[年报]老板电器(002508):2021年年度报告全文（英文版）
原标题:老板电器:2021年年度报告全文（英文版） April 2022 Section 1 Important Notes, Contents and Definitions The board of directors, the board of supervisors and directors, supervisors and senior management of the Company hereby guarantee that no false or misleading statement or major omission was made to the materials in this report and that they will assume all the responsibility, individually and jointly, for the authenticity, accuracy and completeness of the contents of the annual report. Ren Jianhua, the head of the Company, Zhang Guofu, the head of accounting work, and Zhang Guofu, the head of accounting body (accountant in charge), guarantee the authenticity, accuracy and completeness of the financial report in this annual report. All directors of the Company personally attended the board meeting for reviewing this report. The Company has risks such as policy fluctuations in the real estate market, price fluctuations of raw materials and intensifying market competition. Please pay attention to the investment risks. The preplanned profit distribution deliberated and approved by the board of directors is as follows: taking 944,094,916 shares as the radix (the existing total capital stock of 949,024,050 shares, excluding 4,929,134 shares repurchased), the Company will send cash dividends of 5 yuan (tax included) and 0 bonus share (tax included) to all shareholders for every 10 shares, and instead of converting capital reserve into share capital. Table of Contents Section 1 Important Notes, Contents and Definitions ................................................................................ 1 Section 2 Company Profile and Major Financial Indicators ...................................................................... 5 Section 3 Management Discussion and Analysis ..................................................................................... 10 Section 4 Corporate Governance ........................................................................................................... 29 Section 5 Environmental and social responsibility .................................................................................. 50 Section 6 Important Matters ................................................................................................................. 51 Section 7 Changes in Shares and Shareholders ....................................................................................... 58 Section 8 Preferred Shares .................................................................................................................... 66 Section 9 Corporate Bonds.................................................................................................................... 67 Section 10 Financial Report .................................................................................................................. 68 Directory of documents available for inspection I. Financial statements containing signatures of the legal representative, the head of accounting work, and the head of accounting body with seals. II. Original audit report stamped by ShineWing Certified Public Accountants (Special general partnership) and signed and stamped with the certified public accountants. III. Original copies of the documents and announcement of the company published on the newspaper designated by the CSRC in the reporting period. IV. 2021 annual report of the Company signed by the legal representative. V. Other relevant information. Definitions
Section 2 Company Profile and Major Financial Indicators I. Company Information
Accounting firm engaged by the Company
□ Applicable √ Not applicable The financial advisor engaged by the Company to perform the continuous supervision responsibility during the reporting period □ Applicable √ Not applicable VI. Major Accounting Data and Financial Indicators Whether the Company needs to retroactively adjust or restate the accounting data of the previous years □ Yes √ No
and the audit report of the latest year shows that the Company's ability to continue as a going concern is uncertain □ Yes √ No The lower net profit before and after deducting non-recurring profit and loss is negative □ Yes √ No VII. Differences in Accounting Data under Domestic and Foreign Accounting Standards 1. Differences between net profits and net assets in financial statements disclosed according to the International Accounting Standards (IAS) and Chinese Accounting Standards simultaneously □ Applicable √ Not applicable No difference between net profits and net assets in financial statements disclosed according to the International Accounting Standards (IAS) and Chinese Accounting Standards during the reporting period. 2. Differences between net profits and net assets in financial statements disclosed according to the Overseas Accounting Standards and Chinese Accounting Standards simultaneously □ Applicable √ Not applicable No difference between net profits and net assets in financial statements disclosed according to the Overseas Accounting Standards and Chinese Accounting Standards during the reporting period. VIII. Key Quarterly Financial Indicators Unit: yuan
related to the quarterly report and semiannual report disclosed by the Company □ Yes √ No IX. Non-recurring Profit and Loss Items and Amount √ Applicable □ Not applicable Unit: yuan
The Company does not have any other profit and loss items that meet the definition of non-recurring profit and loss. Description of defining the non-recurring profit and loss items enumerated in the “Interpretative Announcement No. 1 on Information Disclosure of Public Securities Issuing Companies - Non-recurrent Profits and Losses” as recurrent profit and loss items □ Applicable √ Not applicable The Company does not have any non-recurrent profit and loss items enumerated in the “Interpretative Announcement No. 1 on Information Disclosure of Public Securities Issuing Companies - Non-recurrent Profits and Losses” as recurrent profit and loss items. Section 3 Management Discussion and Analysis I. Industry Situation that the Company was in During the Reporting Period According to the “National Economic and Social Development Statistics Bulletin 2021” issued by the National Bureau of statistics, at the end of 2021, the urbanization rate of the country's permanent population was 64.72%, 0.83 percentage points higher than that at the end of the previous year. China is at the mid-term level of urbanization development. Compared with the average level of 80% urbanization rate in developed countries, China's urbanization rate will still have a large room for growth in the long term. Thanks to the continuous improvement of urbanization rate and urbanization development quality stage, the development of kitchen applia nce industry has been sound for a long time, and the expansion and upgrading trend of kitchen category in China is significant. Compared with the gradual slowdown of incremental market of kitchen appliances brought by the real estate industry in the past two decades, the stock market dominated by renewal demand is gradually opening up, and the new market and stock market will jointly support the future development space of kitchen appliance industry. Due to the timing differences between Chinese traditional kitchen appliances and emerging kitchen appliances, the current development shows different characteristics. Traditional kitchen appliances: 1) in terms of product scale, the retail sales declined slightly, and the retail sales still increased. According to the total data pushed by All View Cloud (AVC), in 2021, the overall scale of range hoods was 21.5 million units and RMB 33.3 billion, with a year-on-year decline of 6% in retail volume and a year-on-year increase of 4% in retail sales. In 2021, the overall scale of gas hobs was 25.43 million units and RMB 19.1 billion, with a year-on-year decline of 9% in retail volume and a year-on-year increase of 2% in retail sales. 2) In terms of average price, the upgrading of product structure drives the average price growth. In 2021, the average online price of range hood was RMB 1,550, a year-on-year increase of RMB 156, and the average offline price was RMB 3,733, a year-on-year increase of RMB 313. 3) In terms of consumption scenarios, the trend of product set sales is obvious. The high-end and intelligent development of home appliance manufacturers is trending. 4) In terms of competition pattern, the market share of online and offline leading enterprises has increased. In 2021, the market share of online market ROBAM / FOTILE's sales was + 1.5pct / + 1.51pct respectively year-on-year; The market share of offline market ROBAM / FOTILE's sales was + 2.71pct / + 2.26pct respectively year-on-year. Emerging kitchen appliances: dishwashers and built-in steam oven products drive the growth of kitchen appliance market. According to the total data pushed by All View Cloud (AVC), 1) in terms of product scale, the total retail sales increased. In 2021, the retail sales of dishwasher market was RMB 9.96 billion, with a year-on-year increase of 14.4%, and the retail volume was 1.952 million units, with a year-on-year increase of 1.7%. In 2021, the overall scale of built-in steam oven-oven was 950 thousand units and RMB 5.6 billion, with a year-on-year increase of 22% in retail volume and a year-on-year increase of 26% in retail sales. Compared with 2019, the retail volume increased by 98% and the retail sales increased by 104% year-on-year. 2) In terms of product types, product functions tend to be integrated and high-end. The innovation of new and old kitchen appliances continues, and the product iteration speeds up. 3) In terms of channel structure, the market share of new categories in hardbound housing and front decoration continues to increase. The growth momentum of emerging kitchen appliances is strong, and Chinese kitchens have entered a new era of category expansion. II. Main Business of the Company during Reporting Period Dedicated to creating a new quality kitchen for millions of families, the Company takes foot in the kitchen fie ld and focuses on the development, production, sales and comprehensive services of kitchen appliances, including range hoods, gas hobs, steam oven-oven, dishwashers and integrated hobs, and it is committed to creating a more “convenient, healthy and interesting” kitchen life for thousands of families. After more than 40 years of development and growth, the Company has become the manufacturer with the longest history, the highest market share and the largest production capacity in the Chinese kitchen appliance industry. The Company has achieved the best sales of range hoods in China for 24 years and the world for seven consecutive years. According to the product attributes and cooking methods, the Company's products are mainly divided into three categories and integrated categories. The first category refers to the product group represented by range hoods. The second category refers to the electrified cooking product group represented by steam oven-oven, steamer and oven. The third category refers to the water kitchen appliance product group represented by dishwashers, gas water heater and water purifier. In addition, there are integrated product groups represented by integrated hobs and integrated range hoods. The channel layout of the Company is complete, forming three major channels focusing on offline retail, online e-commerce and refined decoration engineering, as well as overseas channels. 1) Offline retail channels: mainly based on the national agent model of ROBAM, the main channels are divided into exclusive stores (agent exclusive stores, Red Star Macalline, Easyhome, etc.), KA (GOME, Suning, 5 Star and local chain channels), innovation channels (whole house customization companies, home decoration companies and gas companies), sinking channels (JD exclusive store, Tmall Youpin, Suning Retail Cloud, GOME New Retail, 5 Star Wanzhentong, etc.) and local department stores, etc. online platforms such as JD, Tmall and Suning, as well as other media platforms (new media social networking, official website, private domain, TV shopping, etc.) 3) Refined decoration engineering channels: strategic engineering customers (leading real estate enterprises) and regional engineering customers. 4) Overseas channels: North America, Australia, Malaysia, Cambodia and other Southeast Asian regions. III. Analysis of Core Competitiveness No significant change in the Company's core competitiveness during the reporting period: The Company's core competitiveness is mainly reflected in the high-end positioned the brand capacity, continuous innovative research and development capacity, comprehensive and efficient operation capacity. 1. Brand capability of high-end positioning ROBAM, founded in 1988, has established a significant brand advantage in the kitchen appliance industry. Since 1991, ROBAM range hood has won the only "Quality Silver Award of the People's Republic of China", "China Famous-brand Product", "National Inspection-free Product" in the kitchen appliance industry; ROBAM has been recognized as "China Famous Brand"; ROBAM has won "Most Influential Brand in China's Kitchen Appliance Industry" and "China's 500 Most Valuable Brands". In addition, ROBAM has been shortlisted as "Brandz Top 100 Most Valuable Chinese Brands" for 7 consecutive years and awarded "Top 500 Asia Brand" for 15 consecutive years. After more than 40 years of efforts, it continues to deepen the positioning of "big suction" and create high-end brand experience. "Big suction" has become the synonym of "high-end range hood", and the ROBAM has become one of the most famous and favorite professional high-end kitchen appliance brands in China. In 2015, ROBAM represented China's high-end manufacturing and landed at Milan Expo, and in 2016, it landed at IFA exhibition in Germany, which improved the ROBAM's high-end image and international influence. In 2018, ROBAM Appliances put forward a new brand concept, that is, to "Creating China’s new kitchen." According to the survey data released by Euromonitor International, the world's authoritative market research organization, ROBAM Appliances’ range hood won the first market share of global range hood private brand market for seven consecutive years from 2015 to 2021. 2. R & D capability of continuous innovation The mission of the Company is to render happiness of kitchen life for more families, by improving the existing cooking environment based on continuous research on technology to bring healthy and relaxed cooking life to users with cooking fun. For this reason, the Company adheres to the principle of "product leading" and constantly pursues "technology leading". The Company now has a innovation research institute and academician workstation of Tsinghua University. It introduces high-level technical talents, implements fine management, and improves the construction of technical talent echelon. It also pays attention to the quality and efficiency of R & D, continuously optimizes the product development cycle, improves the success rate of product launch, and reserves intelligent and integrated core technologies. On the hardware side, the Company adheres to the craftsman spirit of excellence, promotes the all-round and multi-dimensional improvement of the first, second and third product category groups; On the software side, it explores the development of AI-IoT intelligent IOT platform, focuses on the application of AI intelligent cooking curve, and improves the soft power of kitchen appliance products. 3. Comprehensive and efficient operation capability The Company has the leading marketing capability in the industry: the Company adopts the only agency marketing mode in the industry, and creates the most comprehensive, efficient and responsive marketing system in the industry through strong management and control, equity incentive and the de facto business partner system. It deepens intelligent manufacturing, lean operation and technology driven, and comprehensively builds the industry's first supply chain system. Looking at global manufacturing, the nine-day central digital platform with data-driven business has been officially put into use, striving to become a first-class manufacturing benchmark in China. In addition, the Company accelerates the integration of digitization and informatization, focuses on the interactive innovation and continuous optimization of data, technology, business process and organizational structure, constantly creates new capabilities in the informatization environment, and improves the sustainable competitiveness in the domestic and foreign markets. IV. Main Business Analysis 1. Overview In 2021, in the face of adverse factors such as the tightening of national macro policies on real estate and the rising costs of raw materials and labor, the overall competition in the kitchen appliance industry is more intense and the industry concentration continues to increase. In terms of retail channel, according to the monthly data report of offline retail market monitoring of All View (hereinafter referred to as "All View offline report"), the retail sales of main categories of kitchen appliances, such as range hoods and gas hobs, decreased by 0.05% and 1.9% respectively compared with the same period of last year. In terms of e-commerce channel, according to the monthly data report of online retail market monitoring of All View (hereinafter referred to as "All View online report"), the retail sales of kitchen appliance packages increased by 5.4% compared with the same period of last year. In terms of engineering channel, according to the report "2021 China Real Estate Fine Decoration Market Summary of All View", there were 3,378 new projects of kitchen appliances in the fine decoration market, decreased by 7.5% year-on-year, and the scale of kitchen appliances was 2,788,500, decreased by 12.2% year-on-year. As the leading company in the industry, the Company closely focuses on the annual business philosophy of "journey with dream, torrent with bravery", firmly grasps the dividend of increasing industry concentration, and makes joint efforts in new and old kitchen appliance products. With all channels being significantly better than the industry level, it realizes the operating income of RMB 10.148 billion, with a year-on-year increase of 24.84%, and the income breaks through RMB 10 billion for the first time, which is an important milestone in the development history of the Company. As of December 31, 2021, according to the All View offline report, the market share and market position of the offline retail sales of Company's major product categories are shown in the following table:
sales of Company's major product categories are shown in the following table:
decoration channel is 36.2%, ranking first in the industry. In 2021, in the technology sector, it takes products as the core, talents as the cornerstone and innovation as the driving force to promote product upgrading and lead the development of the industry. It pays attention to the training of R & D talents, improve the construction of R & D system, increase cooperation with colleges and universities, and deepen the integration of the industry, universities and research institutes. Adhering to the spirit of craftsmanship and management innovation, it accelerates the iteration and upgrading of software and hardware of various categories, and improves the user experience. The range hood 8235S won the AWE2021 "AWE Gold Award" and the German IF Design Award 2021, the range hood CG68A0 won the German Red Dot Award 2021: Product Design, and ROBAM Creator series won the "2021 Red-top Award for China's High-end Household Appliances and Consumer Electronics". This year, 1093 patents were applied for, including 274 invention patents; By the end of 2021, a total of 2010 patents had been granted, including 65 invention patents. In addition, in 2021, the Company took the lead in formulating 9 standards, standards, including 9 national standards, 3 industrial standards and 9 group standards. The Company’s technological innovation ability has been continuously recognized by the industry and won the second prize of Zhejiang Science and Technology Progress Award and the second prize of China Quality Association Quality Technology Award. In 2021, the marketing sector deepened the high-end positioning of the brand, made joint efforts in new and old categories, coordinated development of multiple channels, and mutual empowerment of categories and channels to provide consumers with high-quality comprehensive solutions for kitchen appliances. In terms of retail channels, it leads the development trend of series and high-end of the industry, creates a consumption scene of "China's new kitchen" with "ROBAM four-piece set" as the starting point; promotes marketing flat construction, implements marketing digital reform, and optimizes channel efficiency. In terms of innovative channels, it in-depth cooperates with whole house customization companies and leading enterprises of home decoration companies, seizes the front-end flow entrance, actively explores the stock market resources, and quickly improves the matching rate of second and third categories. In terms of e-commerce channels, it has the new and old media platforms under mutual drainage, content marketing digging new and old user value; accelerates the iteration and upgrading of various categories, shares product advantages within the channels, and improves channel efficiency. In terms of project channels, it adjusts the customer structure, upgrades the product structure, improves the penetration of new products, promotes the series solution of refined decoration residential kitchen appliance products, and further popularizes the central range hoods. In terms of overseas channels, it continuously optimizes the global layout and steadily promotes the process of brand internationalization. In 2021, the production sector is committed to opening up a new path for the transformation and upgrading of China's high-end kitchen appliance manufacturing, focusing on the three core strategies of "accurate delivery, high-quality manufacturing and data-driven", and building one of the manufacturing benchmarks with the strongest comprehensive competitiveness of China's manufacturing industry with the four business priorities of "strengthening supply, promoting transformation, developing new products and refining business". Through refined cost control, process innovation, new technology application and scientific and efficient quality management, the Company can ensure the delivery capacity of new and old kitchen appliances, continuously reduce the cost of procurement and improve the production efficiency and scale effect. It strengthens the headquarters demand forecasting function, uses inventory model and scientific replenishment, successfully realizing the direct distribution reform in more than 10 regions across the country. The satisfaction degree of customer orders reaches more than 97%. ROBAM Future Factory is the first intelligent unmanned factory in China's kitchen appliance industry. The project is one of the first batch of "future factories" in Zhejiang Province. In addition, Maoshan Intelligent Manufacturing Science and Innovation Park project has been put into use, which will promote product iteration, upgrade manufacturing intelligence capability and consolidate the foundation of the Company's In 2021, the brand sector is committed to building the first brand of high-end kitchen appliances in China that knows Chinese cooking best, and continues to promote the implementation of the "China's new kitchen" plan. AWE successfully held a brand exhibition with the theme of technology inspiring culinary creativity in 2021, and launched ROBAM Creator series products at the immersive press conference "Hello Creator" to strengthen the brand height. CCTV, academicians, talents are invited into ROBAM, making the whole network witness the Company's product update and iteration. The Company held the China Dishwasher Festival and jointly issued the “White Paper on Dishwashers Suitable for Chinese Kitchens” with the China Household Electric Appliances Research Institute to enhance the brand potential. Xu Kai was hired as the spokesperson for ROBAM new kitchen. Various channels carried out activities such as China-fashion banquet, peach blossom banquet and “Yearning for Kitchen” Festival. The Company was the exclusive title sponsor of "Heard it's delicious" and served as the food creation officer of "The Pursuit of Happiness" to interpret the brand value. In addition, as the exclusive supplier of official household kitchen appliances for the 2022 Hangzhou Asian Games, it will help to spread Chinese cooking culture and boost the construction of Asian Games cities. In 2021, Mingqi focused on the upgrading of integrated categories, explored the development direction of integrated kitchen, and worked together with online and offline channels to create a new retail model and move towards a new development. Kinde enriched the product matrix of integrated stoves and guarded the brand position. After the completion of the intelligent integrated kitchen ecological industrialization project, the R & D and manufacturing capacity of integrated kitchen appliance products will be f urther improved. In 2021, the Company continued to be recognized by the capital market in terms of corporate governance, internal management and shareholder return. In the information disclosure assessment of Listed Companies in Shenzhen Stock Exchange in 2020, the Company was rated as a (excellent) level, and it has won this honor for eight consecutive years; In the field of investor relations, the th Company won the best board of directors award of the 12 Tianma Award for Investor Relations of Listed Companies on the Main th Board of China, the 12 Best Investor Relations Award of China’s Listed Companies, the Top 100 Value Listed Companies on the th Main Board and other awards of the Securities Times; The secretary of the board of directors of the Company won the 12 Best Director Secretary of Investor Relations of Listed Companies on the Main Board of China and other awards. The Company has always adhered to standard operation, deeply explored the kitchen field and helped value investment. In 2021, as part of the Company's common prosperity plan, and in order to further establish and improve the Company's long-term effective incentive mechanism and fully mobilize the enthusiasm of the Company's middle and senior core forces, the Company successively launched the “Business Partner Shareholding Plan” and the “2021 Stock Option Incentive Plan” to provide differentiated incentives for the Company's senior management team, middle-level core business and technical backbone, so as to 2. Revenue and Costs (1) Operating income composition Unit: yuan
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