[年报]歌尔股份(002241):2022年年度报告（英文版）
原标题:歌尔股份:2022年年度报告（英文版） April 2023 Annual Report 2022 Section Ⅰ Important Notes, Contents and Interpretations The Board of Directors, the Board of Supervisors, directors, supervisors and senior management of the Company guarantee that the information presented in this report shall be together be wholly liable for the truthfulness, accuracy and completeness of its contents and free of any false records, misleading statements or material omissions, and will undertake individual and joint legal liabilities. Jiang Bin, the person in charge of the Company, and Li Yongzhi, the person in charge of accounting and the accounting department (accounting supervisor) guarantee that the financial report in this annual report is authentic, accurate and complete. All directors have attended the board meeting to review the annual report. The future plans and some forward-looking statements mentioned herein are planned matters which shall not constitute a substantial commitment of the Company to investors. Therefore, both investors and relevant persons should maintain their risk awareness and understand the differences among plan, forecast and commitment. Please pay attention to investment risks. The Company faces the risks in market, operation and management. Investors are kindly reminded to pay attention to possible investment risks. For details, see "Section III Management Discussion and Analysis, XI Outlook for the Future Development of the Company" in this report. The profit distribution proposal considered and approved by the Board of Directors of the Company is as follows: based on the total share capital registered on the record date of equity distribution minus the repurchased shares in the Company's specific securities repurchase account, the Company will distribute cash dividend of RMB 1.00 (tax inclusive) for per 10 shares to all the shareholders, as well as 0 bonus shares (tax inclusive), and there is no conversion of capital surplus into share capital. Contents Section Ⅰ Important Notes, Contents and Interpretations .................................................. 2 Section Ⅱ Company Information and Financial Highlights ................................................. 7 Section III Management Discussion and Analysis ................................................................ 11 Section IV Corporate Governance ......................................................................................... 37 Section V Environmental and social responsibilities .......................................................... 63 Section VI Important Matters ................................................................................................ 65 Section VII Changes in Shares and Information about Shareholders ................................. 78 Section VIII Information of Preference Shares........................................................................ 85 Section IX Information on the Bonds .................................................................................... 86 Section X Financial Report.................................................................................................... 87 Directory of Reference Files (1) Financial statements with signatures and seals of the legal representative, the person in charge of accounting and the person in charge of accounting department (accounting supervisor); (2) The originals of 2022 annual report and its abstract signed by the legal representative of the Company; (3) The originals of the auditor’s report with the seal of Zhongxi Certified Public Accountants (special general partnership) Co., Ltd. and the signature and seal of the certified public accountants; (4) The originals of all company documents and announcements publicly disclosed in newspapers designated by China Securities Regulatory Commission (CSRC) during the reporting period. Interpretations
Section Ⅱ Company Information and Financial Highlights I. Company Information
Accounting firm engaged by the Company
? Applicable ? Not applicable The financial advisor engaged by the Company to perform continuous supervision during the reporting period ? Applicable ? Not applicable Ⅵ. Key Accounting Data and Financial Indicators Whether the Company performed a retrospective adjustment or restatement of previous accounting data ? Yes ? No
years, and the latest auditor’s report indicated that there was uncertainty about the Company’s ability to continue as a going concern. ? Yes ? No Indicate whether the lower of the net profit before and after non-recurring gains and losses was negative. ? Yes ? No Ⅶ. Differences in accounting data between domestic and foreign accounting standards 1. Differences in net profits and net assets in the financial reports disclosed according to international accounting standards and Chinese accounting standards ? Applicable ? Not applicable During the reporting period, there is no difference in net profits and net assets in the financial reports disclosed pursuant to international accounting standards and Chinese accounting standards 2. Differences in net profits and net assets in the financial reports disclosed according to foreign accounting standards and Chinese accounting standards ? Applicable ? Not applicable During the reporting period, there is no difference in net profits and net assets in the financial reports disclosed pursuant to foreign accounting standards and Chinese accounting standards. Ⅷ. Key Quarterly Financial Indicators Unit: RMB
the quarterly reports and semi-annual reports disclosed by the Company ? Yes ? No Ⅸ. Items and Amounts of Non-recurring Profits and Losses ? Applicable ? Not applicable Unit: RMB
Mainly tax benefits and investment income from large-denomination deposits and other products Description of defining the non-recurring profit and loss items, which are listed in Explanatory Announcement No. 1 on Information Disclosure for Companies with Public Offerings of Securities - Non-recurring Profit and Loss, as recurring profit and loss ? Applicable ? Not applicable The Company did not classify any item of the non-recurring profit and loss items listed in the Explanatory Announcement No. 1 on Information Disclosure for Companies with Public Offerings of Securities - Non-recurring Profit and Loss, as recurring profit and loss in the reporting period. Section III Management Discussion and Analysis Ⅰ. The situation of the industry during the reporting period During the reporting period, the Company's main business is categorized into the industry of the manufacturing of computer, communication, and other electronic equipment, and is divided into three segments including precision components business, smart audio device business and smart hardware business. The Company operates mainly in consumer electronics, automotive electronics and other industries, with the main products including acoustics, optics, microelectronics, structural components and other precision components, as well as smart hardware products such as virtual reality (VR)/augmented reality (AR) products, TWS smart earphones, smart wearable devices, gaming console and accessories, and smart home products. The Company serves the leading global customers in the technology and consumer electronics industry by providing them with vertically integrated product solutions of precision components and smart hardware, as well as the related design, R&D and manufacturing services. In the mobile era with smartphones as the core hardwares, a large number of outstanding well-known enterprises in technology and consumer electronics industry had emerged worldwide based on the integration of hardware devices, software content and innovative applications, which drove the whole industry and related enterprises in its industrial chain to achieve significant growth and enterprise development through a long period of time in the past. However, affected by many adverse factors such as macroeconomic weakness and high inflation in many European and American countries in 2022, global smartphone product shipments declined significantly, and the transition of the technology and consumer electronics industry from the mobile era to the post-mobile era accelerated. During the reporting period, the Company continued to seize opportunities in the industry with the approach of the post-mobile era to consolidate its core competitiveness, actively expand the business of next-generation smart hardware and related components, and promote the Company's overall business development. According to the statistics of IDC, a well-known consulting agency, the global smartphone shipment in 2022 reached about 1.21 billion units, with an approximately 11% YoY decline. As the shipments decline, the pace of innovation in technologies and application scenarios of smartphone products has slowed down, the demand of smartphone related precision component has shrunk as well. However, at the same time, advanced technologies such as 5G, AI, intelligent interaction, sensor, software algorithm are further integrated into next-generation smart hardware products, thus creating a large number of new applications and demands, so as to promote the sustainable development of next-generation smart hardware products such as VR/AR devices, smart wireless earphones, smart wearable devices and smart home products. In the first half of 2022, the global VR industry maintained a relatively strong momentum of growth. However, in the second half of 2022, due to the adverse impact of macroeconomic downturn, inflation, weak consumption and other factors, VR products performed poorer than expected in the third and fourth quarters which are traditionally the peak season of sales in Europe and the United States, and thus impacted the annual performance of the VR industry. According to the statistics of IDC, the global shipment of VR products declined in 2022 compared to the previous year. However, according to the estimates of the Company's internal market research department, the total shipments of the world's top three VR device brands in 2022 still grew over the previous year. Though the growth of the global VR industry is slightly slower than expected, the well-known brand companies in consumer electronics and Internet industries kept actively investing in VR, which promotes the continuous development of related hardware technology and software content. In 2022, AR products were still in the early stages of technological breakthroughs and product maturity. The global market size of AR products is still limited, and the hardware technologies still face challenges in many areas such as chip, optical display, communication, power consumption, size, weight, and others. However, the great market potential still attracts extensive attention and continuous investment from well-known companies in the industry. In November 2022, five government authorities including the Ministry of Industry and Information Technology co-issued The Virtual Reality and Industry Application Integration Development Action Plan (2022-2026) to further laid down the overall requirements, goals, key tasks and projects for the development of China's VR industry, which was expected to promote the sustainable and healthy development of the industry. According to the statistics of FutureSource, a famous consulting agency, the global shipment of TWS smart earphones reached about 340 million units in 2022, up about 13% YoY. And about 98.61 million smart speakers were shipped globally in 2022, declined about 8.6% YoY. With the integration of AI, natural language processing and smart voice interaction technologies, the smart earphones, smart speakers and other products are expected to further develop in the future. According to the statistics of IDC, another well-known consulting agency, the global shipment of smart wearable products such as smart watches reached about 149 million units in 2022, with approximately 9.4% YoY increase. While the overall market size is growing steadily, next-generation health monitoring technology such as non-invasive glucose monitoring is also under development and improvement, which is expected to create new applications and market demands for smart wearable products in the future. The development of next-generation smart hardware products has also boosted the demand for related precision components such as precision optical components and modules, precision acoustic components, MEMS sensors and microsystem modules, haptic components, and precision structural parts. From the perspective of competition, the global technology and consumer electronics industry still presents a centralized trend. Well- known enterprises with strong competitiveness and brand awareness demonstrate clear competitive advantages by possessing a large amount of technologies, talents, funds, brands and industrial ecosystem resources, thus continuously lead the technology and product innovation in the industry. From the perspective of supply chain, developing countries including China are demonstrating more and more important roles. On one hand, China still has advantages in terms of political/economic environment, infrastructure, industrial foundation management/technical talent resources and other aspects. The overall competitiveness of electronic manufacturing enterprises of China is improving, and they undertake the demand of manufacturing service of the global supply chain. On the other hand, considering the complicated international political and economic environment, some enterprises faced the challenges of setting up a global supply chain, which needs to be tackled prudently in a scientific manner. II. The Company’s main business during the reporting period The Company is committed to serve the leading customers in the global technology and consumer electronics industry by providing vertically integrated product solutions of precision components and smart hardware, as well as related design, R&D and manufacturing services. The Company's main business divides into three segments including precision components business, smart audio device business and smart hardware business. The precision components business focuses on acoustics, optics, microelectronics, structural components, and other precision components. The related products include micro speaker/receiver, speaker module, haptic component (actuator), wireless charging device, antenna, MEMS microphone, MEMS sensors, microsystem module, VR optical component and module, AR optical component, AR light engine, precision structural parts and etc. The above-mentioned products are widely applied in devices such as smartphones, tablets, smart wireless earphones, VR, AR, smart wearable and smart home devices. Smart audio device business focuses on providing products related to audio, voice interaction, AI, and other technologies. The main products include smart wireless earphones (TWS), wired/wireless earphones, smart speakers, etc. Smart hardware business focuses on providing products related to entertainment, health and home security. The main products include VR, AR, smart wearable products, gaming consoles and accessories, smart home products, etc. In addition, the Company actively explored business opportunities related to automotive electronics during the reporting period, and made progress in some new directions such as car sensors, optical modules, etc. The Company has innovative competitive advantages in the fields of acoustics, optics, MEMS microelectronics and precision manufacturing, and owns many intellectual property rights in the field of precision parts and components. In addition, the Company has accumulated rich experience in products and projects by cooperating with industry-leading clients in the field of smart audio device and smart hardware through "ODM", "JDM" and other business modes. During the reporting period, the Company maintained good, long-term cooperative relationships with leading clients in the global technology and consumer electronics industry. As a result, the Company has been highly recognized by global clients for its product solutions and services, and remains being the industry-leading manufacturer in the fields of micro speakers, MEMS microphones, MEMS sensors, VR products, TWS, smart wearable products, gaming console and accessories, etc. During the reporting period, due to the business growth in VR, smart home gaming consoles and accessories, the revenue of the Company grew significantly. The Company's position in the industry has also been further improved as well. The Company won many honors, including being ranked the 3rd company in the Top-100 China electronic component enterprises based on comprehensive economic indexes, the 67th in the Top-500 private enterprises in China's manufacturing industry, the 118th in the Top-500 private enterprises in China, and held the position of executive member company of CITIF. Ⅲ. Analysis of Core Competitiveness 1.Industry-leading precision and intelligent manufacturing capabilities In technology and consumer electronics related fields, the Company has been widely recognized for precision manufacturing capabilities and obtains great reputation. Relying on the core capabilities and long-term experience in the field of precision manufacturing, the Company has continuously improved the processing accuracy, efficiency and quality of precision components and smart hardware products. The Company has in-house development capabilities of various core raw materials, and The Company adopted multiple advanced processes and technologies such as ultra-high-precision mold, high-precision metal/non-metal processing, ultrasonic technology and laser technology, to build industry-leading precision manufacturing capabilities in the production of precision optical components, MEMS sensors, microsystem modules and precision structural parts, thus ensuring the delivery of the products with high precision, high efficiency and high quality. The Company, based on the capacities of advanced equipment development and flexible automation production, actively explores the intelligent manufacturing mode for upgrading. In the fields of automation, machine vision and AI related to intelligent manufacturing, the Company has built a future-oriented core capability of intelligent manufacturing by continuing investing in independent R&D, introducing global advanced technologies, core equipment and best practice experience for system integration, thus improving the manufacturing in all aspects through the application of information, automation, artificial intelligence and other technologies. The Company promotes the transformation of its manufacturing to a more digitalized, connected, intelligent, and service-oriented model, and to build the core capabilities of future-oriented intelligent manufacturing. 2. Multi-technologies integration platform and strong team of R&D personnel The Company has established a product R&D and manufacturing platform integrating materials, structures, electronic circuits, software algorithms, wireless communication, advanced technology, testing, automation and other technologies. Through cross-domain technology integration, the Company provides customers with advanced and systematic solutions for precision components and smart hardware products. The Company attaches great importance to the integration and cultivation of outstanding talents in the fields of acoustics, optics, microelectronics, wireless communication, precision manufacturing, automation, and other sectors around the world. The Company has set up a team of technical personnel with profound technical strength and rich experience in product projects, and has made a long-term cooperation with many well-known universities and scientific research institutions, such as Tsinghua University, Zhejiang University, Shandong University, Southeast University, Ocean University of China, Spring Institute of Chinese Science and Technology, Xiamen University, and Changchun University of Science and Technology, which forms an open and comprehensive technology R&D platform in support of continuous innovation and R&D of technologies and products. During the reporting period, the Company applied for 3,388 patents, including 2,545 invention patents. A total of 2,195 patents has been granted, including 1,250 invention patents. As of December 31, 2022, the Company has totally applied for 29,206 patents, including 3,738 foreign patent applications and 15,647 invention patents applications; a total of 17,720 patents have been granted, including 5,415 invention patents. 3. Continuous strategic innovation and transformation, and stable high-value customer relationships Facing the complex macroeconomic situation of domestic and overseas, the management of the Company actively carries out strategical innovation and transformation. While continuing to consolidate the core competitive advantages in conventional business, the Company firmly grasps the innovation opportunities of next-generation smart hardware products in the technology and consumer electronics industry. Relying on the high-value customer resources and good customer relationships worldwide, the Company, oriented by the market and technology, continues to explore new business growth opportunities in the fields of consumer electronics and automotive electronics. The Company optimizes the allocation of strategical resource, supports strategical product development, continues strengthening and further utilize the customer resource advantages by closely following the world-class customers, in an effort to transform the needs of high-value customers into an inexhaustible driving force for the Company's sustainable development. 4. Excellent core management team Although the Company experiences a rapid and sound development, the core management team keeps a steady and efficient style as always. Facing the challenges and demands of smart hardware products in the post mobile era such as rapid development, high quality, high precision manufacturing, short delivery cycle and complex customer certification process, the core management team promptly response to the market and makes changes and innovations continuously, to keep and enhance the Company's capabilities of strategic management, operation, R&D, precision and intelligent manufacturing. The Company attaches importance to and promotes the internationalization, specialization and rejuvenation of its core management team, and actively brings in senior management talents and professionals from many international leading enterprises. At the same time, the Company has strengthened the echelon of its talent team, more and more young talents grow up into the Company's core management team through training and practice. The Company boasts a management team with both experience and vitality that continues to promote the Company's stable and fast development in the future. IV. Analysis of Main Business 1. Overview In 2022, as the global economy faced downward pressure from a macroeconomic perspective, China's economic development was also affected by multiple unexpected factors at home and abroad. In the face of a severe external environment, China responded decisively and exercised timely regulation, introduced and implemented a package of policies and follow-up measures to stabilize the economy, During the reporting period, the Company, by adhering to the product strategy of "Precision Components + Smart Hardware & Devices”, served the leading enterprises in the global technology and consumer electronics industry, actively promoted the development of precision components (acoustics, optics, microelectronics, structural parts, etc.) and emerging smart hardware business (VR/AR, smart wireless earphones, smart wearable and smart home devices, etc.). At the same time, the Company continued to promote its internal reform and operation management improvement, so that the Company’s operation from decision making to implementation operation would be more efficient. This could lay a solid foundation for future development. During the reporting period, in the face of numerous challenges such as the weak global economy, high inflation in Europe and the United States, and the downturn in the consumer electronics industry, the management team and all staff of the company went all out to overcome these challenges calmly, completed various important tasks such as business expansion, project delivery and operational improvement, and promoted the stable development of various business fields. The Company's revenue in 2022 continued to grow significantly. In the fourth quarter of 2022, the Company experienced fluctuations during the production of one of its new smart acoustic device products (for details, please refer to the relevant announcement made by the Company). After the occurrence of the above incidents, the Company's management team responded actively by communicating frequently with customers, facilitating the solution of the incidents, making an effort to maintain and improve customer relations, and ensured that other business cooperation is carried out as usual. The Company fully considered the impact of this matter, and based on the principle of prudence, increased the provision for related asset impairment, which resulted in a decline in the Company's net profit in 2022. In response to the above incidents, the Company has carefully reflected on its mistakes and learned important lessons, and subsequently, rectified the shortcomings in relevant work. The Company firmly believes that this contingency will not weaken the Company's core competitiveness, shake the Company's business foundation, or undermine the Company's stable and healthy development in the long term. During the reporting period, the Company achieved an operating revenue of RMB 104,894.3242 million, with a 34.10% YoY increase. The Company realized a net profit attributable to shareholders of listed companies of RMB 1,749.1811 million, with a 59.08% YoY decline. The operating cost of the Company was RMB 93,233.4765 million, with a 38.81% YoY increase. During the reporting period, the total amount of the Company's selling expenses, administrative expenses, R&D expenses and financial expenses was RMB 8,218.4527 million, with a 22.05% YoY increase. During the reporting period, the Company further strengthened the development of new technologies, products and techniques, actively brought in high-level R&D talents, and invested RMB 5,198.3122 million in R&D, accounting for 4.96% of the revenue and 17.18% of the latest audited net assets of the Company. During the reporting period, the net cash flow from operating activities of the Company was RMB 8,317.1134 million, with a 3.27% （未完）  |