On May 31, Dong Mingzhu, chairman of Zhuhai Gree Electric Co., Ltd., ushered in the last day of his second term.
Three years ago, in the same year of change, Gree Electric Co., Ltd. passed the motion for the reelection of the company’s board of directors on May 10 of that year and disclosed to the shareholders a list of candidates headed by Dong Mingzhu.
Three years later and later today, Gree Electric has not announced the list of candidates. Dong Mingzhu's 'out of service' has become a fact.
On May 31, the company “deeply read” and called the Gree Electric Appliance Investor’s Department. A person from the other side stated that it was unclear exactly why the list of candidates was not announced. Before the formal change, according to the company’s articles of association, Dong Mingzhu Will continue to perform normal duties.
Regardless of Dong Mingzhu's re-election or not, Gree will face all kinds of uncertainties.
The general meeting of shareholders will be held at the end of June
On May 31st, 2012, Gree Electric Co., Ltd. announced that when he was the vice chairman, Dong Mingzhu, the president of the company replaced Zhu Jianghong as the chairman and legal representative of Gree Group, and the official opening of Dong Mingzhu era.
The provisions of Gree Electric Company stipulate that there are 9 members of the board of directors. The candidates are elected or replaced by the general meeting of shareholders. The term of office is three years, and the term of office can be re-elected for a term of three years. The term of office of each president is also three years.
On May 10, 2015, Gree Electric Group disclosed the list of candidates for the new directors including Dong Mingzhu as scheduled. On June 1st, Gree Electric held a board meeting for the tenth session. Dong Mingzhu was elected as the chairman of the Board and officially opened the second place. Term of office.
As of today, Dong Mingzhu’s term of office is full. As of press time, Gree has not released the list of candidates.
On May 31st, a staff member of Gree Electric Investor's Department said to the company that they had not received the relevant notice. 'The specific reason is not clear. It may be that the process of approval within the state-owned enterprises is relatively long. The shareholders must nominate the shareholders. The nomination process is complicated and will delay some time', the staff member said.
The 'state-owned enterprise' mentioned by the staff means the Gree Group wholly owned by the SASAC of Zhuhai City. In addition to holding Gree Electric Appliances, the Group also holds Zhuhai Gree Property Co., Ltd., Zhuhai Gree Financial Investment Management Co., Ltd. Etc. Currently, Zhou Lewei is the chairman of Gree Group.
According to the provisions of the Gree Electric Company’s articles of association, when a director resigns or his term of office expires, all transfer procedures must be completed with the board of directors. The duty of loyalty to the company and shareholders shall not be lifted after the expiration of the term of office. After the resignation takes effect or the term of office expires, Still valid during the year.
The staff of the Investor Management Department stated that according to the Articles of Association, Dong Mingzhu will continue to perform his duties before selecting a new director.
'There is no time to stipulate that we must perform our duties before the new one is elected.' she said.
In addition to the general election, Gree Electric's shareholder meeting this year was also postponed. Earlier on May 31, some media reported that the general meeting of shareholders scheduled to be held on May 31 will be postponed. The reason for the postponement is unknown.
In the past three years, Gree Electric Appliances announced that the shareholders meeting will be held in May, May 29 (2015), 16 (2016) and 12 (2017) respectively.
According to the regulations of Gree Electric Appliances, the convener will notify shareholders by way of public announcement 20 days before the annual general meeting of shareholders; prior to the election of the members of the board of directors, the board of directors shall announce to shareholders the candidates' resumes and basic information of the candidates.
Since Gree Electric has not announced the information of the general meeting of shareholders and has not announced the list of candidates, it can be judged that the list of candidates must wait until at least June 20 to be announced.
The staff of the Investor Affairs Department also said to the company that the general meeting of shareholders may be held at the end of June. 'The general meeting of shareholders should discuss the candidates for the candidate (chairman).' The staff member said.
After Dong Mingzhu era still faces risks
In 2012, Dong Mingzhu took office as chairman of Gree. In the six years under her administration, Gree Electric Appliances revenue increased from RMB 1101 million on December 31, 2012 to RMB 150.2 million at the end of last year, and net profit for the same period grew from RMB 7.38 billion. Increased to 24.402 billion yuan, the average annual compound growth rate was 8.31% and 40.71%.
During the same period, Gree's product line has also expanded, from the previous main air-conditioning and small home appliances, gradually evolved into air conditioners, small appliances, smart home, industrial equipment, new energy and so on.
In 2012, in Gree Electric's revenue of 91.248 billion yuan, air-conditioning revenue was 88.886 billion yuan, accounting for 97.41%; at the end of last year, Gree air-conditioning realized a total revenue of 1.23410 trillion yuan, accounting for a total revenue of 148.286 billion yuan. The proportion is 83.22%.
In recent years, Dong Mingzhu has tried to intervene in frontier fields such as new energy vehicles and chip manufacturing.
In August 2016, Gree announced the acquisition of a 100% stake in Zhuhai Yinlong, with a target valuation of RMB 13 billion. However, the valuation of RMB 13 billion caused some small and medium shareholders to strongly oppose it. In October of that year, the shareholders’ meeting passed only the issuance of shares. Long's plan rejected the relevant proposals for supporting raised funds and employee stocks; in November, the revised plan was still not approved by the shareholders' meeting.
Since then, Dong Mingzhu purchased Zhuhai Yinlong’s controlling share in his personal name.
This year, Dong Mingzhu also proposed to enter the field of chips.
In April, Gree announced no dividends, which aroused people's concern. On April 26, Gree Electric Co., Ltd. responded to the supervision, saying that the reason for the non-profit sharing was that the company plans to gradually expand the air-conditioning capacity, and plans to deploy smart equipment, smart appliances, integrated circuits. In other industries, in May, Dong Mingzhu said in an interview with CCTV that it plans to invest RMB 50 billion in chip R&D and manufacturing in the next three years.
At this year's general meeting of shareholders, whether the opinions of small and medium-sized investors on the non-profit sharing and investment of 50 billion yuan in making chips will affect the re-election of Dong Mingzhu cannot be predicted.
In addition, after 2016, Gree Electric enters the 'two yuan structure'. The chairman of the group company and the chairman of the listed company are selected by different candidates, or weaken the control of the listed company's chairman on the company.
In the era of Zhu Jianghong and the early days of Dong Mingzhu, both the Chairman of Gree Group and the Chairman of Gree Electric were the same person. Until the end of 2016, Dong Mingzhu resigned as Chairman of Gree Group. Zhuhai SASAC appointed Zhou Lewei as Zhuhai Gree Group Limited. Company director, chairman, legal representative.
Public information shows that Zhou Lewei once served as chairman of the Zhuhai Airshow Company, director of the Zhuhai Municipal Convention and Exhibition Bureau, and a member of the Standing Committee of the Zhuhai Jinwan District Party Committee, executive deputy head, and party committee member.
However, Zhu Mingyin, who was heavily invested by Dong Mingzhu, was exposed to unfavorable news such as arrears of payment and production stagnation.
In addition, the air-conditioning market is greatly affected by real estate factors. As the real estate market gradually becomes saturated, the air-conditioning market may usher in its own saturation period. In May this year, brokers such as Guotai Junan, China Merchants Securities and Huatai Securities said in their research report that If the real estate market declines more than expected in the future, Gree's air-conditioning sales will face risks.