京东方B：2023年年度报告摘要(英文版)
(Summary)
Stock Code: 000725, 200725 Stock Name: BOE-A, BOE-B Announcement No. 2024-020
BOE TECHNOLOGY GROUP CO., LTD.ANNUAL REPORT 2023 (SUMMARY)Part I Important NotesThis Summary is based on the full Annual Report of BOE Technology Group Co., Ltd. (together with its consolidated subsidiaries, the“Company”, except where the context otherwise requires). In order for a full understanding of the Company’s operating results,financial position and future development plans, investors should carefully read the aforesaid full text, which has been disclosedtogether with this Summary on the media designated by the China Securities Regulatory Commission (the “CSRC”).All the Company’s directors have attended the Board meeting for the review of this Report and its summary.Independent auditor’s modified opinion:
□ Applicable ? Not applicable
Board-approved final cash and/or stock dividend plan:
? Applicable □ Not applicableBonus issue from capital reserves:
□ Yes ? No
The Board has approved a final dividend plan for the Reporting Period. Based on 37,652,529,195 shares, a cash dividend of RMB0.3(tax inclusive) per 10 shares is to be distributed to all the shareholders, with no bonus issue from either profit or capital reserves.Board-approved final cash and/or stock dividend plan for preference shareholders:
□ Applicable ? Not applicable
This Report and its summary have been prepared in both Chinese and English. Should there be any discrepancies or misunderstandingsbetween the two versions, the Chinese versions shall prevail.Part II Key Corporate Information
1. Stock Profile
| Stock name | BOE-A, BOE-B | Stock code | 000725, 200725 |
| Stock exchange for stock listing | Shenzhen Stock Exchange | ||
| Previous stock name (if any) | N/A | ||
| Contact information | Board Secretary | Securities Representative | |
| Name | Liu Hongfeng | Luo Wenjie | |
| Office Address | 12 Xihuan Middle Road, Beijing Economic-Technological Development Area, P.R.China | 12 Xihuan Middle Road, Beijing Economic-Technological Development Area, P.R.China | |
| Fax | 010-64366264 | 010-64366264 | |
(Summary)
| Tel. | 010-64318888 ext. | 010-64318888 ext. |
| E-mail address | liuhongfeng@boe.com.cn | luowenjie@boe.com.cn |
2. Principal Activities or Products in the Reporting Period
(I) About the CompanyIn constant pursuit of excellence, BOE Technology Group Co., Ltd. is an innovative IoT company dedicated to providing intelligentinterface products and professional services for information interaction and human health.With the vision “To Be the Most Respected Company on Earth”, and upholding the values of integrity & reliability, dedication tocustomers, being people-oriented, openness and innovation, as well as the business philosophy of doing the right thing, innovation andprogress seeking, BOE has been forging ahead through innovation. Upon three decades of development in the industry, BOE has growninto a world leader in the semiconductor display industry and an innovative company in the IoT sector. At present, it has a significantnumber of intelligent manufacturing bases in Beijing, Hefei, Chengdu, Chongqing, Fuzhou, Mianyang, Wuhan, Kunming, Ordos, etc.,with subsidiaries in the United States, Germany, Japan, South Korea, Singapore, India, Vietnam, Mexico, Brazil, the United ArabEmirates and other countries and regions, as well as a service system that covers multiple regions of the world, such as Europe,Americas, Asia, and Africa. To embrace the development trends of the IoT era, BOE has put in place a development architecture of"1+4+N+Ecosystem", among which:
"1" represents semiconductor display, which is the core capacity and quality resources accumulated by BOE, as well as the source andorigin of the Company's transformation and development."4" is a high-potential channel and direction of development selected based on BOE's core competence and value chain extension, aswell as the four main fronts of the Company's IoT transformation, namely the IoT Innovation business, the Sensor business, the MLEDbusiness and the Smart Engineering Medicine business."N" refers to the subdivided application scenarios of IoT that are continuously explored and cultivated by BOE, as well as the specificfocus of the Company's IoT transformation development.“Ecosystem” is an industrial ecological development circle constructed by the Company in collaboration with many partners and byaggregating the resources of the industrial chain and ecosystem chain.(II) About the Company’s principal operations
1. The Display Devices business
The Display Devices business offers integrated design and manufacturing services for devices, and is committed to providing interfacedevices applying TFT-LCD, AMOLED, Microdisplay and other technologies, focusing on providing customers with high-qualitydisplay devices for smartphones, tablet PCs, laptops, monitors, TVs, vehicles, VR/AR devices, etc.
2. The IoT Innovation business
The IoT Innovation business offers integrated design and manufacturing services for system solutions, and provides customers withcompetitive smart terminal products for TVs, monitors, laptops, tablets, low-power devices, IoT, 3D display, etc. Backed by AI andbig data technologies, it focuses on products and services combining hardware and software, providing integrated IoT solutions forsegments including smart industrial parks, smart finance, etc.
3. The Sensor business
The Sensor and Solution business offers integrated design and manufacturing services for glass- and silicon-based system solutions,focuses on smart display windows, innovative glass-based sensor devices, MEMS sensors, industrial sensors, consumer electronics andother fields, and provides customers with products and solutions including intelligent PDLC windows and PDLC system solutions,industrial sensors and solutions, MEMS sensors, and back plates for flat panel X-ray detectors (FPXD), among others.
4. The MLED business
MLED business renders LED backlight products with high quality and reliability for LCD of TVs, monitors, notebooks, vehicles,
(Summary)
VR/AR devices, etc., as well as Mini/Micro-LED display products with high brightness, high reliability and high contrast for segmentmarkets of outdoor, commercial, transparent, specialized and other displays. All these products are designed and manufactured in anintegrated manner.
5. The Smart Engineering Medicine business
The Smart Engineering Medicine business adopts a professional service model to provide products, services and solutions in relationto medical care, smart nursing, medical-engineering integration, etc. Meanwhile, this business is committed to providing a closed loopof through-life health services with health management as the core, medical terminals as the traction, and digital hospitals andrecreational communities as the support. It connects testing equipment, healthcare workers and customers through the smart healthmanagement ecosystem where customers enjoy professional health services including prevention, treatment, therapy and nursing.
6. The “N” business
With a specific focus on the "N" business, the Company provides hardware and software integrated system solutions for differentsegments, including smart vehicle connection, industrial IoT, digital art, etc., which can provide customers with all-dimensional, one-stop and smart new experience under IoT scenarios. For example, in terms of smart vehicle connection, the business integrates DMS,gesture recognition, touch feedback, naked-eye 3D and other cutting-edge functions, focuses on the intelligent cockpit "HERO"innovative application scenarios that include four dimensions of healthiness, entertainment, relaxation, and office, and providescustomers with professional integrated solutions, which can bring a new and more intelligent driving experience. The industrial IoTbusiness provides enterprises with solutions, products, and services like smart production, smart factory, and cloud services. Relyingon its self-developed industrial Internet platform, it helps realise refined operation and management and achieve cost reduction andefficiency enhancement from all procedures of design, supply, production, and sales, offering all-dimensional, one-stop and smartindustrial IoT solutions to customers and empowering customers in their digital transformation. In the field of digital artworks, thebusiness adheres to "culture + technology" cross-field integration and innovation, launches the "one million digital culture experiencescenario programme" around International Standard H.629.1 for digital art display, and join hands with ecosystem partners at thecontent-, technology- and application-ends, so as to empower culture with display products and solutions with more functions andforms and better experience.
3. Key Financial Information
(1) Key Financial Information of the Past Three Years
Indicate by tick mark whether there is any retrospectively restated datum in the table below.? Yes □ NoReason for retrospective restatement:
Change of accounting policy.
Unit: RMB
| Item | 31 December 2023 | 31 December 2022 | Change of 31 December 2023 over 31 December 2022 (%) | 31 December 2021 | ||
| Before | Restated | Restated | Before | Restated | ||
| Total assets | 419,187,099,795.00 | 420,562,103,212.00 | 420,567,865,936.00 | -0.33% | 449,726,980,355.00 | 450,232,603,404.00 |
| Equity attributable to the | 129,428,307,067.00 | 136,089,410,395.00 | 136,086,175,204.00 | -4.89% | 142,925,547,899.00 | 143,204,240,947.00 |
(Summary)
| listed company’s shareholders | ||||||
| Item | 2023 | 2022 | 2023-over-2022 change (%) | 2021 | ||
| Before | Restated | Restated | Before | Restated | ||
| Operating revenue | 174,543,445,895.00 | 178,413,731,179.00 | 178,413,731,179.00 | -2.17% | 219,309,799,505.00 | 221,035,718,012.00 |
| Net profit attributable to the listed company’s shareholders | 2,547,435,360.00 | 7,550,877,790.00 | 7,541,423,198.00 | -66.22% | 25,830,935,500.00 | 25,960,751,646.00 |
| Net profit attributable to the listed company’s shareholders before exceptional gains and losses | -632,561,344.00 | -2,228,652,161.00 | -2,238,106,753.00 | 71.74% | 23,937,539,752.00 | 24,067,355,898.00 |
| Net cash generated from/used in operating activities | 38,301,826,884.00 | 43,021,967,305.00 | 43,021,967,305.00 | -10.97% | 62,270,556,324.00 | 62,698,688,556.00 |
| Basic earnings per share (RMB/share) | 0.06 | 0.19 | 0.19 | -68.42% | 0.71 | 0.71 |
| Diluted earnings per share (RMB/share) | 0.06 | 0.19 | 0.19 | -68.42% | 0.71 | 0.71 |
| Weighted average return on equity (%) | 1.89% | 5.45% | 5.45% | -3.56% | 23.84% | 23.93% |
Reason for accounting policy change and correction of accounting error:
As required by Interpretations No. 16 and No. 15 for the Accounting Standards for Business Enterprises issued by the Ministry ofFinance, the Group has retrospectively restated relevant financial statement items at the beginning of the year and in the same periodof last year. The said changes of accounting policies have no significant impact on the Company’s financial condition and operatingresults.
(2) Key Financial Information by Quarter
Unit: RMB
| Item | Q1 | Q2 | Q3 | Q4 |
| Operating revenue | 37,973,495,034.00 | 42,204,380,186.00 | 46,337,198,045.00 | 48,028,372,630.00 |
| Net profit attributable to the listed company’s shareholders | 247,315,140.00 | 488,494,469.00 | 286,347,794.00 | 1,525,277,957.00 |
| Net profit attributable to the listed company’s shareholders before exceptional gains and losses | -1,667,931,828.00 | 83,491,537.00 | 92,352,417.00 | 859,526,530.00 |
| Net cash generated from/used in operating activities | 10,122,426,068.00 | 6,121,243,055.00 | 6,815,610,632.00 | 15,242,547,129.00 |
Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs materially from whathave been disclosed in the Company’s quarterly or interim reports.
□ Yes ? No
(Summary)
4. Share Capital and Shareholder Information at the Period-End
(1) Numbers of Ordinary Shareholders and Preferred Shareholders with Resumed Voting Rights as well asHoldings of Top 10 Shareholders
Unit: share
| Number of ordinary shareholders at the period-end | 1,262,795 (including 1,231,014 A-shareholders and 31,781 B-shareholders) | Number of ordinary shareholders at the month-end prior to the disclosure of this Report | 1,189,106（including 1,157,510 A-shareholders and 31,596 B-shareholders） | ||||||
| Top 10 shareholders (exclusive of shares lent in refinancing) | |||||||||
| Name of shareholder | Nature of shareholder | Shareholding percentage | Total shares held at the period-end | Restricted shares held | Shares in pledge, marked or frozen | ||||
| Status | Shares | ||||||||
| Beijing State-owned Capital Operation and Management Company Limited | State-owned legal person | 10.79% | 4,063,333,333 | 0 | N/A | 0 | |||
| Hong Kong Securities Clearing Company Ltd. | Foreign legal person | 6.05% | 2,278,498,375 | 0 | N/A | 0 | |||
| Beijing BOE Investment & Development Co., Ltd. | State-owned legal person | 2.18% | 822,092,180 | 0 | N/A | 0 | |||
| Beijing Jing Guorui Soe Reform and Development Fund (L.P.) | Other | 1.91% | 718,132,854 | 0 | N/A | 0 | |||
| Hefei Jianxiang Investment Co., Ltd. | State-owned legal person | 1.77% | 666,195,772 | 0 | N/A | 0 | |||
| Fuqing Huirong Venture Capital Co., Ltd. | Domestic non-state-owned legal person | 1.42% | 535,302,540 | 0 | In pledge | 15,000,000 | |||
| Perseverance Asset Management- Perseverance Xiaofeng No.2 Zhixin Fund | Other | 0.93% | 349,999,919 | 0 | N/A | 0 | |||
| Ningxia Risheng High-tech Industry Co., Ltd. | Domestic non-state-owned legal person | 0.90% | 339,525,766 | 0 | N/A | 0 | |||
| Xu Lili | Foreign natural person | 0.89% | 336,599,581 | 0 | N/A | 0 | |||
| FOTIC-Foreign Trade Trust- Perseverance Xiaofeng Hongyuan Assembled Fund Trust Plan | Other | 0.88% | 329,988,907 | 0 | N/A | 0 | |||
| Related or acting-in-concert parties among the shareholders above | 1. Beijing State-owned Capital Operation and Management Company Limited indirectly held 100% equities of Beijing Jingguorui Investment Management Co., Ltd. and directly held 77.5918% shares of Beijing Jing Guorui Soe Reform and Development Fund (L.P.); Beijing Jingguorui Investment Management Co., Ltd. is the general partner of Beijing Jing Guorui Soe Reform and Development Fund (L.P.). In addition, among the nine members of the Investment Decision-Making Committee of Beijing Jing Guorui Soe Reform and Development Fund (L.P.), three are nominated by Beijing State-owned Capital Operation and Management Company Limited. 2. Except for the above relationships, the Company does not know any other connected party or acting-in-concert party among the top 10 shareholders. | ||||||||
| Shareholders involved in securities margin trading (if any) | 1. Shareholder Ningxia Risheng High-tech Industry Co., Ltd. totally held 339,525,766 shares in the Company, among which, 42,583,700 shares were held via its general securities account and 296,942,066 shares via its customer credit transactions secured securities account in Ping An Securities Co., Ltd. 2. Shareholder Xu Lili totally held 336,599,581 shares in the Company, among which, 10,657,200 shares were held via its general securities account, 248,713,498 shares via its customer credit transactions secured securities account in GF Securities Co., Ltd. and 77,228,883 shares via its customer credit transactions secured securities account in Ping An Securities Co., Ltd. 3. The shares held by Shareholder Fuqing Huirong Venture Capital Co., Ltd. in the Company increase by 1,318,200 shares due to securities refinancing. 4. Except for the aforesaid, the remaining top 10 ordinary shareholders were not involved in securities refinancing. | ||||||||
(Summary)
Note: 1. After the non-public issuing of BOE in 2014, Hefei Jianxiang Investment Co., Ltd., by entering into Implementation Protocolof Voting Right, agreed to maintain all of the shares held by them respectively unanimous with Beijing BOE Investment & DevelopmentCo., Ltd. when executing the voting rights of the shareholders.
2.The number of ordinary shareholders at the month-end prior to the disclosure of this Report is as of 20 March 2024. At the month-end prior to the disclosure of this Report (29 March 2024), the number of A-shareholders is 1,150,568. Due to the "T+3" trading rulefor B-shares, the Company had had no access, by the date of this Report’s disclosure, to the number of its B-shareholders at the month-end prior to the disclosure of this Report from China Securities Depository and Clearing Corporation Limited.Top 10 shareholders involved in refinancing shares lending? Applicable □ Not applicable
Unit: share
| Top 10 shareholders involved in refinancing shares lending | ||||||||
| Full name of shareholder | Shares in the common account and credit account at the period-begin | Shares lent in refinancing and not yet returned at the period-begin | Shares in the common account and credit account at the period-end | Shares lent in refinancing and not yet returned at the period-end | ||||
| Total shares | As % of total share capital | Total shares | As % of total share capital | Total shares | As % of total share capital | Total shares | As % of total share capital | |
| Fuqing Huirong Venture Capital Co., Ltd. | 533,984,340 | 1.40% | 4,615,300 | 0.01% | 535,302,540 | 1.42% | 3,297,100 | 0.01% |
Changes in shares that the top 10 shareholders lend in refinancing compared with the prior period? Applicable □ Not applicable
Unit: share
| Changes in shares that the top 10 shareholders lend in refinancing compared with the end of the prior period | |||||
| Full name of shareholder | Increase/decrease in the Reporting Period | Shares lent in refinancing and not yet returned at the period-end | Shares in the common account and credit account plus shares lent in refinancing and not yet returned at the period-end | ||
| Total shares | As % of total share capital | Total shares | As % of total share capital | ||
| Perseverance Asset Management- Perseverance Xiaofeng No.2 Zhixin Fund | Increase | 0 | 0.00% | 349,999,919 | 0.93% |
| Xu Lili | Increase | 0 | 0.00% | 336,599,581 | 0.89% |
| FOTIC-Foreign Trade Trust- Perseverance Xiaofeng Hongyuan Assembled Fund Trust Plan | Increase | 0 | 0.00% | 329,988,907 | 0.88% |
| Sinatay Life Insurance Co., Ltd.-Traditional Product | Decrease | 0 | 0.00% | 305,330,128 | 0.81% |
| Beijing Electronics Holdings Co., Ltd. | Decrease | 0 | 0.00% | 273,735,583 | 0.73% |
| Beijing Yizhuang Investment Holdings Co., Ltd | Decrease | 0 | 0.00% | 109,295,841 | 0.29% |
(2) Number of Preferred Shareholders and Shareholdings of Top 10 of Them
□ Applicable ? Not applicable
No preferred shareholders in the Reporting Period.
(Summary)
(3) Ownership and Control Relations between the Actual Controller and the Company
Note: 1. After the non-public issuing of the Company in 2014, Beijing State-owned Capital Operation and Management CompanyLimited handed over 70% of the shares directly held by it to Beijing Electronics Holdings Co., Ltd. for management through StockManagement Protocol, and Beijing Electronics Holdings Co., Ltd. gained the incidental shareholders’ rights except for disposing rightand usufruct of the shares, of which the rest 30% voting right maintained unanimous with Beijing Electronics Holdings Co., Ltd.through the agreement according to Implementation Protocol of Voting Right.
2. During the non-public issuing of the Company in 2021, Beijing Jing Guorui Soe Reform and Development Fund (L.P.) signed theActing-in-Concert Agreement with Beijing Electronics Holdings Co., Ltd.
3. Beijing BOE Investment & Development Co., Ltd. completed the capital reduction on 1 December 2023 and became the wholly-owned subsidiary of Beijing Electronics Holdings Co., Ltd.
5. Outstanding Bonds at the Date when this Report Was Authorized for Issue? Applicable □ Not applicable
(1) Bond Profile
| Bond name | Abbr. | Bond code | Date of issue | Maturity | Balance (RMB’0,000) | Coupon rate | |
| 2022 Public Offering of Renewable Corporate Bonds of BOE (for professional investors) (Digital Economy) (Phase I) | 22BOEY1 | 149861 | 24 March 2022 | 25 March 2025 | 200,000 | 3.50% | |
| Bond redemption and interest payment during the Reporting Period | The 2020 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase I) (Epidemic Prevention and Control Bonds) (bond name: 20BOEY1; nominal value: RMB2 billion) were redeemed in full on 28 February 2023. The 2020 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase II) (Epidemic Prevention and Control Bonds) (bond name: 20BOEY2; nominal value: RMB2 billion) were redeemed in full on 20 March 2023. The 2020 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase III) (Epidemic Prevention and Control Bonds) (bond name: 20BOEY3; nominal | ||||||
(Summary)
value: RMB2 billion) were redeemed in full on 27 April 2023.
(2) Latest Rating and Rating Change
On 26 May 2023, United Credit Ratings Co., Ltd. issued the Follow-up Rating Report of the 2023 for the Renewable Corporate Bondsof BOE Technology Group Co., Ltd. According to the Report, the issuer was still granted with a corporate long-term credit rating ofAAA with rating outlook rated as Stable; the bond credit rating remained AAA. The Follow-up Rating Report was published onhttp://www.cninfo.com.cn/ and the website of United Ratings at www.unitedratings.com.cn on 26 May 2023.United Credit Ratings Co., Ltd. is expected to issue the Follow-up Rating Report of the 2024 for the Renewable Corporate Bonds ofBOE Technology Group Co., Ltd. in May 2024. The Company will disclose the follow-up rating analysis report to investors onhttp://www.cninfo.com.cn/ in time.
(3) Selected Financial Information of the Company for the Past Two Years
Unit: RMB'0,000
| Item | 2023 | 2022 | Change |
| Debt/asset ratio | 52.81% | 51.96% | 0.85% |
| Net profit before exceptional gains and losses | -63,256 | -223,811 | 71.74% |
| EBITDA/debt ratio | 27.05% | 25.57% | 1.48% |
| Interest cover (times) | 1.45 | 1.01 | 43.56% |
Part III Significant Events
1. On 18 October 2019, the Company disclosed the Announcement on the Company’s Application for CSRC’s Approval for its PublicIssue of Renewable Corporate Bonds (Announcement No. 2019-052), and the Company received the No. [2019] 1801 Approval fromCSRC. Based on the approval, the Company could publicly issue the renewable corporate bonds with the nominal value no more thanRMB30 billion to qualified investors. Among them, the redeemed and delisted bonds are detailed in the table below:
| Bond name | Abbr. | Bond code | Date of issue | Maturity | Redemption and delisting date | Disclosure index |
| 2019 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase I) | 19BOEY1 | 112741 | 28 October 2019 | 29 October 2022 | 31 October 2022 | www.cninfo.com.cn |
| 2020 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase I) (epidemic prevention and control bonds) | 20BOEY1 | 149046 | 27 February 2020 | 28 February 2023 | 28 February 2023 | |
| 2020 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase II) (epidemic prevention and control bonds) | 20BOEY2 | 149065 | 18 March 2020 | 19 March 2023 | 20 March 2023 | |
| 2020 Public Offering of Renewable Corporate Bonds of BOE (for qualified investors) (Phase III) (epidemic prevention and control bonds) | 20BOEY3 | 149108 | 24 April 2020 | 27 April 2023 | 27 April 2023 |
The bond outstanding as of the disclosure date of this Report is as follows:
| Bond name | Abbr. | Bond code | Date of issue | Maturity |
(Summary)
| 2022 Public Offering of Renewable Corporate Bonds of BOE (for professional investors) (Digital Economy) (Phase I) | 22BOEY1 | 149861 | 24 March 2022 | 25 March 2025 |
The Company disclosed 2024 "22BOEY1" Interest Payment Announcement (Announcement No. 2024-005) on 21 March 2024. Theinterest payment plan was RMB35.00 (including tax) every ten bonds.
2. On 16 January 2021, the Company disclosed the Announcement on the Resolution of the 21st Meeting of the 9th Board of Directors(Announcement No. 2021-001) and the Plan for Non-Public Offering of A-Shares in 2021, and other related announcements, in whichthe Company intends to make a non-public offering of A-shares to no more than 35 specific investors including Jing Guorui Fund. Thenet fund raised was expected to be no more than RMB20 billion. On 19 August 2021, the Company disclosed the Report on the Non-public Offering of A-shares by BOE Technology Group Co., Ltd. & the Announcement on the Listing of these Shares (announcementNo. 2021-058), along with other relevant announcements. 3,650,377,019 new shares were issued in the non-public offering, whichwere listed on the Shenzhen Stock Exchange on 20 August 2021. The Company disclosed the Suggestive Announcement on RelievingRestricted Non-publicly Offered A Shares in 2021 (Announcement No. 2023-004) on 17 February 2023. A total of 718,132,854restricted shares of the Company's non-publicly offered A shares in 2021 were relieved on 20 February 2023 and could be traded onthe market thereafter. The number of the relieved restricted shares accounted for 1.9324% of the Company's non-restricted shares, and
1.8801% of the Company's total share capital.
3. The Company disclosed the Announcement on Resignation of Senior Management (Announcement No. 2023-006) on 2 March 2023,due to the change of work, Mr. Miao Chuanbin applied for resignation as Senior Vice President and Chief Culture Officer and will nothold any position in the Company after his resignation. The Company disclosed the Announcement on Resignation of SeniorManagement (Announcement No. 2023-013) on 1 April 2023, due to personal reasons, Mr. Xie Zhongdong applied for resignation asSenior Vice President, Chief Audit Officer and Chief Risk Control Officer and will not hold any position in the Company after hisresignation. The Company disclosed the Announcement of Resolutions of the 13th Meeting of the 10th Board of Directors(Announcement No. 2023-014) on 4 April 2023, at the 13th Meeting of the 10th Board of Directors, the Company considered andapproved the Proposal on the Appointment of Senior Management of the Company and Adjustment of the Composition of the ExecutiveCommittee of the Company, the Board of Directors appointed Mr. Feng Qiang as a member of the Executive Committee and ExecutiveVice President, Mr. Guo Huaping as Senior Vice President and Chief Cultural Officer; and to adjust the current senior management ofthe Company, Ms. Yang Xiaoping, from Senior Vice President and Chief Financial Officer to a member of the Executive Committee,Executive Vice President and Chief Financial Officer. The Company disclosed the Announcement of Resolutions of the 15th Meetingof the 10th Board of Directors (Announcement No. 2023-028) on 29 April 2023. At the 15th Meeting of the 10th Board of Directorsof the Company, the Proposal on the Appointment of Senior Management of the Company was reviewed and approved, and the Boardof Directors appointed Mr. Yue Zhanqiu as Senior Vice President and Chief Audit Officer of the Company.
4. On 31 May 2023, the Company disclosed the Announcement No. 2023-034 on the Distribution of the 2022 Fial Dividend. As the2022 Final Dividend Plan had been approved at the 2022 Annual General Meeting on 5 May 2023, the Company distributed a 2022final dividend of RMB0.61 per 10 shares (dividend to B-shareholders paid in HKD according to the central parity rate of RMB andHKD declared by the People’s Bank of China on the first working day immediately after the date of the relevant general meetingresolution), with no bonus issue from either profit or capital reserves.
5. On 25 July 2023, the Company disclosed the Announcement on the Resolutions of the 17
th Meeting of the 10
th
Board of Directors(Announcement No. 2023-037) that Mr. Wu Lishun was nominated by the Company’s de facto controller, Beijing Electronics HoldingsCo., Ltd., as a non-independent director for the 10
th
Board of Directors of the Company. On 15 August 2023, the Company disclosedthe Announcement on the Resolutions of the 1
st
Extraordinary General Meeting of 2023 (Announcement No. 2023-041), at which theProposal on the Election of Non-independent Director of the 10
th
Board of Directors of the Company was deliberated and approved,and Mr. Wu Lishun was elected as a non-independent director of the 10
thBoard of Directors of the Company.
6. On 27 August 2020, the Company held the 15
th
Meeting of the 9
thBoard of Directors and approved the Proposal on the Repurchaseof Certain Public Shares of the Company, whereby the Company proposed to use its own funds to repurchase a portion of RMB-denominated ordinary shares (A-Shares) issued by the Company by means of centralized bidding for the purpose of the implementationof the Company’s equity incentive plan. The implementation of the share repurchase plan of the Company was completed on 3
(Summary)
September 2020 and 349,999,933 A-Shares were accumulatively repurchased via centralized bidding. For details, please refer to theAnnouncement on the Completion of the Implementation of the Share Repurchase Plan and the Results of the Implementation(Announcement No. 2020-058) disclosed by the Company on 5 September 2020. On 21 December 2020, the Company granted321,813,800 restricted shares to 793 incentive targets and details are in the relevant announcement disclosed by the Company on 22December 2020. On 25 July 2023, the Company disclosed the Announcement on the Resolutions of the 17
th meeting of the 10
thBoardof Directors (Announcement No.: 2023-037) and the Announcement on the Cancellation of Certain Treasury Shares in the Company’sSpecial Securities Account for Repurchase (Announcement No.: 2023-038). In accordance with the Rules for the Repurchase of Sharesby Listed Companies and Shenzhen Stock Exchange Listed Companies Self-Regulatory Guidelines No. 9 - Share Repurchase, theremaining unutilized 28,186,133 shares in the special securities account for repurchase will expire three years from 5 September 2023,and the Company shall cancelled them and handle relevant cancellation procedures in accordance with regulations. On 15 August 2023,the Company disclosed the Announcement on the Resolutions of the 1
stExtraordinary General Meeting of 2023 (Announcement No.2023-041) that the Proposal on the Cancellation of Certain Treasury Shares in the Company’s Special Securities Account forRepurchase was deliberated and approved at the meeting. On 31 August 2023, the Company disclosed the Announcement on theCompletion of the Cancellation of Certain Treasury Shares in the Company’s Special Securities Account for Repurchase and ShareChanges (Announcement No.: 2023-050). The aforesaid 28,186,133 treasury shares have been cancelled on 29 August 2023 with theShenzhen branch of China Securities Depository and Clearing Co., Ltd., with the cancelled number of shares, date of completion andterm of retirement all in compliance with the applicable laws and regulations.
7. According to the Proposal of Repurchase of Certain Public Shares by the Company deliberated and adopted in the thirty-first meetingof the ninth session of the Board of Directors meeting held on 27 August 2021, the Company is allowed to use its own funds torepurchase certain of its shares for the implementation of the Company’s share incentive plan. On 28 February 2022, theimplementation of the proposal to repurchase certain of its shares through centralised price bidding transactions was completed, andthe cumulative number of A shares repurchased amounted to 499,999,919, details of which are set out in the Announcement on theCompleted Implementation of Share Repurchase Programme and Repurchase Implementation Results (Announcement No. 2022-007)dated 2 March 2022. On 29 November 2023, the Company disclosed the Announcement of Resolutions of the Twenty-third Meeting ofthe Tenth Session of the Board of Directors (Announcement No. 2023-063) and the Announcement on Changing the Purpose of theRepurchased Shares and Cancelling Them (Announcement No. 2023-065), which stated that according to the actual situation of theCompany and in order to safeguard the interests of the general public of investors, the Company intends to change the purpose of therepurchase of the Company’s shares for the year 2021 from “for the implementation of the Company’s share incentive program” to“for cancellation and corresponding reduction of registered capital”. On 15 December 2023, the Company disclosed the Announcementof Resolutions of the Third Extraordinary General Meeting of 2023 (Announcement No. 2023-068), at which the Resolution onChanging the Use of the Repurchased Shares for the Purposes of the Repurchase and for Cancellation was deliberated and approved.On 27 December 2023, the Company disclosed the Announcement on the Completion of the Retirement of Repurchased Shares &Share Changes (Announcement No. 2022-071). The aforesaid 499,999,919 treasury shares have been cancelled on 25 December 2023with the Shenzhen branch of China Securities Depository and Clearing Co., Ltd., with the cancelled number of shares, date ofcompletion and term of retirement all in compliance with the applicable laws and regulations.
| Overview of significant event | Disclosure date | Disclosure website |
| Announcement on the Signing of Supplemental Agreement (III) to the Cooperation Agreement for the Life Science and Technology Industrial Base Project | 10 June 2023 | www.cninfo.com.cn |
| Announcement on Investment and Construction of BOE Vietnam Project | 29 August 2023 | www.cninfo.com.cn |
| Announcement on Participation of Subsidiary in Establishment of Beijing-Tianjin Joint Development (Beijing) Equity Investment Fund Partnership (Limited Partnership) and the Related-party Transaction | 31 October 2023 | www.cninfo.com.cn |
Announcement on the Investment for the Development of the Project of theProduction Lines of the 8.6
thGeneration AMOLED
| Announcement on the Investment for the Development of the Project of the Production Lines of the 8.6th Generation AMOLED | 29 November 2023 | www.cninfo.com.cn |
| Announcement on Participation of Subsidiary in Establishment of Beijing Xianzhilian Phase II Venture Capital Fund (Limited Partnership) | 29 November 2023 | www.cninfo.com.cn |
(Summary)
Chairman of the Board (signature): Mr. Chen Yanshun
Date of the Board’s approval of this Report: 29 March 2024