Stock Code: 601689 Abbr.: Tuopu Group Ningbo Tuopu Group Co., Ltd. Annual Report 2020 April 2021 Ningbo Tuopu Group Co., Ltd. Annual Report 2020 Important Notes I. The Board of Directors, Board of Supervisors, Directors, Supervisors and Senior Management of Ningbo Tuopu Group Co., Ltd. hereby guarantee that the information presented in this report shall be authentic, accurate and complete and free of any false records, misleading statements or material omissions, and they will bear joint and several liability for such information. II. All directors attended the meeting of the Board of Directors. III. BDO China Shu Lun Pan Certified Public Accountants LLP (Special General Partnership) issued a standard and unqualified audit report for the Company. IV. Wu Jianshu, a person in charge of the Company, Hong Tieyang, an officer in charge of accounting work and accounting institution (Accounting Officer) hereby declare and warrant that the financial statements in the annual report are authentic, accurate, and complete. V. The profit distribution plan for the reporting period or the plan for converting public reserve funds into additional share capital after consideration by the Board of Directors As audited by BDO China Shu Lun Pan Certified Public Accountants LLP (Special General Partnership), Ningbo Tuopu Group Co., Ltd. (“The Parent Company”) realized a net profit at RMB 620,890,219.47 in 2020, after a statutory surplus reserve at RMB 62,089,021.95 is withdrawn at 10% of the realized net profit, the profit available for distribution in the year is RMB 558,801,197.52; with the undistributed profit at the beginning of the year at RMB 2,539,788,223.59 added, and the cash dividends at RMB 200,447,672.31 distributed in 2020 deducted, the cumulative profit available for distribution at the end of 2020 is RMB 2,898,141,748.80. According to the resolution passed at the 6th meeting of the fourth Board of Directors of the Company, the profit distribution plan laid down for 2020 is: with a total of 1,102,046,572 shares on the date of plan announcement as the base number, RMB 1.72 per 10 shares (tax included) will be distributed to all shareholders as cash dividends. Then the gross amount of cash dividends proposed for distribution is RMB 189,552,010.38 (tax included), in 30.17% of the net profit attributable to shareholders of public company. The remaining undistributed profit rolls over to the next year. The Company will not convert any public reserve funds into additional share capital or issue any bonus shares this year. If there is a change in the said total shares in the period from the date of the announcement of profit distribution plan to the record date for distribution, the Company is prepared to keep the gross amount of cash dividends as stated above, adjust the proportion of dividend per share, and otherwise announce the particulars of adjustment. The above profit distribution plan is prospectively submitted to the general meeting of the Company for consideration. VI. Risk statement of forward-looking statements √Applicable □Non-applicable The forward-looking description of the future development strategy, business plan, performance forecast and other aspects in relation to the Company as contained herein will not constitute a substantial commitment to investors. All investors of the Company are advised to be cautious about the investment risks. VII. Whether there is any non-operating capital occupation by the controlling shareholder and its affiliates No VIII. Whether there is any external guarantee provided in violation of the prescribed decision procedures No 2 / 225 Ningbo Tuopu Group Co., Ltd. Annual Report 2020 IX. Whether there are more than half of the directors who cannot guarantee the annual report disclosed by the Company as to its authenticity, accuracy and completeness No X. Significant risk statement The Company has described the significant risks that may adversely affect the future development of the Company and the realization of its business objectives herein. More details are available in "Section IV Discussion and Analysis of Business Conditions" under this report. XI. Other √Applicable □Non-applicable On 28 August 2020, China Securities Regulatory Commission (CSRC) approved the non-public issuance of A-shares of the Company by issuing the “Approval on non-public issuance of shares by Ningbo Tuopu Group Co., Ltd.” (Zheng Jian Permit [2020] No.1982). On 23 February 2021, the Company completed this non-public issuance of shares and go through the recording, custody and restricted sales procedures in relation to additional shares in this non-public issuance at the premises of China Securities Depository and Clearing Corporation Limited Shanghai Branch. In this non-public issuance, the Company issued 47,058,823 ordinary shares at a price of RMB 42.50/share, the total amount of raised funds is RMB 1,999,999,977.50. With the issuance expense at RMB 21,582,130.76 (tax exclusive) deducted, the net amount of raised funds is RMB 1,978,417,846.74. 3 / 225 Ningbo Tuopu Group Co., Ltd. Annual Report 2020 Contents Section I Definitions ................................................................................................................................... 5 Section II Company Profile and Key Financial Indicators .......................................................................... 5 Section III Corporate Business Overview ................................................................................................. 11 Section IV Discussion and Analysis of Operation Conditions .................................................................. 15 Section V Significant Events ..................................................................................................................... 32 Section VI Changes in Common Shares and Shareholders ....................................................................... 53 Section VII Information about Preferred Shares ....................................................................................... 59 Section VIII Directors, Supervisors, Officers and Employees .................................................................. 60 Section IX Corporate Governance ............................................................................................................ 67 Section X Information of Corporate Bonds .............................................................................................. 70 Section XI Financial Report ................................................................................................................... 71 Section XII Documents Available for Reference .................................................................................... 225 4 / 225 Ningbo Tuopu Group Co., Ltd. Annual Report 2020 Section I Definitions I. Definitions In this report, unless the context requires otherwise, the following words and terms shall be construed as: Common terms and definitions The Company, issuer, Tuopu Refers to Ningbo Tuopu Group Co., Ltd. MECCA HK Refers to MECCA INTERNATIONAL HOLDING （HK） LIMITED, the controlling shareholder of the Company Reporting Period Refers to From January 1, 2020 to December 31, 2020 Board of Directors, Board of Refers to Board of Directors, Board of Supervisors, General Meeting Supervisors, General of Shareholders of Ningbo Tuopu Group Co., Ltd. Meeting of Shareholders 1.00 Yuan, 10,000 Yuan, 100 Refers to ¥1.00, ¥10,000.00, ¥100,000,000.00 million Yuan Section II Company Profile and Key Financial Indicators I. Company Information Company Name in Chinese 宁波拓普集团股份有限公司 Company Abbreviation in Chinese 拓普集团 Company Name in English Ningbo Tuopu Group Co.,Ltd. Company Abbreviation in English Tuopu Group Legal Representative of the Company Wu Jianshu II. Contact Person and Contact Information Security of the Board Representative of Securities Affairs Name Wang Mingzhen Gong Yuchao Contact Address 268 Yuwangshan Rd, Beilun District, 268 Yuwangshan Rd, Beilun Ningbo District, Ningbo Tel. 0574-86800850 0574-86800850 Fax 0574-86800877 0574-86800877 E-mail [email protected] [email protected] III. General Informaiton Summary Registered Address of the 268 Yuwangshan Rd, Daqi Street, Beilun District, Ningbo, Zhejiang Company Postal Code of Registered Address 315806 5 / 225 Ningbo Tuopu Group Co., Ltd. Annual Report 2020 Office Address of the Company 268 Yuwangshan Rd, Daqi Street, Beilun District, Ningbo, Zhejiang Postal Code of Office Address 315806 Website www.tuopu.com E-mail [email protected] IV. Information Disclosure and Location The Media Selected by the Company for Disclosure <Securities Times> Website Designated by CSRC for Publishing Annual SSE website (www.sse.com.cn) Report Location for Annual Report of the Company Office of Board Secretary V. Overview of Stock Information Overview of Stock Information Stock Abbreviation Stock Type Stock Exchange Stock Abbreviation Stock Code Before Change - A-share Shanghai Stock Tuopu Group 601689 Exchange VI. Other Related Information Accounting Name BDO China Shu Lun Pan Certified Public Accountants firm appointed LLP (Special General Partnership) by the Office Address 5/F, 61 East Nanjing Rd, Shanghai Company Name of Undersigned Zhu Wei, Tang Wei (domestic) Accountants The sponsor Name China Merchants Securities Co. Ltd institution Office Address 111 Fuhua First Rd, Futian Street, Futian District, hired by the Shenzhen, Guangdong company to Name of undersigned Xiao Yan, Tan Guotai perform the sponsor’s representatives continuous Period of continuous 201From July