious, it minimize the negative
R&D of the has become a major pollution of human environmental impact of
dissipation and social environment. In order to improve the equipment operation by using
Completed
silencing device for sense of social responsibility of the new technology, and escalated
gas turbine Company, minimize the noise pollution, and the scientific content and core
reduce the disturbance of surrounding competitiveness of the
residents t rest and sleep, and affect the products and service of the
efficiency of work, meanwhile it can provide Company
technical support and reference to
enterprises with similar work needs.
R&D personnel
2021 2020 Change proportion
Number of R&D personnel
72 35 105.71%
(person)
Proportion of R&D personnel 18.37% 8.68% 9.69%
Educational background —— —— ——
Undergraduate 32
Masters 2
Other 38
Age composition —— —— ——
Under 30 5
30~40 15
Over 40 52
Investment of R&D
2021 2020 Change proportion
Investment for R&D (RMB) 20,933,712.98 8,490,882.58 146.54%
R&D investment/Operating
2.76% 0.86% 1.90%
revenue
Capitalization of R&D
0.00 0.00
investment (RMB)
Capitalization of R&D
0.00% 0.00% 0.00%
investment/R&D investment
Reasons and effects of significant changes in composition of the R&D personnel
23
深圳南山热电股份有限公司 2021 年年度报告全文
√Applicable □√ Not applicable
During the reporting period, the Company continued to soaring the investment in R&D, successfully passed the certification as a
high-tech enterprise, which consolidated and improved the core competitiveness of the Company forward.
Reasons for significant changes in the proportion of total R&D investment in operating revenue from the previous year
□Applicable √ Not applicable
Reasons and rationality of the major changes of the capitalization rate of R&D investment
□ Applicable √ Not applicable
5. Cash flow
In RMB/CNY
Item 2021 2020 Y-o-y changes (+,-)
Subtotal of cash in-flow from
915,970,557.14 1,156,114,679.30 -20.77%
operation activity
Subtotal of cash out-flow from
955,228,859.21 895,389,270.28 6.68%
operation activity
Net cash flow from operation
-39,258,302.07 260,725,409.02 -115.06%
activity
Subtotal of cash in-flow from
85,113,274.87 40,321,341.78 111.09%
investment activity
Subtotal of cash out-flow from
246,736,667.99 528,860,991.95 -53.35%
investment activity
Net cash flow from investment
-161,623,393.12 -488,539,650.17 -66.92%
activity
Subtotal of cash in-flow from
1,061,074,323.80 1,318,118,917.79 -19.50%
financing activity
Subtotal of cash out-flow from
935,063,124.20 1,096,793,475.57 -14.75%
financing activity
Net cash flow from financing
126,011,199.60 221,325,442.22 -43.07%
activity
Net increased amount of cash
-74,996,638.62 -6,888,728.75 988.69%
and cash equivalent
Main reasons for y-o-y major changes in aspect of relevant data
√Applicable □ Not applicable
1. Net cash flow from operation activity has a declined of 115.06% on a y-o-y basis, mainly due to the decrease in gross profit from
power generation in the year, and decrease in financial settlement proceeds in power market;
2.The cash in-flow from investment activity has an increase of 111.09% on a y-o-y basis, mainly due to the increase in earnings from
24
深圳南山热电股份有限公司 2021 年年度报告全文
financial management during the year;
3. The cash out-flow from investment activity has a declined of 53.35% on a y-o-y basis, mainly due to the decrease in expenses for
financial products purchased in the year;
4. Net cash flow from investment activity has a declined of 66.92% on a y-o-y basis, mainly due to the decrease in net purchase of
financial products during the year;
5. Net cash flow from financing activity has a declined of 43.07% on a y-o-y basis, mainly due to the decrease in net cash inflow from
bank loans during the year;
6. Net increased amount of cash and cash equivalent has a declined of 988.69% on a y-o-y basis, mainly due to the fact that increase
in net cash flows from financing activities for the year was smaller than the decrease in net cash flow arising from operating activities
and investment activities.
Explanation on reasons for the significant differences between the net cash flow arising from operation activities in the Period and
net profit of last year
√Applicable □ Not applicable
There are 327 million yuan provision for asset impairment in the year and payment of natural gas are settled by bank acceptance.
V. Analysis of the non-main business
√Applicable □ Not applicable
In RMB/CNY
Amount Ratio in total profit Note Whether be sustainable (Y/N)
Mainly due to the earnings
Investment income 45,981,085.44 -9.05% N
from financial management
Provision for fixed assets,
provision for inventory
Assets impairment -327,479,010.92 64.44% depreciation and impairment N
of construction in progress in
the year
Non-operating Mainly due to the reversal of
5,261,868.99 -1.04% N
income accrual liabilities
Mainly due to the loss on
Non-operating
248,216.00 -0.05% retirement of non-current N
expenditure
assets
VI. Assets and liability
1. Major changes of assets composition
In RMB/CNY
Year-end of 2021 Year-begin of 2021 Ratio
Notes of major changes
Amount Ratio in total Amount Ratio in total changes
25
深圳南山热电股份有限公司 2021 年年度报告全文
assets assets (+,-)
689,604,633.5
Monetary fund 24.72% 764,601,272.21 25.31% -0.59%
9
Account
73,610,161.02 2.64% 85,293,052.88 2.82% -0.18%
receivable
Contractual assets 1,040,000.00 0.04% 7,229,600.00 0.24% -0.20%
Inventory 88,500,991.13 3.17% 100,245,529.06 3.32% -0.15%
Investment real
2,009,051.80 0.07% 2,205,189.40 0.07%
estate
The long-term equity investment
Long-term equity
6,986,655.19 0.25% 8,893,408.86 0.29% -0.04% measured by equity was recognized as
investment
the investment income
643,256,398.3 Provision for impairment of fixed
Fix assets 23.06% 925,745,208.55 30.65% -7.59%
0 assets for the year
Provision for impairment of
Construction in
6,088,768.51 0.22% 42,782,712.98 1.42% -1.20% construction in progress during the
process
year
858,444,163.2
Short-term loans 30.77% 675,528,858.48 22.36% 8.41% Size of short-term loans increased
5
The financial products adjusted to the
Trading financial 632,874,406.3 item of ‘trading financial assets’ in the
22.68% 0.00 0.00% 22.68%
assets 9 year and foreign investment increased
during the year
Account paid in
64,415,236.66 2.31% 29,544,788.35 0.98% 1.33% Increase in prepayment for natural gas
advance
The financial products adjusted to the
Other current 331,868,661.6
11.89% 917,288,244.54 30.37% -18.48% item of ‘trading financial assets’ in the
assets 2
year
More investment on the investment
Other equity
200,615,000.0 projects that measured at fair value and
instrument 7.19% 81,615,000.00 2.70% 4.49%
0 with variation reckoned into other
investment
comprehensive income
135,025,883.2 Increase in commercial draft and bank
Note payable 4.84% 30,467,345.48 1.01% 3.83%
7 acceptance
Foreign assets account for a relatively high proportion
□Applicable √Not applicable
2. Assets and liability measured at fair value
√Applicable □ Not applicable
26
深圳南山热电股份有限公司 2021 年年度报告全文
In RMB/CNY
Cumulative
Gain/loss of
change of fair Impairment Amount
Opening fair value Amount sold Other Ending
Item value accrual in the purchased in
amount changes in the in the Period changes amount
recorded into Period the Period
Period
equity
Financial
assets
Trading
financial
assets
72,873,680.0 560,000,726 632,874,406
(derivative
0 .39 .39
financial
assets
excluded)
Other equity
119,000,000.0 200,615,000
instrument 81,615,000.00
0 .00
investment
Total above 191,873,680. 560,000,726 833,489,406
81,615,000.00
mentioned 00 .39 .39
Financial
0.00 0.00
liabilities
Other changes
The financial products purchased in the year are calculated under ‘trading financial assets’ instead of ‘other current assets ’
Whether there is a significant changes in the measurement attributes of the main assets during the period
□Yes √No
3. Assets right restriction till end of reporting period
There are no assets right restriction till end of the reporting period
VII. Investment analysis
1. Overall situation
√ Applicable □Not applicable
Investment amount at same period last year
Investment amount in the Period (RMB) Changes (+,-)
(RMB)
191,831,197.00 21,272,400.00 801.78%
27
深圳南山热电股份有限公司 2021 年年度报告全文
2. The major equity investment obtained in the reporting period
√ Applicable □Not applicable
In RMB/CNY
Invest With
Progres
For Antic ment laws
Investe Shar Capit s as of
Main m of Investm Time ipate gains/ uit Disclos
d ehol al Part the
busin inve ent horiz Type d losses invol ure date Disclosure index (if any)
compan ding sourc ner balance
ess stme amount on inco in the ved (if any)
y ratio e sheet
nt me Perio (Y/N
date
d )
Jiangsu Servi
Liaoyu ce of
Notice on the Investment for
an resou
72,873, Jiangsu Liaoyuan
Enviro rce
680.00 Environmental Protection
nmenta utiliz Joint
Yuan Technology Co., Ltd.; Notice
l ation Othe 72,873, 9.93 Own Long- stock 2021-1
N/A have 0.00 N No.: 2021-055; Disclosure
Protecti techn r 680.00 % fund term comp 1-12
been media: China Securities
on ology any
investe Journal, Securities Times, Hong
Technol of
d Kong Commercial Daily and
ogy waste
Juchao Website
Co., -wate
Ltd. r
Chin
a
Zhuhai Scie
Hengqi nce
n and
Equit Notice on the Investment for
Zhuozh Tech 140,22
y Zhuhai Hengqin Zhuozhi
i Inno Limit 9,917.0
invest Capi Investment Partnership (Limited
Invest vatio ed 0 Yuan -550,
ment, tal 118,957 99.9 Own 5-yea 2020-1 Partnership); Notice No.:
ment n partn have 273.2 N
ventu incre ,517.00 6% fund r 0-23 2020-051; Disclosure media:
Partner Vent ershi been 0
re ase China Securities Journal,
ship ure p investe
capita Securities Times, Hong Kong
(Limite Capi d
l Commercial Daily and Juchao
d tal
Website
Partner Man
ship) age
ment
-550,
191,831
Total -- -- -- -- -- -- -- -- 273.2 -- -- --
,197.00
0
28
深圳南山热电股份有限公司 2021 年年度报告全文
3. The major non-equity investment doing in the reporting period
□ Applicable √ Not applicable
4. Financial assets investment
(1) Securities investment
□ Applicable √ Not applicable
The Company had no securities investment in the reporting period.
(2) Derivative investment
□ Applicable √ Not applicable
The Company had no derivatives investment in the reporting period.
5. Use of proceeds
□ Applicable √ Not applicable
The Company had no use of proceeds in the reporting period.
VIII. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
IX. Analysis of main Holding Company and stock-jointly companies
√Applicable □Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10%
In RMB/CNY
Register Operating Operating
Name Type Main business Total assets Net assets Net profit
capital revenue profit
Shenzhen Technology
New Subsidiar development regarding RMB 113.85 530,506,071. 95,388,390.5 279,902,287. -63,634,828. -63,634,828.
Power y to application of million 75 8 61 14 14
Industrial remaining heat
29
深圳南山热电股份有限公司 2021 年年度报告全文
Co., Ltd. (excluding restricted
items) and power
generation with
remaining heat. Add:
power generation
through burning
machines.
Sludge drying; the
design and operations
management of sludge
treatment and disposal
facilities and
engineering; the
technology
development,
technology transfer,
technical advice,
Shenzhen technical services of
Shen Nan environmental
Dian pollution control and
Subsidiar comprehensive RMB 79 69,312,563.0 52,067,932.5 -69,977,943. -70,083,714.
Environm 3,412,263.75
y million 6 8 79 50
ent utilization domain;
Protection (Except for the projects
Co., Ltd. required to be
approved before
registration by laws,
administrative
regulations, or
decisions and
stipulation of the State
Council, the restricted
items must be
approved before
operating)
Engage in the technical
advisory service for the
Shenzhen
construction projects of
Shennandi
gas-steam combined
an Turbine
Subsidiar cycle power plant RMB 10 53,112,551.6 38,988,381.2 43,685,185.4
Engineerin 1,541,455.25 1,504,549.25
y (station), and undertake million 1 0 3
g
the maintenance and
Technolog
overhaul of the
y Co., Ltd.
operation equipment of
gas-steam combined
30
深圳南山热电股份有限公司 2021 年年度报告全文
cycle power plant
(station). Import and
export of goods and
technologies
(excluding distribution
and state monopoly
commodities)
Self-supporting or
import agent business
of fuel oil; trade
(excluding production
and storage and
transportation) in
diesel, lubricating oil,
liquefied petroleum
gas, natural gas,
compressed gas and
liquefied gas, chemical
products (excluding
dangerous chemicals);
investment,
construction and
Shenzhen technical supports in
Server liquefied petroleum
Petrochem Subsidiar gas, natural gas and RMB 53.3 101,091,770. 83,475,727.2 -11,476,837. -7,601,325.8
related facilities; million 1,196,857.16
ical y 98 7 56 5
Supplying import and export
Co., Ltd businesses and
domestic trade of
goods and technologies
(excluding franchise,
exclusive control, and
monopoly products);
leasing business.
Licensed projects: fuel
oil warehousing
business (except for
refined oil); general
freight transport,
special transportation
of goods (containers),
special transportation
of goods (tank)
Gas turbine power
Shen Nan Subsidiar RMB 746.8 263,698,889. -389,404,220 124,646,010. -331,008,024 -330,756,155
31
深圳南山热电股份有限公司 2021 年年度报告全文
Dian y generation, waste heat million 43 .60 22 .46 .47
(Zhongsha power generation,
n) Electric power supply and
Power heating(heating pipe
network excluded),
Co., Ltd.
leasing of wharf, oil
depots and power
equipment felicities
(excluding refined oil,
dangerous chemicals,
or flammable and
explosive goods);
leasing of land-use
right; non-residential
real estate leasing
Shen Nan Agent for oils trade
Energy Subsidiar and spare parts of gas US $ 0.9 102,739,424. 100,231,032. -35,387,913. -35,433,131.
million 0.00
(Singapore y 81 52 66 24
turbine
) Co., Ltd.
Zhuhai
Hengqin
Zhuozhi
Investmen RMB
Subsidiar Equity investment, 140,290,150. 140,290,150.
t 140.918 0.00 -550,273.10 -550,273.10
y venture capital 23 23
Partnershi million
p (Limited
Partnershi
p)
Subsidiary disposes and acquired in the period
□Applicable √ Not applicable
Information on main holding company and stock-jointly companies
X. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
XI. Future Developme nt Prospects
(i) Brief analysis of macroeconomic situation and industry trend
In accordance with the spirit of the Notice of Energy Bureau of Guangdong Province on Doing a Good Job in the Annual Transaction
of Electricity Market in 2022 (YNDLH (2021) No. 582) and the Notice of Energy Bureau of Guangdong Province and South China
Energy Regulatory Office of National Energy Administration on the Relevant Matters of the Electricity Market Transactions in 2022
(YNDL (2021) No. 110), in 2022, Guangdong's electricity market is about 550 billion kilowatt-hours, the annual transaction scale of
32
深圳南山热电股份有限公司 2021 年年度报告全文
which is 315 billion kilowatt-hours. In 2022, all the on-grid electricity of coal-fired power plants in the province will enter the power
market, all provincial-level dispatching and above gas-fired power plants will enter the power market, and the prefecture-level
dispatching gas-fired power plants can choose by themselves but are not allowed to quit once entered. All units of Ling’ao and
Yangjiang Nuclear Power Plants enter the market and directly participate in electricity market transactions. In addition, coal-fired
and gas-fired units entering the power market will no longer arrange the base electricity and will be replaced by the electricity
purchased on behalf of the units. However, the electricity purchased on behalf of the units will no longer be subject to the on-grid
price approved by the government, but will be settled according to the monthly weighted comprehensive price of the power market.
In principle, starting from January 1, 2022, the electricity spot market in the south (starting from Guangdong) will enter the trial
operation of continuous settlement throughout the year, and make rolling revisions to the spot implementation plan and market
trading rules as needed and improve technical support system according to the method of "running and improving at the same time".
In 2022, under the influence of various factors, the power generation situation of 9E units in Guangdong province is still severe, and
the production and operation of the company's two 9E gas turbine power plants will face enormous pressure and challenges. Fir stly,
it is estimated that the new generating unit capacity will be 8.685 kilowatts in 2022, and 9E gas turbine has no advantage in
competition with large-capacity and high-efficiency units. Secondly, the trading system restrains the proportion of medium and long
term electric quantity and actual market electric quantity, which reduces the possibility of a large proportion of excess electric
quantity when the clearing income is large. Thirdly, the continuous high price of natural gas will inevitably make it difficult for gas
turbine power plants to make profits.
(ii) Summary of the company's 2022 annual business plan
The year 2022 is an important year for China to embark on a new journey to fully build a modern socialist country and is also a
critical year for the transformation and development of Shenzhen Nanshan Power. The company will closely follow the national
"14th Five-Year Plan" development planning and strategy layout, accelerate the establishment of new development pattern, and
promote the strategic transformation and high-quality development of the company on the basis of conscientiously doing a good job
in the safety production and operation of the main business of electric power. In 2022, the company will unswervingly take the "1+5"
strategic roadmap as the guide, take the annual work "226" project as the goal, strive for progress through stability and promote
stability through progress, and go all out to do a good job in various tasks:
1. Adhere to the leadership of party building and continue to enhance the core role of party organization in leadership. In 2022, the
Communist Party of China will start a new journey towards the second centenary goal, the company will continue to adhere to the
guidance of party building, focus on studying and implementing the spirit of the Sixth Plenary Session of the 19th CPC Central
Committee, consolidate and expand the achievements of party history study and education, solidly carry out the construction of the
theme style, and continue to strengthen the "three important and one big" collective decision-making mechanism, translate theory
into guidelines for corporate governance, production operations and transformation development, realize the party building work to
lead the central work, and constantly enhance the core leadership role of the party organization in corporate governance.
2. Adhere to standardized operation and constantly improve the level of corporate governance. In strict accordance with the Company
Law, Securities Law, Listing Rules of Shenzhen Stock Exchange and other relevant laws and regulations and the requirements of the
normative documents, do a good job in information disclosure based on the principles of "truth, accuracy, completeness, timeliness
and fairness", do a good job in the management of the three meetings on the premise of standardized operation, do a good job in the
management of investor relations in accordance with laws and regulations, ensure the standardized operation of corporate gove rnance,
production and operation, and promote the improvement of corporate governance level.
33
深圳南山热电股份有限公司 2021 年年度报告全文
3. Adhere to safe production and continue to strengthen internal management and internal control. According to the new annual
business objectives, we will pay close attention to safety production, stock management and industrial upgrading, strengthen internal
management, and go all out to complete the annual work arrangement. In terms of internal control construction, we will continue to
improve the internal control system construction, strengthen the internal control management, strictly follow the relevant re gulations
and combine the actual situation, further improve the internal control system construction, optimize the company's business process,
strengthen the implementation of the internal control management system, and promote and improve the company's operat ion
management level and management efficiency, and enhance the risk prevention ability of the enterprise.
4. With the aim of maximizing the company's interests, conduct land resource operation and management in accordance with laws
and regulations. Closely track and study Qianhai regional planning and relevant polic ies, maintain communication with relevant
functional departments in Shenzhen and Shenzhen Qianhai Authority, and strive to adjust the planning and positioning of the land
where Nanshan Power Factory is located in a direction that is beneficial to the company; at the same time, actively seize the
development opportunities of the Shenzhen-Zhongshan Channel, fully revitalize the land resources of Shen Nan Dian Zhongshan
Company, and strive for the implementation of new projects and new production capacity. With the participation and cooperation of
legal advisors, the company will carry out various tasks in accordance with the standardized requirements of listed companies , and
fulfill the necessary decision-making approval procedures and information disclosure obligations to maximize the protection of the
company and all shareholders' interests and the legitimate rights and interests of employees.
5. Aiming at early transformation and development, actively and steadily promoting the industrial upgrading. According to the
annual work arrangement of “226” project, the Company will adhere to the two concepts of safety-first and steady-oriented, based on
stock assets and resources, start a new engine for industrial upgrading and transformation, and make great efforts to promote the
demonstration and landing of new production capacity and new projects with a steady progress, and strive to accomplish the
transformation development at an early date.
6. Take the continuous promotion of management innovation as the starting point and improve management efficiency and talent
quality in all respects. Continue to deepen the reform of human resources, adhering to the employment orientation of ‘revolutionary,
professional and youthful’, further optimize the allocation of human resources, and prepare the management layout for the company's
transformation and development in advance. Focus on training a group of young talents with high comprehensive quality, high
educational background, professional domain knowledge and rich working experience, and build a young and professional team of
compound management cadres to reserve management talents for new projects and new industries, and to escort the company's
strategic transformation and long-term development.
The business plan and related situation analysis described in this report do not constitute the company’s performance commitment to
investors. The company reminds investors to maintain sufficient risk awareness and understand the difference between business plan
and performance commitment and make prudent investment decision making.
(iii) Possible main risks and countermeasures
In terms of main business: in 2021, affected by multiple factors, the company's two subordinate power plants faced huge pressure
from the continuous rise in fuel prices and the surge in guaranteed power supply. With the continuous promotion and deepening of
electricity market transactions in Guangdong province, the company's main business operation situation is more serious under the
situation of long-term spot trial settlement operation. The company will continue to strengthen the operation and management of
stock assets, actively respond to the requirements and changes of the power market, and do its best to improve the profitability of its
main business and overall operating efficiency. At the same time, the company will actively explore diversified business mode ls and
34
深圳南山热电股份有限公司 2021 年年度报告全文
opportunities for transformation and development to create better conditions for the company's sustainable operation and healthy
development.
2. In terms of safety management: under the market-oriented power production model, power plants will face more flexible dispatch
methods and stricter assessment policies, which put forward higher requirements for the operation and maintenance of existing aging
power generation equipment. The company will formulate scientific and reasonable maintenance and technical transformation plans,
invest corresponding capital and technical strength, continue to improve the maintenance and management level of equipment, and
implement the main responsibility for safe production so as to ensure the safe and stable operation of production facilities. At the
same time, it will further strengthen the work of epidemic prevention and control, production safety, network information sec urity,
and emergency response to ensure that no security accidents occur in the company's system, and continue to play the supporting role
of the main peak shaving power point.
3. In terms of fuel procurement: in 2022, the company's natural gas purchase price will mainly depend on the changing trend of the
natural gas market and the sales prices of existing suppliers. In 2021, due to factors such as global economic recovery, increased
demand caused by extreme weather and low inventories, sharp decline in green energy power generation output, and the clearing of
some power generation capacity due to the COVID-19 pandemic, the global natural gas supply was tight and price shot up. In 2022,
with the outbreak of the war between Russia and Ukraine, bulk commodity prices have soared, and the natural gas supply is mor e
tight than expected. It is estimated that the company's natural gas procurement cost in 2022 will not be optimistic. In addition, with
the continuous advancement of the market-oriented reform of electricity trading in Guangdong Province, the company's planned
power generation will be difficult to match with the actual power generation, resulting in a larger discrepancy between the planned
and actual purchases of natural gas. As the natural gas purchase contract must be signed in advance, the contracted gas volume has
been basically determined at the time of signing. If we cannot take delivery of the gas as agreed due to factors such as the
marketization of electricity transactions in the later period, there may be risks of taking delivery of less gas than the con tracted gas
volume. The company will continue to optimize the upstream and downstream partnerships, give full play to the adjustment function
of multiple gas sources, and make every effort to reduce the cost of natural gas procurement while ensuring the gas demand for
electricity production.
4. Land of Nanshan Power Factory: In December 2021, the company learned about the Notice of Shenzhen Municipal Bureau of
Planning and Natural Resources on Printing and Distributing the "Urban Renewal and Land Preparation P lan of Shenzhen City in
2021" from the Shenzhen Government's website, which still included the land purchase and storage of the company's Nanshan Power
Factory and related content. Although the company actively used various opportunities to express its dema nds and suggestions, as of
the end of the reporting period, it still had little effect. The Company will closely maintain communication with the relevant
functional departments of Shenzhen and Shenzhen Qianhai Authority, actively follow up the progress of the implementation of
relevant government plans, and work closely with legal counsel to study the related situation of the land of Nanshan Power Factory,
study and formulate coping strategies and work plans, and do their best to safeguard the legitimate rights and interests of listed
company and all shareholders.
Investors are advised to pay attention to the above-mentioned major risks and other risks that the Company may face and make
rational investment decisions prudently.
35
深圳南山热电股份有限公司 2021 年年度报告全文
XII. Reception of research, communication and interview during the reporting period
√Applicable □ Not applicable
Main contents of
the discussion Basic situation index of
Time Location Way Type Reception target
and information investigation
provided
Attend the
general meeting
and inquiry of
Office from the Individual (23 Received according to
Jan.-Dec. 2021 Field visit Individual register of
headquarters person-time) the laws and regulations
members
(shareholders)
etc.
Query the
number of
shareholders, as
about the future
development
direction of the
Interactive Individual (88
Jan.-Dec. 2021 Written inquiry Individual Company, Rely in written timely
platform person-time)
progress of the
investment items
and lands with
Nanshan Power
Factory
concerned
Inquire and
communicate the
Company’s
performance,
market
Individual
performance, the Reply according to the
Jan.-Dec. 2021 Telephoning Telephoning Individual (dozens of
lands of laws and regulations
times)
Nanshan Power
Factory and
progress of the
investment items
etc.
36
深圳南山热电股份有限公司 2021 年年度报告全文
Section IV. Corporate Governance
I. Corporate governance of the Company
During the reporting period, in accordance with guideline of Company Law, Securities Law, Corporate Governance Guidelines,
Stock Listing Rules and administrative regulations, other regulatory documents, and requirements of Articles of Associations and
rules of procedures, constantly optimized the corporate governance structure, maintained sound modern enterprise management
system, improve governance and standardization meticulous management, and effectively protected the interests and legitimate rights
of listed companies, investors and employees.
1. Shareholders' meeting: the Company holds the shareholders general meeting in strict accordance with the legal procedures, and to
ensure that the shareholders exercise their rights in accordance with the law. During the reporting period, the Company held one
regular shareholders’ meeting and three extraordinary shareholders meeting to carefully deliberate and decide on issues which were
submitted to the general shareholders’ meeting for approval. The convening of the shareholders’ meeting was legal and all
decision-making processes were open, fair and just. The qualifications and proposals of the attendees met the requirements of laws
and regulations, and the resolutions of the shareholders' general meeting were disclosed in a timely manner after the meeting, which
effectively protected all shareholders from exercising their right to know and vote on major issues of the Company in accorda nce
with the law. Shareholders of the Company earnestly fulfilled their responsibilities under the Company Law and Articles of
Association, there were no large shareholders and related parties who occupied or transferred the Company's funds, assets and other
resources with various forms.
2. Board of Directors: The Company's board of directors adhered to standardized operation and management, took various measures
to strengthen its own construction, and improved the board's standardized operation and scientific decision-making level. In the
report period, the Board of Directors of the Company held three regular meetings and seven extraordinary meetings to carefully
research, deliberate and make decisions on significant matters within the rights of board of directors. Four special committees under
the Board of Directors, the Strategy and Investment Committee, Audit Committee, Nomination Committee, as well as Remuneration
and Appraisal Committee are carefully deliberated relevant proposals and giving opinions and suggestions . The full use of the active
role of the special committees in major investment decisions, important personnel adjustments, standardized salary management ,
internal audit, and risk control has effectively ensured the scientific nature of the Company's decisions and the normalization of
management. Independent directors played their professional advantages, upheld the objective and independent principle and
conscientiously performed their duties, and paid attention to the interests of the Company as a whole and those the shareholders of
the Company, especially the legitimate interests of minority shareholders. They issued independent opinions on resolutions and
brought forward constructive comments and suggestions on the Company’s standardized operation and risk prevention.
3. Supervisory Committee: pursuit to relevant rules of laws and regulations, supervisory committee of the Company perform the
supervision responsibility in line with to the Company and shareholders responsible manner. During the reporting period, the
Supervisory Committee of the Board held three regular meetings and four extraordinary meetings, effectively supervised the
day-to-day operations of the board of directors, the Company's financial status, operating conditions, financial investment, and the
legality and compliance of directors and senior management in performing their duties, independently issued opinions, and
effectively protected the legitimate rights and interests of the Company and shareholders, especially the small and medium
shareholders. At the same time, the board of supervisors extended the connotation of supervision and standardized operation and risk
prevention to daily operations, the board of supervisors also learned about the Company's operations and management by attend ing
37
深圳南山热电股份有限公司 2021 年年度报告全文
the shareholders' meetings and attending the board meetings and organizing on-site inspections on the Company's subsidiaries to
better understand the Company's operations and management so as to better perform supervisory duties.
4. Manager Office: During the reporting period, the Company's managers strictly implemented various decisions of the shareholders'
meeting and the board of directors in accordance with the requirements of relevant laws and regulations and the Company's Articles
of Association and other regulatory documents, and actively organized the Company's various production, operation and management
tasks, constantly improved the office conference system and internal control system, continued to optimize work processes and
decision-making procedures, built a harmonious and aggressive corporate culture atmosphere, followed the work principle of
reasonable division of labor and enhanced cooperation and the purpose of collective decision-making on major issues, and
continuously improved the Company's management level and strive to achieved better business performance.
5. Major information confidentiality : In strict accordance with the regulations and requirement of Rules Governing the Listing of
Stocks and Insiders Registration System, to standardize the confidentiality of inside information, and submit the inside information
list in strict accordance with relevant regulations, kindly reminded the insider information to strictly comply with the rela ted
regulations on insider information confidentiality and stocks trading of the Company before the convening of the meetings of general
shareholders, board of directors and supervisory board. There were no significant information disclosures within the reportin g period.
There were no significant information disclosures within the reporting period. During the reporting period, the Company did not
provide undisclosed information to large shareholders in violation of information disclosure requirements.
6. Information disclosure and investor relations management: During the reporting period, in strict accordance with the requirement
of relevant laws, regulations and normative documents as Company Law, Rules Governing the Listing of Stocks and Management
Mechanism of the Information Disclosure, conscientiously fulfill the obligation of information disclosure, and disclosed the periodic
and Ad-hoc Reports in a timely and fair manner to whole shareholders on China Securities Journal, Securities Times, Hong Kong
Commercial Daily and Juchao Website with truthfulness, accuracy and completeness contents. In 2021, the Company completed the
preparation and disclosure of periodic reports and interim announcements on schedule, a total of 60 announcements were issued
throughout the year, strive to give investors a complete picture of the Company’s produce, operation, governance, and significant
matters. The Company strictly complied with the requirements of the "Company Investor Relations Management Work System" and
did a good job in investor relations management. In addition to t he on-site visit reception, it also used the Company's mailbox,
investor phone line, and the irm.cninfo.com.cn of Shenzhen Stock Exchange, the smooth communication channels with investors
enabled investors to have a more comprehensive, in-depth and objective understanding of the Company.
7. Internal control and standardized management: During the reporting period, in order to better meet the company's needs for
standardized governance and efficient operation, in accordance with the requirement of relevant laws, regulations and normative
documents, combine with actual condition of the Company, to established and completed the management mechanism and working
procedure matching the innovation management mode timely, to ensure an efficient decision-making and standardization of the
business operation. The Company carried out special audit work on internal control self-evaluation and internal regular audit, and
took active and effective measures to improve existing problems and deficiencies. Strengthened the training and ideological
education of directors, supervisors, senior officers personnel, and middle-level management cadres at all levels, and emphasized the
performance of duties according to law, standardized the words and deeds, and fought against corru ption. The company has been
striving to prevent business management risks by continuously improving the internal control system, increasing the assessment and
rewards and punishments, and further improving the standardization of management.
8. Self-examination and continuous improvement of corporate governance: in accordance with the spirit of the "Opinions of the State
38
深圳南山热电股份有限公司 2021 年年度报告全文
Council on Further Improving the Quality of Listed Companies" and the "Notice of the Shenzhen Securities Regulatory Bureau on
Promoting the Implementation of Main Responsibilities of Listed Companies in the Jurisdictional Area to Improve Governance and
Achieve High-Quality Development" and other documents and the relevant requirements of Shenzhen Securities Regulatory Bureau,
the company carried out a self-inspection of the governance situation and formed a "Self-inspection Report on the Quality of
Corporate Governance", which was submitted to the Shenzhen Securities Regulatory Bureau within the specified time, and in
accordance with the requirements, on February 1, 2021, the "Self-inspection Report on the Quality of Corporate Governance" has
been submitted to the sixteenth extraordinary meeting of the company's eighth board of directors for deliberation. In accorda nce with
the spirit of the China Securities Regulatory Commission's "Announcement on Launching Special Actions on the Governance of
Listed Companies" and the requirements of the Shenzhen Securities Regulatory Bureau, the company has initiated relevant work and
completed on schedule during the reporting period.
Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governa nce for
listed Company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance
for listed Company from CSRC.
II. Independence of the Company relative to controlling shareholder and the actual controller
in ensuring the Company’s assets, personnel, finance, organization and businesses
The Company has not controlling shareholder. The Company is completely independent in personnel, assets, finance, business, a nd
institutions and is able to make independent decision and operations.
1. Personnel independence: The Company has set up an independent human resource management system and compensation &
benefits systems. All members of the management level and senior officers are full-time executives and are paid remuneration by the
Company and none of them takes any administrative positions other than director and supervisor in shareholders units. Within the
amount approved by the Board, the Company independently hires or fires employees according to the management needs. The
Company has established a more perfect human resources management system, and has an independent management right.
2. Assets independence: the Company has independent production facilities and auxiliary systems, land use rights, property rights,
office facilities and equipment. Within the range authorized by the board of directors and general shareholders’ meeting, the
Company has the powers of independent acquisition and disposition of assets.
3. Financial independence: The Company has independent financial management and accounting system, is equipped with
independent financial management and accounting personnel, and establishes a relatively sound financial management system,
independent bank account and tax accounts. Within the range authorized by the board of directors and shareholders’ meeting, the
Company can made independent financial decision and there are no substantial shareholders with financial management interfere nce,
embezzlement of funds and other circumstances.
4. Business independence: the Company independently carries out production and business activities, has set up independent and
complete production, procurement, sales channels and management system. Within the range authorized by the board of directors and
shareholders’ meeting, the Company makes its own management decisions, carries out self management and takes full
responsibilities for its own profits and losses.
5. Independent organization: The Company, in accordance with the needs of production, operation, management, followed modern
39
深圳南山热电股份有限公司 2021 年年度报告全文
enterprise management standards and established a relatively sound organization and management structure. There were neither
interference of shareholders in the establishment and operation of the neither Company nor organization structure shared betw een
shareholders and the Company.
III. Horizontal competition
□ Applicable √ Not applicable
IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Ratio of
investor Date of
Session of meeting Type Date
participat disclosure Meeting resolutions
ion
Deliberated and approved proposals including:
Amendment of the Article of Association of Shenzhen
Nanshan Power Co., Ltd.; Amendment of the Rules of
First extraordinary Extraordinary Procedure for Shareholders General Meeting of
February 19, February 19,
shareholders’ general shareholders’ 39.27% Shenzhen Nanshan Power Co., Ltd.; Amendment of
2021 2021
meeting of 2021 general meeting the Rules of Procedure for Board of Directors of
Shenzhen Nanshan Power Co., Ltd. and Amendment
of the Rules of Procedure for Board of Supervisory of
Shenzhen Nanshan Power Co., Ltd.
Deliberated and approved proposals including: Report
on the Work of BOD for year of 2020; Report on the
Work of BOS for year of 2020; Financial Report for
year of 2020; Profit Distribution P lan for year of
Annual General April 16, April 16, 2020; Annual Report of 2020 (full-text) and its
AGM 39.20%
Meeting of 2020 2021 2021 Summary; Guarantee Provided by the Company for
its Controlling Subsidiary in 2021; Appointment of
Auditing Institution for year of 2021 and
Remuneration Determination; Remuneration of the
Chairman for year of 2021
Second Deliberated and approved 12 proposals related to the
Extraordinary
extraordinary April 26, April 26, renewal of the Company including Election of Mr. Li
shareholders’ 39.19%
shareholders’ general 2021 2021 Xinwei as the Non-independent Director of the 9th
general meeting
meeting of 2021 BOD of the Company
Third Extraordinary Deliberated and approved the Proposal to Re-elected
September September
extraordinary shareholders’ 39.18% Some Non-independent Director of 9th BOD of the
13, 2021 13, 2021
shareholders’ general general meeting Company; Proposal on Purchasing Wealth
40
深圳南山热电股份有限公司 2021 年年度报告全文
meeting of 2021 Management products with Idle Own Funds
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
V. Directors, supervisors and senior officers
1. Basic information
Numb Numb
er of er of Reaso
Number
Shares shares shares Other Shares ns for
of
Worki Start dated End date held at Stock increa decrea chang held at increa
restricted
Name Title ng Sex Age of office of office period- option sed in sed in es period- se or
shares
status term term begin s this this (share end decrea
granted
(share) period period ) (share) se of
(share)
(share (share shares
) )
Curre
Li August 28, April 26,
Chairman ntly in M 56 0 0 0 0 0 0 0
Xinwei 2017 2024
office
Curre
Hu Vice September April 26,
ntly in M 51 0 0 0 0 0 0 0
Ming chairman 13, 2021 2024
office
Huang Vice Leave April 26, August
M 41 0 0 0 0 0 0 0
Bangxin chairman office 2021 20, 2021
Li
Vice Leave January 13, April 26,
Hongshe M 58 0 0 0 0 0 0 0
chairman office 2011 2021
ng
Curre
Huang June 3, April 26,
Director ntly in M 50 0 0 0 0 0 0 0
Qing 2019 2024
office
Curre
August 28, April 26,
Director ntly in M 56 0 0 0 0 0 0 0
2017 2024
Chen office
Yuhui Curre
August 11, April 26,
GM ntly in M 56 0 0 0 0 0 0 0
2017 2024
office
Curre
Wu April 25, April 26,
Director ntly in M 56 0 0 0 0 0 0 0
Guowen 2016 2024
office
41
深圳南山热电股份有限公司 2021 年年度报告全文
Standing Curre
April 1, April 26,
Deputy ntly in M 56 0 0 0 0 0 0 0
2016 2024
GM office
Curre
Sun April 26, April 26,
Director ntly in M 38 0 0 0 0 0 0 0
Huirong 2021 2024
office
Li Leave June 3, April 26,
Director M 42 0 0 0 0 0 0 0
Wenying office 2019 2021
Curre
Mo Independe November November
ntly in M 55 0 0 0 0 0 0 0
Jianmin nt director 17, 2017 17, 2023
office
Curre
Chen Independe November November
ntly in M 51 0 0 0 0 0 0 0
Zetong nt director 17, 2017 17, 2023
office
Curre
Independe November April 26,
Du Wei ntly in M 66 0 0 0 0 0 0 0
nt director 11, 2019 2024
office
Chairman
Curre
Ye of November April 26,
ntly in M 58 0 0 0 0 0 0 0
Qiliang supervisor 17, 2017 2024
office
y board
Curre
Li April 26, April 26,
Supervisor ntly in M 43 0 0 0 0 0 0 0
Caijun 2021 2024
office
Li Leave June 3, April 26,
Supervisor M 41 0 0 0 0 0 0 0
Zhiwei office 2019 2021
Curre
Liao June 3, April 26,
Supervisor ntly in M 33 0 0 0 0 0 0 0
Junkai 2019 2024
office
Employee
Curre
Qian representat April 26, April 26,
ntly in M 53 0 0 0 0 0 0 0
Wenhui ive 2021 2024
office
supervisor
Employee
Curre
representat April 26, April 26,
Lu Yindi ntly in F 39 0 0 0 0 0 0 0
ive 2021 2024
office
supervisor
Liang Employee
Leave November April 26,
Jianqian representat M 53 0 0 0 0 0 0 0
office 12, 2014 2021
g ive
42
深圳南山热电股份有限公司 2021 年年度报告全文
supervisor
Employee
representat Leave November April 26,
Peng Bo M 48 1,527 0 0 0 0 0 1,527
ive office 17, 2017 2021
supervisor
Curre
Deputy December April 26,
ntly in F 53
GM 30, 2006 2024
Zhang office
17,325 0 0 0 0 0 17,325
Jie Secretary
Leave December April 26,
of the F 53
office 23, 2015 2021
Board
Secretary Curre
April 26, April 26,
Zou Yi of the ntly in M 48 0 0 0 0 0 0 0
2021 2024
Board office
Leave November March 30,
Dai Xiji CFO M 52 0 0 0 0 0 0 0
office 17, 2017 2021
Total -- -- -- -- -- -- 18,852 0 0 0 0 0 18,852 --
During the reporting period, whether there was any departure of directors and supervisors and dismissal of Senior Officers
√ Yes □ No
On 19 August 2021, BOD of the Company received a written resignation report from Director and Deputy Chairman of the Company
Mr. Huang Bangxin. Mr. Huang resigned as Director and Deputy Chairman of the 9th BOD of the Company due to work reasons; and
at end of March 2021, BOD received a written resignation report from CFO of the Company Mr. Dai Xiji, Mr. Dai resigned as CFO
of the Company for work reasons.
Changes of directors, supervisors and senior officers
√Applicable □ Not applicable
Name Title Type Date Reason
Leaving at the
Li Hongsheng Vice chairman end of the term April 26, 2021
of office
Huang Bangxin Vice chairman Be elected April 26, 2021
Huang Bangxin Vice chairman Leave office August 20, 2021 Job changes
Hu Ming Vice chairman Be elected September 13, 2021
Leaving at the
Li Wenying Director end of the term April 26, 2021
of office
Sun Huirong Director Be elected April 26, 2021
Leaving at the
Li Zhiwei Supervisor April 26, 2021
end of the term
43
深圳南山热电股份有限公司 2021 年年度报告全文
of office
Li Caijun Supervisor Be elected April 26, 2021
Leaving at the
Employee
Liang Jianqiang end of the term April 26, 2021
supervisor
of office
Leaving at the
Employee
Peng Bo end of the term April 26, 2021
supervisor
of office
Employee
Qian Wenhui Be elected April 26, 2021
supervisor
Employee
Lu Yindi Be elected April 26, 2021
supervisor
Dai Xiji CFO Leave office March 30, 2021 Job changes
Secretary of the
Zou Yi Be elected April 26, 2021
Board
Leaving at the
Secretary of the
Zhang Jie end of the term April 26, 2021
Board
of office
2. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors, supervisors and
senior officers at the present
Mr. Li Xinwei was born in 1965, communist party member, a senior accountant, a postgraduate of Xiamen University, and a master
of business administration. From 1984 to 1992, he held the post of director of the accounting department of Guangdong Nuclear
Power Joint Venture Co., Ltd.; from 1992 to 2006, he served as the financial manager of Shenzhen Worldsun Enterprises Co., Ltd.
and he served as the director of finance department of Shenzhen Mawan Power Co., Ltd., the chief accountant and the director of
finance department of Shenzhen Energy Group Power Generation Branch, the deputy director of capital office of Shenzhen Energy
Group Co., Ltd. (at ministerial level), the director and deputy general manager of Shenzhen Mawan Power Co., Ltd.; from 2004 to
2006, he also served as the chairman of Huizhou City Gas Development Co., Ltd.; from 2006 to August 2017, he held the post of
managing director of Shenzhen Energy Finance Co., Ltd., he also holds the post of chairman of Sichuan Shenzhen Energy Power
Investment Holding Co., Ltd. from 2015 to October 2018; and he has held the post of chairman and director of the Company since
August 2017, since July 2018, he has been the secretary of party general branch and secretary of the party committee of the company,
now served as director of Shenzhen Energy Group Co., Ltd., cha irman of Shenzhen Shen Nan Dian Environment Protection Co., Ltd.,
and chairman of Shenzhen Shennandian Turbine Engineering Technology Co., Ltd.
Mr. Hu Ming, born in 1970, a member of China National Democratic Construction Association, master, and senior engineer. From
March 2003 to December 2019, he worked at the Housing and Construction Bureau and Auditing Bureau of Nanshan District. From
January 2020 to August 2021, he worked as managing director of Shenzhen Dashahe Construction Investment Co., Ltd. and
managing director of Shenzhen Nanshan Anju Construction Development Co., Ltd. Since September 2021, he acts as the managing
director of Shenzhen Guangju Energy Co.,Ltd., and he acts as the vice president of the company since September 2021.
44
深圳南山热电股份有限公司 2021 年年度报告全文
Mr. Huang Qing, born in 1971, communist party member, intermediate economist, master of economics, graduated from Wuhan
University with a major in national economic planning and management. He successively served as a staff member, deputy chief staff
member, and a chief staff member of the General Office of Shenzhen Municipal Government, deputy chief of the General Office of
Shenzhen Municipal Government, chief of the General Office of Shenzhen Municipal Government, deputy departmental-level
secretary of the General Office of Shanxi Provincial Government, deputy director of Shanxi Provincial Government's Guangzhou
Office and a member of the Party Group. He currently serves as deputy general manager of Shenzhen Capital Holding Co., Ltd.,
concurrently serves as director and president of Guangzhou NasSoft Information Technology Co., Ltd., director of Shenzhen Energy
Group Co., Ltd., director and vice president of Shenzhen Water Investment Co., Ltd., director of Shenzhen HTI Group Co., Ltd.,
director of Xiong'an Lvyan Zhiku Co., Ltd., director of Shenzhen Institute of Building Research Co., Ltd., supervisor of Shenzhen
Yixin Investment Co., Ltd., and the director of Shum Yip Investment Development Co., Ltd .; and he serves as the director of the
Company since June 2019.
Mr. Chen Yuhui was born in 1965, communist party member, a senior engineer, graduated from Shanghai Jiao Tong University and
obtained a bachelor's degree in marine power and a master's degree in vibration, shock & noise (postgraduate degree). In 1989 , he
worked in the maintenance department of Shenyang Liming Gas Turbine Co., Ltd.; from December 1989 to June 2006, he worked in
Shenzhen Energy Group Yueliangwan Power Plant, and successively held the posts of chief-operator of operation department,
specialist engineer of general office, deputy director of maintenance department, factory deputy manager, factory manager, etc.; from
June 2006 to July 2014, he worked in Shenzhen Energy East Power Plant and held the posts of deputy general manager and operat ion
director; from August 2017 to present, he served as the chairman, general manager, from May 2019 to present, he has been the
deputy secretary of the party committee of the company, and the chairman of Shen Nan Dian (Zhongshan) Electric Power Co., Ltd.
Mr. Wu Guowen, born in 1965, an undergraduate, He worked in Shenzhen Guangju Energy Co., Ltd. since 1994; and worked in
Shenzhen Yisheng Liquid Storage Co., Ltd. from 2008 to November 2010, and served as deputy GM; he works in Shenzhen Guangju
Real Estate Co., Ltd. From December 2010 to March 2016, and successively appointed as standing deputy GM, legal representative,
executive director and GM; serves as staff supervisor in Shenzhen Guangju Energy Co., Ltd. from August 2013 to March 2018, he
serves as chairman of Shenzhen Server Petrochemical Supplying Co., Ltd. from March 2018 to September 2021, he serves as director,
standing deputy GM of the Company since April 2016.
Mr. Sun Huirong, born in 1983, a member of the Communist Party of China, master degree, intermediate engineer title. He used to
be a senior staff member and project leader of Shenzhen Geotechnical Investigation & Surveying Institute (Group) Co., Ltd. , the
investment director of Shenzhen Deep Share China Investment Management Co., Ltd., and the senior manager and deputy section
head of research department and the deputy director of strategic research and M&A department of Shenzhen Capital Holdings Co. ,
Ltd.. He serves as the director of asset management department of Shenzhen Capital Holdings Co., Lt d.,and serves as a director of
the company since April 2021.
Mr. Mo Jianmin was born in 1966, a China Certified Public Accountant, graduated from School of Law of Nanchang University.
From March 1985 to October 1996, he worked at Tonggu County Taxation Bureau of Jiangxi Province and Local Taxation Bureau of
Tonggu County; from November 1996 to October 1999, he worked at Shenzhen Tongren Certified Public Accountants; from October
1999 to March 2001, he worked at Zhongtianqin Certified Public Accountants; from April 2001 to December 2003, worked at
Shenzhen Languang Enterprise Group; from January 2004 to December 2010, he worked at Shenzhen Jinniu Accounting Firm; from
January 2011 to October 2012, he was appointed as a partner of Jonten Certified Public Accountants Shenzhen Branch; from
November 2012 to May 2014, he served as a partner of Beijing Yongtuo Certified Public Accountants; he has served as a partner of
Da Hua Certified Public Accountants since June 2014. He also serves as independent director of Shenzhen Kunpeng Holdings Co.,
Ltd., independent director of Shenzhen Zhuolineng Technology Co., Ltd., and executive director of Shenzhen Yishanghui Investment
45
深圳南山热电股份有限公司 2021 年年度报告全文
Co., Ltd. He serves as independent director of the Company since Nov. 2017.
Mr. Chen Zetong was born in 1970, a bachelor of laws at Southwest University of Political Science and Law, a master of laws at the
University of Hong Kong, a doctor of laws at Jilin University. From 1994 to 2003, he served as a court clerk, assistant judge and
judge at the Real Estate Trial Division of Shenzhen Intermediate People's Court; from 2003 to 2006, he served as the presiding judge
at the Economic Trial Division; from July to August 2002, he practiced as a judicial assistant in the High Court of Hong Kong ; from
2006 to 2010, he served as the deputy presiding judge at the seventh court of Shenzhen Intermediate People's Court (Corporate
Liquidation and Bankruptcy Trial Division), and presided over the work of this court from June 2006 to August 2008. From 2010 to
2012, he served as a partner of Beijing King & Wood Mallesons. Since 2012, he has been a senior partner of Beijing JunZeJun Law
Offices. He is currently an arbitrator of Shenzhen Court of International Arbitration (Also known as South China International
Economic and Trade Arbitration Commission, Shenzhen Arbitration Commission), concurrently an independent director of listed
company Tianma Microelectronics Co., Ltd., an independent director of non-listed company Funde Insurance Holding Co., Ltd., an
independent director of Funde Sino Life Co., Ltd., and an independent director of Sino Life Assets Management Co., Ltd. He serves
an independent director of the Company since November 2017.
Mr. Du Wei, born in 1955, communist party member, senior engineer, Ph.D., graduated from the Institute of Plasma Physics Chinese
Academy of Sciences, majoring in nuclear fusion and plasma physics. He served as a cadre of the National Energy Commission,
assistant engineer and principal staff member of the Yangtze River Basin P lanning Office, engineer and deputy manager of China
Nanshan Development Co., Ltd., deputy general manager and general manager of Shenzhen Changjiang Computer Industry
Corporation, deputy director and director of the senior manager evaluation and recommendation center of the Organization
Department of Shenzhen Municipal Committee, deputy general manager of Shenzhen Expressway Development Co., Ltd.; president
of Shenzhen International Western Logistics Co., Ltd., general manager of Shenzhen International Qianha i Industry (Shenzhen) Co.,
Ltd., and senior consultant of Shenzhen International Business Management (Shenzhen) Co., Ltd. He is currently Current Execut ive
Director and GM of Shenzhen Borun Investment Co., Ltd., Executive Director and GM of Shenzhen Tianyu Freight Forwarding Co.,
Ltd., and has been an independent director of the Company since November 2019.
Members of supervisory committee of the board:
Mr. Ye Qiliang was born in 1963, a member of the Communist Party of China with a college degree. From 1979 to January 1984, he
served in the Army 83020; from January 1984 to March 1997, he worked in Quannan County of Jiangxi Province; from March 1997
to February 1999, he worked at Shenzhen Shennan Petroleum (Group) Co., Ltd. and served as a clerk in the investment department;
from February 1999 to June 2009, he worked at Shenzhen Guangju Energy Co., Ltd. and served as the deputy director of the gene ral
manager office, the deputy director of the secretariat of the board of directors, and the representative of securities affairs; he serves as
the committee member of labor union of Shenzhen Guangju Energy Co., Ltd. since July 2012; from July 2009 to March 2016, he
successively served as the deputy general manager and general party branch member of Shenzhen Nanshan Petroleum Co., Ltd.; he
has served as the secretary of party general branch of the Company from April 2016 to July 2018, served as the deputy secreta ry of
party general branch of the Company from July 2018 to May 2019, now he served as deputy party secretary the Company since May
2019. Since September 2021, he has also served as the chairman of Shenzhen Server Petrochemical Supplying Co., Ltd. Since
November 2017, he has been the chairman of the company's board of supervisors.
Mr. Li Caijun, born in 1978, a member of the Communist Party of China, master degree. He was an accounting teacher of
Chongqing Beibei Vocational Education Center, the financial manager of Chongqing Yanlong Property Development Co., Ltd., the
manager of investment banking department of Shenzhen Energy Finance Co., Ltd., the director and deputy director of financial
management department of Shenzhen Special Zone Construction and Development Group Co., Ltd., the deputy director of strategic
research and M&A department of Shenzhen Capital Holdings Co., Ltd., and the chief financial officer of Shenzhen Water Investment
46
深圳南山热电股份有限公司 2021 年年度报告全文
Group; He serves as the director of financing plan department of Shenzhen Capital Holdings Co., Ltd., and serves as the supervisor
of the company since April 2021.
Mr. Liao Junkai, born in 1988, CPC member, master of law, graduated from South China University of Technology with a major in
master of law (law). He has successively held positions of assistant, supervisor and manager of the Risk Control Department of
Shenzhen Capital Co., Ltd. Form November 2020 to November 2021 he serves as supervisor of Shenzhen Academy of Building
Research Co., Ltd. From June 2021, he serves as the general manager of the asset management center of Shenzhen Kelu Electronic
Technology Co., Ltd. He has been a supervisor of the Company since June 2019.
Mr. Qian Wenhui, born in 1968, accountant, bachelor degree, graduated from Changsha Normal University of Water Resources and
Electric Power in 1990, majoring in financial accounting. From July to October 1990, he worked at Wuhan Yangluo Power Plant.
From October 1990 to August 2003, he worked at the finance department of the Company. From August 2003 to October 2011, he
was the chief financial officer of Zhongshan Zhongfa Power Co., Ltd.. From March 2014 to December 2016, he served as a
supervisor of Zhongshan Shenzhong Real Estate Development Co., Ltd. and Zhongshan Shenzhong Real Estate Investment and
Property Co., Ltd.. He has been serving as the director of audit risk control department of the Company since November 2010, a
supervisor of Shenzhen Server Petrochemical Supplying Co., Ltd since May 2014, and a supervisor of the company's employee
representative since April 2021.
Ms. Lu Yindi, born in 1982, a member of the Communist Party of China, master degree, graduated from the School of Management,
Huazhong University of Science and Technology in 2008, majoring in Management Science and Engineering. In July 2008, she
joined the Global Supply Chain Management Office of iDSBG Business Group of Foxconn Technology Group and successively
served as deputy section chief, section chief and specialist manager of supply Chain Management Office. Since August 20 18, she has
been working in the Company as the director of contract and bidding management of the safety technology department,the deputy
director and the director of the supply department, and the deputy director of fuel management department of Nanshan Power Factory.
She has been the director of the board of directors office of the company since June 2021. Since April 2021, he has been working as
the supervisor of the company's employee representative.
Senior officers of the Company:
Resume of Director/GM Chen Yuhui and Director/ standing deputy GM Wu Guowen found the aforesaid.
Ms. Zhang Jie , born in 1968, CHRM, Master of Psychology of Beijing University; she was successively study with specialty of
British and American Literature in the Foreign Language Department of Zhengzhou University and specialty of applied psychology
in the Psychology Department, Beijing University. She used to work in Henan Provincial Seismological Bureau as a translator. She
worked in the finance department and office after joining the Company, and successively held the posts of secretary, office director,
general manager assistant and employee supervisor of the Company since 1993. From 2014 to September 2018, concurrently served
as the chairman of Shenzhen Shen Nan Dian Environment Protection Co., Ltd., from December 2015 to April 2021, he concurrently
served as the Secretary of the Board of Directors of the Company, she holds the Deputy General Manager of the Company since
December 2006.
Mr. Zou Yi, born in 1973, a member of the Communist Party of China, economic manager, master of economics. From July 1994 to
September 2007, he worked at the headquarters of Shenzhen Energy Group Co., Ltd. , successively served as the business director of
finance department, the deputy director of fund office and the business director of secretary office of the board of directors. From
September 2007 to December 2017, he served as the head of the fund department of Shenzhen Energy Finance Co., Ltd.; from
December 2017 to July 2019, he served as the deputy general manager of Shenzhen Energy Finance Co., Ltd.. From August 2017 to
November 2018, he concurrently served as a director of Huizhou Shenzhen Energy Fengda Power Co., Ltd.. From August 2019 to
April 2021, he served as the director of the office of the board of directors of the Company, and from July 2020 to April 2021, he
47
深圳南山热电股份有限公司 2021 年年度报告全文
concurrently served as the director of the administration and management department of the Company. He serves as the secretary of
the board of the Company from April 2021.
Post-holding in shareholder’s unit
√Applicable □ Not applicable
Received
Position in
remuneration from
Name Name of shareholder’s unit shareholder’s Worked from Expired on
shareholder’s unit
unit n
(Y/N)
Li Xinwei Shenzhen Energy Group Co., Ltd. Director April 24, 2019 N
Huang Qing Shenzhen Energy Group Co., Ltd. Director April 24, 2019 N
Post-holding in other unit
√Applicable □ Not applicable
Received
Position in remuneration
Name Name of other units Worked from Expired on
other unit from other unit
(Y/N)
Shenzhen Shen Nan Dian
Chairman October 30, 2018 N
Environment Protection Co., Ltd.
Shenzhen Shennandian Turbine
Li Xinwei Chairman January 18, 2019 N
Engineering Technology Co., Ltd.
Shen Nan Energy (Singapore) Co.,
Director December 27, 2017 N
Ltd.
August 20, 2021,
Hu Ming Shenzhen Guangju Energy Co., Ltd. Director, GM Y
August 4, 2021
Deputy
Huang Qing Shenzhen Capital Holdings Co., Ltd. General September 1, 2016 Y
Manager
Shen Nan Dian (Zhongshan) Electric
Chairman August 26, 2017 N
Power Co., Ltd.
Chen Yuhui
Shen Nan Energy (Singapore) Co.,
Director December 27, 2017 N
Ltd.
Shenzhen Server Petrochemical
Ye Qiliang Chairman September 2, 2021 N
Supplying Co., Ltd
Head of Asset
Sun Huirong Shenzhen Capital Holdings Co., Ltd. Management April 18, 2021 Y
Department
Li Caijun Shenzhen Capital Holdings Co., Ltd. Deputy April 18, 2021 Y
48
深圳南山热电股份有限公司 2021 年年度报告全文
director of
accounting
and finance
department
General
Manager of
Shenzhen Kelu Electronic Technology
Liao Junkai Asset June 7, 2021 Y
Co., Ltd.
Management
Center
Qian Wenhui Shenzhen Serve Energy Co., Ltd. Supervisor September 2, 2021 N
Da Hua Certified Public Accountants Partner June 9, 2014 Y
Independent
Shenzhen Kunpeng Holdings Co., Ltd. October 1, 2019 Y
Mo Jianmin director
Shenzhen Zhuolineng Technology Co., Independent
December 1, 2020 Y
Ltd. director
Chen Zetong Junzejun Law Offices Senior Partner September 1, 2012 Y
Director,
Shenzhen Borun Investment Co., Ltd. General February 1, 2020 N
Manager
Du Wei Executive
Shenzhen Tianyu Freight Forwarding Director,
February 1, 2021 N
Co., Ltd. General
Manager
Punishment of securities regulatory authority in recent three years to the Company’s current and outgoing directors, supervis ors and
senior officers during the reporting period
□ Applicable √ Not applicable
3. Remuneration for directors, supervisors and senior officers
Decision-making procedures, recognition basis and payment for directors, supervisors and senior officers
1. Decision-making process: In accordance with relevant regulations of “Articles of Association”, the stockholders' meeting would
determine the remuneration of directors and supervisors, and the board of directors would determine the remuneration of senior
officers.
2. Determine basis: Currently, except for the independent directors, the Company has no remuneration system for non-independent
directors and supervisors, the directors and staff supervisor only received the pay for the post actually served in the Compa ny. The
Board of Directors will define the annual remuneration standard of the senior officers of the Company on the basis of annual
operating performance, post rank and other factors and in consideration of the industrial remuneration level. It will decide the
actually paid remuneration standard by referring to the examination of annual operation performance and audit status.
3. Actual payment: the Company is strictly paying the remuneration to directors in line with the decision-making process and
determining basis on remuneration for directors, supervisors and senior officers, the relevant expenses arising from transportation,
49
深圳南山热电股份有限公司 2021 年年度报告全文
accommodation, research, study and attending a meeting are borne by the Company.
Remuneration for directors, supervisors and senior officers in reporting period
In 10 thousand Yuan
Total Whether
remuneration remuneration
Post-holding
Name Title Sex Age obtained from the obtained from
status
Company (before related party of
taxes) the Company
Currently in
Li Xinwei Chairman M 56 85.5 N
office
Li Hongsheng Vice chairman M 58 Leave office 0Y
Huang Bangxin Vice chairman M 41 Leave office 0Y
Currently in
Hu Ming Vice chairman M 51 0Y
office
Currently in
Huang Qing Director M 50 0Y
office
Currently in
Chen Yuhui Director, GM M 56 77.5 N
office
Director,
Currently in
Wu Guowen Standing Deputy M 56 72 N
office
GM
Currently in
Sun Huirong Director M 38 0Y
office
Li Wenying Director M 42 Leave office 0Y
Independent Currently in
Mo Jianmin M 55 11.9 N
director office
Independent Currently in
Chen Zetong M 51 11.9 N
director office
Independent Currently in
Du Wei M 66 11.9 N
director office
Chairman of Currently in
Ye Qiliang M 58 71.5 N
supervisory board office
Li Zhiwei Supervisor M 41 Leave office 0Y
Currently in
Li Caijun Supervisor M 43 0Y
office
Currently in
Liao Junkai Supervisor M 33 0Y
office
50
深圳南山热电股份有限公司 2021 年年度报告全文
Employee
Liang Jianqiang M 53 Leave office 44.07 N
supervisor
Employee
Peng Bo M 48 Leave office 39.5 N
supervisor
Employee Currently in
Qian Wenhui M 53 41.23 N
supervisor office
Employee Currently in
Lu Yindi F 39 31.82 N
supervisor office
Currently in
Zhang Jie Deputy GM F 53 69.5 N
office
Secretary of the Currently in
Zou Yi M 48 57.43 N
Board office
Dai Xiji CFO M 52 Leave office 11.58 N
Total -- -- -- -- 637.33 --
VI. Responsibility performance of directors during the reporting period
1. The board of directors during the reporting period
Session of
Date of meeting Disclosure date Meeting resolutions
meeting
Deliberated and approved proposals including: Amendment of the
Article of Association of Shenzhen Nanshan Power Co., Ltd.;
The 16th
Amendment of the Rules of Procedure for Shareholders General
Extraordinary
February 1, 2021 February 2, 2021 Meeting of Shenzhen Nanshan Power Co., Ltd.; Amendment of the
Meeting of the 8th
Rules of Procedure for Board of Directors of Shenzhen Nanshan
Board of Directors
Power Co., Ltd., and Holding the First Extraordinary General
Meeting of Shareholders for the year of 2021
Deliberated and approved proposals including: Report on the Work of
BOD for year of 2020; Financial Report for year of 2020; the
Provision for Impairment of Various Assets in 2021; Profit
Distribution Plan for year of 2020; Request for Consideration of the
Annual Internal Control Evaluation Report for 2020; Annual Report
The 8th session of
of 2020 (full-text) and its Summary; Comprehensive Management
8th board of March 24, 2021 March 26, 2021
Plan for year of 2021; Accrual of Remuneration for year of 2021; The
directors
Company and its Controlling Subsidiary Applied for Financing
Comprehensive Credit and Provided Guarantee for year of 2021;
Appointment of Auditing Institution for year of 2021 and
Remuneration Determination and Holding the Annual General
Meeting of 2020.
The 17th April 9, 2021 April 10, 2021 Deliberated and approved proposal on General Election of the BOD
51
深圳南山热电股份有限公司 2021 年年度报告全文
Extraordinary of the Company and deliberated the proposal on Holding the 2nd
Meeting of the 8th extraordinary general meeting of shareholders of 2021
Board of Directors
The 18th
Extraordinary Deliberated and approved the First Quarterly Report 2021 (full-text
th April 21, 2021 April 23, 2021
Meeting of the 8 and text)
Board of Directors
Deliberated and approved proposal on Election of the Chairman and
deputy Chairman of 9th BOD of the Company, proposal on Election
The 1st session of
of the Specific Committee Members of 9th BOD of the Company,
9th board of April 26, 2021 April 27, 2021
proposal on Appointment of the GM of the Company; proposal on
directors
Appointment of Secretary of the Board and proposal on Appointment
of other senior officers of the Company.
The 2nd session of
Deliberated and approved Semi-Annual Report of 2021( full-text) its
9th board of August 18, 2021 August 20, 2021
Summary
directors
The 1st Deliberated and approved proposal on Re-election Some
th
Extraordinary Non-independent Directors of 9 BOD, Use of Idle Own-funds to
th
August 25, 2021 August 27, 2021
Meeting of the 9 Purchase Wealth Management Products and Holding the Third
Board of Directors Extraordinary General Meeting of Shareholders for 2021
The 2nd
Deliberated and approved proposal on Election of the Deputy
Extraordinary th
September 13, 2021 September 14, 2021 Chairman of 9 BOD; proposal on adjustment of specific committee
Meeting of the 9th
members of 9th BOD.
Board of Directors
The 3rd
Extraordinary
October 22, 2021 October 26, 2021 Deliberated and approved The Third Quarterly Report of 2021
Meeting of the 9th
Board of Directors
The 4th
Extraordinary Deliberated and approved proposal on Investment for Jiangsu
November 11, 2021 November 12, 2021
Meeting of the 9th Liaoyuan Environmental Protection Technology Co., Ltd.
Board of Directors
2. The attending of directors to Board meetings and shareholders general meeting
The attending of directors to Board Meeting and Shareholders General Meeting
Times of Times of Absent the
Times of
Board meeting attending the Times of Meeting for
Times of Times of attend the
Director supposed to Board Meeting entrusted the second
Presence Absence general
attend in the by presence time in a row
meeting
report period communicatio (Y/N)
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深圳南山热电股份有限公司 2021 年年度报告全文
n
Li Xinwei 10 2 8 N 4
Li Hongsheng 4 0 4 N 2
Huang Bangxin 3 1 2 N 1
Hu Ming 3 1 2 N 1
Huang Qing 10 2 8 N 3
Chen Yuhui 10 2 8 N 4
Wu Guowen 10 2 8 N 4
Sun Huirong 6 2 4 N 2
Li Wenying 4 0 4 N 1
Mo Jianmin 10 2 8 N 4
Chen Zetong 10 1 8 1 N 1
Du Wei 10 2 8 N 4
Explanation of absent the Board Meeting for the second time in a row
Nil
3. Objection for relevant events from directors
Directors come up with objection about Company’s relevant matters
□ Yes √ No
No directors come up with objection about Company’s relevant matters in the Period
4. Other explanation about responsibility performance of directors
The opinions from directors have been adopted
√ Yes □ No
Director's statement to the Company that a proposal has been or has not been adopted
During the reporting period, all the directors of the company were diligent and conscientious, carried out work in strict accordance
with the relevant regulations of the China Securities Regulatory Commission and the Shenzhen Stock Exchange, as well as the
company's Articles of Association and Rules of Procedure for the Board of Directors, paid close attention to the company's
standardized operation and business situation, studied and discussed and offered advice and suggestions and made scientific and
prudent decisions on various proposals submitted to the board of directors according to the actual situation, so as to ensure the
sustainable, stable and healthy development of the company's business operations and safeguard the legitimate rights and inte rests of
the company and all shareholders.
VII. The special committees under the board during the reporting period
Number Other Specific
Committee Important comments
Members of Meeting content performance circumstances
name Date of and suggestions made
meetings of duties of the
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深圳南山热电股份有限公司 2021 年年度报告全文
held meeting objection (if
applicable)
The motion was
passed unanimously
Deliberation of the
Li Xinwei, Li after full
Strategy and Report on Performance
Hongsheng, communication &
investment March 24, of Strategy &
Huang Qing, 1 discussion among the N/A
management 2021 Investment Management
Chen Yuhui, committee members
committee Committee of the Board
Wu Guowen according to the
for year of 2020
actual condition of
the Company
The motion was
passed unanimously
Deliberation of the after full
Strategy and Li Xinwei,
Proposal on Purchasing communication &
investment Huang Qing, August 25,
1 Wealth Management discussion among the N/A
management Chen Yuhui, 2021
products with Idle Own committee members
committee Wu Guowen
Funds according to the
actual condition of
the Company
The motion was
passed unanimously
Deliberation of the
Li Xinwei, Hu after full
Strategy and proposal on Investment
Ming, Huang communication &
investment November for Jiangsu Liaoyuan
Qing, Chen 1 discussion among the N/A
management 11, 2021 Environmental
Yuhui, Wu committee members
committee Protection Technology
Guowen according to the
Co., Ltd.
actual condition of
the Company
The motion was
passed unanimously
Deliberation of the after full
Report on Performance communication &
March 24,
of Nomination discussion among the N/A
2021
Committee of the Board committee members
Chen Zetong,
Nomination for year of 2020 according to the
Li Hongsheng, 2
Committee actual condition of
Du Wei
the Company
The motion was
Deliberation of the
passed unanimously
April 9, Proposal on General
after full N/A
2021 Election of BOD of the
communication &
Company
discussion among the
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深圳南山热电股份有限公司 2021 年年度报告全文
committee members
according to the
actual condition of
the Company。
Deliberation of the 1.
All motions were
proposal on appointment
passed unanimously
of GM of the Company;
after full
Chen Zetong, 2. proposal on
communication &
Nomination Huang April 26, appointment of
1 discussion among the N/A
Committee Bangxin, Du 2021 Secretary of the Board;
committee members
Wei 3.proposal on
according to the
appointment of other
actual condition of
senior officers of the
the Company
Company
The motion was
passed unanimously
Deliberation of the after full
Proposal to Re-elected communication &
Nomination Chen Zetong, August 25,
1 Some Non-independent discussion among the N/A
Committee Du Wei 2021
Director of 9th BOD of committee members
the Company; according to the
actual condition of
the Company
All motions were
Deliberation of the 1.
passed unanimously
Report on Performance
after full
Remuneratio of Remuneration &
Mo Jianmin, communication &
n and March 24, Appraisal Committee of
Wu Guowen, 1 discussion among the N/A
Appraisal 2021 the Board for year of
Du Wei committee members
Committee 2020; 2.Accrual of the
according to the
Remuneration for year
actual condition of
of 2021
the Company
Hearing of the
Communication Letter
with Governance during
February 3,
the Ongoing Stage of N/A
2021
Mo Jianmin, Annual Audit for year of
Audit
Li Wenying, 2 2020 submitted by Lixin
Committee
Chen Zetong Zhonglian CPA
Hearing of the 1.Annual All motions were
March 24, Auditing Report of 2020 passed unanimously
N/A
2021 and Auditing Report of after full
Internal Control for year communication &
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深圳南山热电股份有限公司 2021 年年度报告全文
of 2020; deliberation of discussion among the
the 3. Request for committee members
Consideration of the according to the
Annual Internal Control actual condition of
Evaluation Report for the Company
2020; 4. Appointment of
Auditing Institution for
year of 2021 and
Remuneration
Determination; 5.Report
on Performance of
Auditing Committee of
the Board for year of
2020;
Hearing of the Auditing
Plan of Shenzhen
November Nanshan Power Co.,
N/A
22, 2021 Ltd. for year of 2021
Mo Jianmin, submitted by Lixin
Audit
Sun Huirong, 2 Zhonglian CPA
Committee
Chen Zetong Hearing of the
Communication Letter
December
Between CPA and the N/A
30, 2021
Governance submitted
by Lixin Zhonglian CPA
VIII. Works from Supervisory Committee
The Company has risks in reporting period that found in supervisory activity from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
IX. Particulars of workforce
1. Number of Employees, Professional categories, Education background
Employee in-post of the parent Company at period-end (people) 258
Employee in-post of main Subsidiaries at period-end (people) 134
The total number of current employees at period-end (people) 392
The total number of current employees to receive pay (people) 392
Retired employee’ s expenses borne by the parent Company and
0
main Subsidiaries (people)
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深圳南山热电股份有限公司 2021 年年度报告全文
Professional categories
Types of professional category Numbers of professional category
Production staff 220
Sales staff 0
Technical staff 0
Financial staff 24
Administration staff 148
Total 392
Education background
Type of education background Numbers (people)
High school and below 48
3-years regular college graduate and Polytechnic school graduate 177
Bachelor degree 146
Master and above 21
Total 392
2. Remuneration Policy
According to the Company's annual operation performance combined with the market-oriented remuneration in the region and
industry, the Board implements a principle of annual remuneration provision with the fixed remuneration as main body, which will, at
the same time of controlling remuneration cost, create conditions for the stable workforce. Meanwhile, special incentive mechanism
will be available according to the completion of annual business objectives and core mission so as set up an incentive mechanism
linked with operation performance and exert the incentive role of remuneration.
The remuneration of the chairman of board will be submitted to the shareholders' meeting for approval after it has been deliberated
by the board of directors. The remuneration of the general manager, deputy general manager and other senior officers’ level w ill be
prepared by the Board Remuneration and Appraisal Committee and then be submitted to the board of directors for approval. The
Board of Directors will decide the annual remuneration standard of the senior officers of the Company on the basis of annual
operating efficiency, post rank and other factors and in consideration of the industrial remuneration level and the actually paid
remuneration standard by referring to the examination of annual operation performance and audit status. The operation team is
authorized to manage the remuneration of other personnel on the principle of “defining salary in terms of post and obtaining
remuneration in terms of labor”. Within the annual remuneration limit approved by the board of directors, and in compliance w ith the
remuneration principle and Interim Remuneration Management Provision set down by the Board of Directors, determine and execute
the remuneration standard, distribution plan, examination and incentive method of employees at each level.
3. Training plan
The Company always attached great importance to staff training, and established of the "staff training and management regulations"
and a more perfect training network. Through strengthening the staff training, enhancing the staff's job skills and comprehensive
quality, to better meet the Company's management, management demand for talent, while training reserve personnel for the
Company's sustainable development. During the reporting period, the Company strictly implemented the training plans that
57
深圳南山热电股份有限公司 2021 年年度报告全文
formulated in beginning of the Year, mainly carried out the following aspects of the training:
(1) Safety Training: According to the Production Safety Law, other laws and regulations, organize safety education training for the
safety principal, principal and security officer of the Company headquarters and affiliated companies, conducting accident emergency
rescue drills and emergency response capability training, improve the safety awareness and accident prevention capacity of
management at all levels and employee;
(2) Post qualification training: by means of learning assignments, the obtaining of certificate, internal training and assessment, carry
out certification training for key business and technical post, meet with requirements of relevant laws and regulations for vocational
qualification requirements, and improve employee job performance ability.
(3) Simulator skills training: relying on gas turbine simulation training base, continued to carry out stimulator training for the
operation personnel within three power plants of the Company, and improve the practical operation and adaptability to c hanges of
plant operations personnel.
(4) The induction training of new employees: Carry out systematic and pointed job skill and professional training for the new ly
recruited graduates of the company;
(5) Training and study of party members: the Company Party committee and the party branches of the company will formulate
detailed and feasible plans according to the requirements of the higher-level organizations by adopting various forms such as issuing
books and materials, bringing in teachers and experts, and leading party members to go out; actively carrying out the study and
education works for Party members; strictly implement the “three meetings and one class” system, and develop activities such as
“secretary teaches party lessons”. We will ensure that party organizations play the role of battle-bastion and the majority of party
members to play a vanguard and exemplary role through training and study.
4. Labor outsourcing
□ Applicable √ Not applicable
X. Profit distribution and transfer of public reserve into share capital
Formulation, Implementation and Adjustment of Profit Distribution Policy Especially Cash Dividend policy during the Reporting
Period
□ Applicable √ Not applicable
The Company is profitable during the reporting period and the parent company has positive profit available for distribution to
shareholders without cash dividend distribution plan proposed
□ Applicable √ Not applicable
Profit distribution plan and transfer of public reserve into share capital for the Period
□ Applicable √ Not applicable
The Company has no plan of cash dividends distribution carried out for the Year, no bonus shares or transfer of public reserve into
share capital either.
XI. Imple mentation of the Company’s stock incentive plan, employee stock ownership plan or
other employee incentives
□ Applicable √ Not applicable
The Company has no equity incentive plan, employee stock ownership plans or other employee incentives.
58
深圳南山热电股份有限公司 2021 年年度报告全文
XII. Construction and imple mentation of internal control system during the reporting period
1. Construction and implementation of internal control
According to the Basic Regulation of Enterprise Internal Control and its supporting guidelines, the company updated and improved
the company's internal control system in a timely manner, and established a scientific and applicable internal control system. The
audit committee and the internal audit department jointly constituted the company's risk internal control management organization
system to supervise and evaluate the company's internal control management. Through the operation, analysis and evaluation of the
internal control system, the company has effectively prevented risks in operation and management and promoted the realization of
internal control objectives.
2. Details of major defects in IC appraisal report that found in reporting period
□ Yes √ No
XIII. Management and controls on the subsidiary during reporting period
Not applicable
XIV. Internal control self-assessment report or internal control audit report
1. Self-assessment Report of Internal Control
Disclosure date of full internal control
March 25, 2022
assessment report
Disclosure index of full internal control Assessment report of internal control for year of 2021, Juchao Website
assessment report (http://www.cninfo.com.cn)
The ratio of the total assets of units
included in the scope of evaluation
accounting for the total assets on the 94.98%
Company's consolidated financial
statements
The ratio of the operating income of units
included in the scope of evaluation
accounting for the operating income on the 100.00%
Company's consolidated financial
statements
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
Major defects: under major operational Major defects: under major operational
Qualitative criteria activities, there are major defects in several activities, there are major defects in
companies which are consolidated into the several companies which are
59
深圳南山热电股份有限公司 2021 年年度报告全文
preparation of financial statements, or there consolidated into the preparation of
are major defects in few of companies which financial statements, or there are major
are consolidated into the preparation of defects in few of companies which are
financial statements but the Company with consolidated into the preparation of
major defect are the main one participating financial statements but the Company
into such major operation activities; with major defect are the main one
participating into such major operation
Substantial defects: under major operational
activities;
activities, there are substantial defects in few
of companies which are consolidated into the Substantial defects: under major
preparation of financial statements, or there operational activities, there are
are moderate defects in several companies substantial defects in few of companies
which are consolidated into the preparation which are consolidated into the
of financial statements but the Company preparation of financial statements, or
with major defect are the main on there are moderate defects in several
participating into such major operation companies which are consolidated into
activities; or there are moderate defects in the preparation of financial statements
few of companies which are consolidated but the Company with major defect are
into the preparation of financial statements the main on participating into such major
but the Company with moderate defect are operation activities; or there are
the main one participating into such major moderate defects in few of companies
operation activities; which are consolidated into the
General defects: under major operational preparation of financial statements but
activities, there are moderate defects in few the Company with moderate defect are
of companies which are consolidated into the the main one participating into such
preparation of financial statements, and the major operation activities;
Company with moderate defects is not the General defects: under major operational
main one participating into the major activities, there are moderate defects in
operational activities; or there are only few of companies which are consolidated
general defects in companies which are into the preparation of financial
consolidated into the preparation of financial statements, and the Company with
statements; there are no internal control moderate defects is not the main one
defects in major operational activities and participating into the major operational
there are only internal control defects in activities; or there are only general
minor operational activities. defects in companies which are
consolidated into the preparation of
financial statements; there are no internal
control defects in major operational
activities and there are only internal
control defects in minor operational
activities.
Major defects: amount of direct loss
Major defects: mistaken amount ≥total assets
Quantitative standard ≥total assets in consolidated financial
in consolidated financial statement×0.5%
statement ×0.5%
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深圳南山热电股份有限公司 2021 年年度报告全文
Substantial defects: total assets in Substantial defects: total assets in
consolidated financial consolidated financial statement×0.2%≤
statement×0.2%≤mistaken amount< total amount of direct loss< total assets in
assets in consolidated financial consolidated financial statement×0.5%
statement×0.5% General defect: amount of direct loss
General defect: mistaken amount
