[一季报]京东方B:2021年第一季度报告全文(英文版)
原标题:京东方B:2021年第一季度报告全文(英文版) FIRST QUARTERLY REPORT 2021 说明: {536FCC60-55B9-4119-80C6-BAEB397C0202} 说明: 【F】LOGO April 2021 Part I Important Notes The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and senior management of BOE Technology Group Co., Ltd. (hereinafter referred to as the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents of this Report and its summary, and shall be jointly and severally liable for any misrepresentations, misleading statements or material omissions therein. All the Company’s directors have attended the Board meeting for the review of this Report and its summary. Mr. Chen Yanshun, the Company’s legal representative, Mr. Liu Xiaodong, President of the Company, Ms. Sun Yun, the Company’s Chief Financial Officer, and Ms. Yang Xiaoping, head of the Company’s financial department (equivalent to financial manager) hereby guarantee that the Financial Statements carried in this Report are factual, accurate and complete. This Report has been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. Part II Key Corporate Information I Key Financial Information Indicate by tick mark whether there is any retrospectively restated datum in the table below. √ Yes □ No Reason for any retrospectively adjustment or restatement Other reasons Item Q1 2021 Q1 2020 Change (%) Before After After Operating revenue (RMB) 49,655,379,519.00 25,879,940,117.00 23,887,380,060.00 107.87% Net profit attributable to the listed company’s shareholders (RMB) 5,182,037,171.00 566,676,460.00 566,676,460.00 814.46% Net profit attributable to the listed company’s shareholders before exceptional items (RMB) 4,484,934,082.00 -502,352,271.00 -502,352,271.00 - Net cash generated from/used in operating activities (RMB) 14,522,832,708.00 5,223,671,919.00 5,223,671,919.00 178.02% Basic earnings per share (RMB/share) 0.147 0.014 0.014 950.00% Diluted earnings per share (RMB/share) 0.147 0.014 0.014 950.00% Weighted average return on equity (%) 5.51% 0.50% 0.50% 5.01% Item 31 March 2021 31 December 2020 Change (%) Before After After Total assets (RMB) 427,658,157,566.00 424,256,806,331.00 424,256,806,331.00 0.80% Equity attributable to the listed company’s shareholders (RMB) 112,362,224,896.00 103,276,766,835.00 103,276,766,835.00 8.80% Other reasons The operating revenue for Q1 2020 was represented in accordance with reviewed data, which caused no influence on other financial indicators. Exceptional gains and losses: √ Applicable □ Not applicable Unit: RMB Item Q1 2021 Note Gain or loss on disposal of non-current assets (inclusive of impairment allowance write-offs) 149,147,539.00 N/A Tax rebates, reductions and exemptions with ultra vires approval or in lack of duly approved document 0.00 N/A Government subsidies charged to current profit and loss (exclusive of government subsidies given in 627,394,493.00 N/A the Company’s ordinary course of business at fixed quotas or amounts as per government’s uniform standards ) Capital occupation charges on non-financial enterprises that are charged to current gains and losses 0.00 N/A Income equal to the amount by which investment costs for the Company to obtain subsidiaries, associates and joint ventures are lower than the Company’s enjoyable fair value of identifiable net assets of investees when making investments 0.00 N/A Gains and losses on non-monetary asset swap 0.00 N/A Gains and losses on investment or asset management entrustments to other entities 0.00 N/A Allowance for asset impairments due to acts of God such as natural disasters 0.00 N/A Gains and losses on debt restructuring 0.00 N/A Restructuring costs in staff arrangement, integration, etc. 0.00 N/A Gains and losses on over-fair value amount as a result of transactions with distinctly unfair prices 0.00 N/A Current gains and losses on subsidiaries acquired through business mergers under same control from period-beginning to merger dates, net 0.00 N/A Gains and losses on contingencies that do not arise in the Company’s ordinary course of business 0.00 N/A Gain or loss on fair-value changes in trading financial assets and liabilities and derivative financial assets and liabilities & investment income from disposal of trading financial assets and liabilities and derivative financial assets and liabilities, and other creditors’ investment (exclusive of effective portion of hedges that arise in the Company’s ordinary course of business) 28,421,688.00 N/A Reversed portion of impairment allowance for accounts receivable and contract assets which are tested individually for impairment 2,844,705.00 N/A Gains and losses on loan entrustment 0.00 N/A Gains and losses on fair value changes in investment property of which subsequent measurement is carried out using fair value method 0.00 N/A Effects of all adjustments required by taxation, accounting and other applicable laws and regulations on current gains and losses 0.00 N/A Income from charges on entrusted management 0.00 N/A Non-operating income and expense other than above 18,665,471.00 N/A Other gains and losses that meet definition of nonrecurring gain/loss 0.00 N/A Less: Income tax effects 81,244,762.00 N/A Non-controlling interests effects (net of tax) 48,126,045.00 N/A Total 697,103,089.00 -- Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item defined or listed in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Gain/Loss Items: □ Applicable √ Not applicable No such cases for the Reporting Period. II Total Number of Shareholders and Holdings of Top 10 Shareholders at 31 March 2021 1. Numbers of Ordinary Shareholders and Preferred Shareholders with Resumed Voting Rights as well as Holdings of Top 10 Shareholders Unit: share Number of ordinary shareholders at the period-end 1,329,925 (including 1,292,791 A-shareholders and 37,134 B-shareholders) Top 10 shareholders Name of shareholder Nature of shareholder Shareholding percentage Total shares held Restricted shares held Shares in pledge or frozen Status Shares Beijing State-owned Capital Operation and Management Center State-owned legal person 11.68% 4,063,333,333 0 N/A 0 Hong Kong Securities Clearing Company Ltd. Foreign legal person 5.90% 2,051,846,141 0 N/A 0 Beijing BOE Investment & Development Co., Ltd. State-owned legal person 2.36% 822,092,180 0 N/A 0 Hefei Jianxiang Investment Co., Ltd. State-owned legal person 1.91% 666,195,772 0 N/A 0 Chongqing Ezcapital Opto-electronic Industry Investment Co., Ltd. State-owned legal person 1.33% 463,816,446 0 N/A 0 Hefei Jianxin Investment Co., Ltd. State-owned legal person 1.30% 452,016,095 0 N/A 0 Beijing Yizhuang Investment Holdings Co., Ltd State-owned legal person 1.12% 388,827,757 0 N/A 0 China Construction Bank-GF Technology Pioneer Mixed Type Securities Investment Fund Other 0.98% 341,531,677 0 N/A 0 Beijing Electronics Holdings Co., Ltd. State-owned legal person 0.79% 273,735,583 0 N/A 0 Industrial and Commercial Bank of China-GF Double Engines Upgrade Mixed Type Securities Investment Fund Other 0.72% 249,000,000 0 N/A 0 Top 10 unrestricted shareholders Name of shareholder Unrestricted shares held Shares by type Type Shares Beijing State-owned Capital Operation and Management Center 4,063,333,333 RMB ordinary share 4,063,333,333 Hong Kong Securities Clearing Company Ltd. 2,051,846,141 RMB ordinary share 2,051,846,141 Beijing BOE Investment & Development Co., Ltd. 822,092,180 RMB ordinary share 822,092,180 Hefei Jianxiang Investment Co., Ltd. 666,195,772 RMB ordinary share 666,195,772 Chongqing Ezcapital Opto-electronic Industry Investment Co., Ltd. 463,816,446 RMB ordinary share 463,816,446 Hefei Jianxin Investment Co., Ltd. 452,016,095 RMB ordinary share 452,016,095 Beijing Yizhuang Investment Holdings Co., Ltd 388,827,757 RMB ordinary share 388,827,757 China Construction Bank-GF Technology Pioneer Mixed Type Securities Investment Fund 341,531,677 RMB ordinary share 341,531,677 Beijing Electronics Holdings Co., Ltd. 273,735,583 RMB ordinary share 273,735,583 Industrial and Commercial Bank of China-GF Double Engines Upgrade Mixed Type Securities Investment Fund 249,000,000 RMB ordinary share 249,000,000 Related or acting-in-concert parties among the shareholders above 1. Beijing State-owned Capital Operation and Management Center held 100% equities of Beijing Electronics Holdings Co., Ltd. 2. Beijing Electronics Holdings Co., Ltd. held 66.25% equities of Beijing BOE Investment & Development Co., Ltd. and was its controlling shareholder. 3. After the non-public issuing of BOE in 2014, Hefei Jianxiang Investment Co., Ltd. and Chongqing Ezcapital Opto-electronic Industry Investment Co., Ltd., by entering into Implementation Protocol of Voting Right respectively, agreed to maintain all of the shares held by them respectively unanimous with Beijing BOE Investment & Development Co., Ltd. when executing the voting rights of the shareholders. 4. After the non-public issuing of the Company in 2014, Beijing State-owned Capital Operation and Management Center handed over 70% of the shares directly held by it to Beijing Electronics Holdings Co., Ltd. for management through Stock Management Protocol, and Beijing Electronics Holdings Co., Ltd. gained the incidental shareholders’ rights except for disposing right and 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. 5. Except for the above relationships, the Company does not know any other connected party or acting-in-concert party among the top 10 shareholders. Top 10 ordinary shareholders involved in securities margin trading (if any) The shares held by Beijing Yizhuang Investment Holdings Co., Ltd. in the Company decreased by 31,709,700 shares due to engaging in securities financing. Indicate by tick mark whether any of the top 10 ordinary shareholders or the top 10 unrestricted ordinary shareholders of the Company conducted any promissory repo during the Reporting Period. □ Yes √ No No such cases in the Reporting Period. 2. Number of Preferred Shareholders and Shareholdings of Top 10 of Them □ Applicable √ Not applicable Part III Significant Events I Changes in Key Financial Statement Line Items and Explanation of why √ Applicable □ Not applicable 1. Operating revenue rose 108% during Q1 2021 compared to Q1 2020, primarily driven by the rising prices of primary products, the release of new production capacity, and changes to the consolidation scope in the Reporting Period. 2. Cost of sales rose 77% during Q1 2021 compared to Q1 2020, primarily driven by the expanding operating revenue. 3. Selling expense rose 43% during Q1 2021 compared to Q1 2020, primarily driven by the expanding operating revenue. 4. Administrative expense rose 59% during Q1 2021 compared to Q1 2020, primarily driven by the expanding operating revenue. 5. R&D expense rose 46% during Q1 2021 compared to Q1 2020, primarily driven by greater R&D investments. 6. Financial expenses rose 44% during Q1 2021 compared to Q1 2020, primarily driven by the new projects were transferred into operation,and changes to the consolidation scope in the Reporting Period. 7. Asset impairment loss declined 105% during Q1 2021 compared to Q1 2020, primarily driven by a decrease in the inventory valuation allowance according to the lower of cost and net realizable value in the Reporting Period. 8. Other income declined 45% during Q1 2021 compared to Q1 2020, primarily driven by a decrease in government grants in the Reporting Period. 9. Income tax expense rose 362% during Q1 2021 compared to Q1 2020, primarily driven by an increase in earnings in the Reporting Period. 10. Accounts receivable as at 31 March 2021 rose 31% compared to 31 December 2020, primarily driven by an increase in amounts due from customers with expanding operating revenue in the Reporting Period. 11. Net cash generated from operating activities rose 178% during Q1 2021 compared to Q1 2020, primarily driven by an increase in operating profit with a larger business size. 12. Cash used in investing activities rose 68% during Q1 2021 compared to Q1 2020, primarily driven by the repurchase of non-controlling interests and an increase in expenses on construction of new projects in the Reporting Period. II Progress, Influence and Solutions with regard to Significant Events √ Applicable □ Not applicable 1. On 18 October 2019, the Company disclosed the Announcement on the Company’s Application for CSRC’s Approval for its Public Issue of Renewable Corporate Bonds (Announcement No. 2019-052), and the Company received the No. [2019] 1801 Approval from CSRC. Based on the approval, the Company could publicly issue the renewable corporate bonds with the nominal value no more than RMB30 billion to qualified investors. The Company publicly issued renewable corporate bonds (to qualified investors) (the first issue) (“19BOEY1” for short; Code: 112741) in 2019 with the issue term from 28 October 2019 to 29 October 2019, the issuing scale of RMB8 billion and the bonds’ ultimate nominal interest rate of 4.0%. The Company publicly issued renewable corporate bonds (to qualified investors) (the first issue) (epidemic prevention and control bonds) (“20BOEY1” for short; Code: 149046) in 2020 with the issue term from 27 February 2020 to 28 February 2020, the issuing scale of RMB2 billion and the bonds’ ultimate nominal interest of 3.64%. The Company publicly issued the renewable corporate bonds (to qualified investors) (the second issue) (epidemic prevention and control bonds) (“20BOEY2” for short; Code: 149065) in 2020 with the issue term from 18 March 2020 to 19 March 2020, the issuing scale of RMB2 billion and the bonds’ ultimate nominal interest of 3.54%. The Company publicly issued the renewable corporate bonds (to qualified investors) (the third issue) (epidemic prevention and control bonds) (“20BOEY3” for short; Code: 149108) in 2020 with the issue term from 24 April 2020 to 27 April 2020, the issuing scale of RMB2 billion and the bonds’ ultimate nominal interest of 3.50%. The Company disclosed 2021 "20BOEY1" Interest Payment Announcement (Announcement No. 2021-016) on 23 February 2021. BOE Public Issuance of Renewable Corporate Bonds (to Qualified Investors) (the First Issue) (epidemic prevention and control bonds) in 2020 was one year old until 27 February 2021. According to the regulations, interest will be paid once a year during the interest-bearing period. The interest payment plan is RMB36.40 (including tax) per 10 bonds. The Company disclosed 2021 "20BOEY2" Interest Payment Announcement (Announcement No. 2021-018) on 17 March 2021. BOE Public Issuance of Renewable Corporate Bonds (to Qualified Investors) (the Second Issue) (pandemic prevention and control bonds) in 2020 was one year old until 18 March 2021. According to the regulations, interest will be paid once a year during the interest-bearing period. The interest payment plan is RMB35.40 (including tax) per 10 bonds. The Company disclosed 2020 "20BOEY3" Interest Payment Announcement (Announcement No. 2021-035) on 23 April 2021. BOE Public Issuance of Renewable Corporate Bonds (to Qualified Investors) (the Third Issue) in 2020 was one year old until 27 April 2021. According to the regulations, interest will be paid once a year during the interest-bearing period. The interest payment plan is RMB35.00 (including tax) per 10 bonds. 2. The Company’s wholly-owned subsidiary BOE Technology (HK) Limited filed a lawsuit on the sales contract dispute to the superior people’s court in Beijing, and the defendants included LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd. (hereinafter referred to as “LETV Mobile”), LETV Holdings (Beijing) Co., Ltd., Le Sai Mobile Technology (Beijing) Co., Ltd. and Jia Yueting with the claimed amount of USD41.84 million in total. However, Beijing Municipal Superior People’s Court respectively issued the Notice of Acceptance and the Civil Ruling Paper on Property Preservation on July 6, 2017 and July 31, 2017. LETV Mobile ever put forward the jurisdiction objection to Beijing Municipal Superior People’s Court, which was rejected, and then launched a lawsuit on the judgment of the jurisdiction objection to the Supreme People’s Court. Finally, the Supreme People’s Court made the final ruling, rejected the appeal of LETV Mobile and affirmed the original judgment. On 8 March 2019, the first hearing was held in Beijing Municipal Superior People’s Court. On 19 February 2020, Beijing Municipal Superior People’s Court issued the first instance judgment: (1) The defendant (LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd.) shall pay the plaintiff (BOE Technology (HK) Limited) the owed principal USD36,940,476.77 and the resulting interests (regarding the principal USD12,871,274.5 as the interest basis from 8 September 2016 to 1 March 2017, USD12,144,001.77 from 2 March 2017 to the actual payment day, USD16,172,935 from October 13, 2016 to the actual payment day, USD8,488,690 from November 10, 2016 to the actual payment day, and US134,850 from 8 December 2016 to the actual payment day; the annual interest rate shall be 6% (365 days)), as well as the liquidated damages (regarding the principal USD2,052,248.71 as the basis from 30 April 2017 to 1 July 2017, USD2,052,248.71 from 31 May 2017 to 1 July 2017, USD2,052,248.71 from 30 June 2017 to 1 July 2017, and USD36,940,476.77 from 2 July 2017 to the actual payment day; the penalty standard was 0.03% per day); under the Installment Payment Agreement within 10 days after the judgment took effect; (2) The defendant LETV Holdings (Beijing) Co., Ltd. shall burden the joint and several guarantee for the debt owed by LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd. Defined in the judgment (Item I); (3) After the Defendant LETV Holdings (Beijing) Co., Ltd. burdens the joint and several guarantee related to Item II, LETV Holdings (Beijing) Co., Ltd. shall have the right to claim compensation from LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd.; (4) The defendant(LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd.) shall pay the plaintiff (BOE Technology (HK) Limited) the owed principal USD2,459,090.91 and the resulting interests (regarding the principal USD2,459,090.91 as the interest basis from 27 May 2017 to 19 August 2019 with the PBC’s benchmark interest rate for loan during the same period as the standard; USD2,459,090.91 from August 20, 2019 to the actual payment day with the quoted interest rate of the loan market issued by the national inter-bank offer center as the standard; the year shall have 365 days) under the Purchase Order with the goods payment USD2.75 million; (5) Other claims of the plaintiff (BOE Technology (HK) Limited) shall be rejected. If the defendant LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd. and LETV Holdings (Beijing) Co., Ltd. fails to fulfill their payment obligation as scheduled in the judgment, the Defendant shall pay the double debt interests during the delayed period according to Article 253 of Civil Procedure Law of the People’s Republic of China. The litigation fee was RMB1,465,371.63, of which, RMB5,371.63 shall be paid by the plaintiff BOE Technology (HK) Limited (already paid), and RMB1.46 million shall be jointly burdened by LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd. and LETV Holdings (Beijing) Co., Ltd. (payment within 7 days after the judgment took effect); the preservation fee was RMB5000, which shall be jointly burdened by LETV Mobile Intelligent Information Technology (Beijing) Co., Ltd. and LETV Holdings (Beijing) Co., Ltd. (payment within 7 days after the judgment took effect). On 17 March 2020, BOE Technology (HK) Limited received the petition for appeal submitted by LETV Holdings (Beijing) Co., Ltd. to the court. LETV Holdings (Beijing) Co., Ltd. failed to pay the fee for the appeal it had instituted. The Supreme People’s Court made the judgment that the case was treated as that the appellant LeTV Holdings (Beijing) Co., Ltd. automatically withdrew the appeal on 8 July 2020. And the judgment of the first instance will take effect since the date when the written order is served. BOE Technology (HK) Limited has submitted the Application for Execution to Beijing High People’s Court and the court has accepted the execution application. On 24 December 2020, the Beijing No. 3 Intermediate People's Court made an Application for Execution that LeTV Mobile Intelligent Information Technology (Beijing) Co., Ltd, and LeTV Holdings (Beijing) Co., Ltd. had been included in the list of defaulters, and the court ruled to terminate this enforcement because the defaulters had no property available for execution. The Company has calculated corresponding bad-debt provision for the account receivables equaling the above-mentioned claimed amount according to the accounting standards, which has uncertain influence on the Company. 3. 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 of Private Placement of A-Shares in 2021. According to the disclosure, the Company intended to privately issue A-shares for no more than 35 special investors including Beijing Jingguorui State-owned Enterprise Reform and Development Fund (Limited Partnership) for raised funds with net amount not exceeding RMB20 billion. The raised funds will be used to acquire 24.06% equity in Wuhan BOE Optoelectronics Technology Co., Ltd., increase the capital in Chongqing BOE Display Technology Co., Ltd. & construct the project of its 6G AMOLED Production Line, increase the capital in Yunnan Chuangshijie Optoelectronics Technology Co., Ltd. & construct the project of 12-inch Si-based OLED, increase the capital in Chengdu BOE Hospital Co., Ltd. & construct the project of Chengdu BOE Hospital, repay the loan of Fuzhou Urban Construction Investment Group Co., Ltd., and supplement the working capital. On 10 February 2021, the Company disclosed the Announcement on Receiving the Reply of SASAC regarding Private Placement of A-Shares in 2021 (Announcement No.: 2021-014). According to the disclosure, the Company received the notice from its actual controller Beijing Electronics Holding Co., Ltd. saying the latter had received the Reply on Private Placement of Shares by BOE Technology Group Co., Ltd. (JGZCQ[2021]No. 5) from State-owned Assets Supervision and Administration Commission of People’s Government of Beijing Municipality who agreed the overall plan of this private placement of shares not exceeding 6,959,679,752 shares in principle. On 1 April 2021, the Company disclosed the Announcement on Applying the Acceptance of China Securities Regulatory Commission (CSRC) regarding the Private Placement of A-Shares in 2021 (Announcement No.: 2021-021). According to the disclosure, CSRC inspected the application materials regarding the private placement of A-Shares by listed company submitted by the Company in conformity with legal provisions and decided to accept the administrative license application. On 12 April 2021, the Company disclosed the Announcement on Receiving the Notice of First Review Feedback on Administrative Licensing Projects from the China Securities Regulatory Commission (CSRC) (Announcement No.: 2021-023). According to the disclosure, the CSRC reviewed the administrative licensing application materials submitted by the Company regarding the Approval of BOE Technology Group Co., Ltd. on the Private Placement of Shares (A-Shares in the Main Board and SME Board, and B-Shares) by Listed Companies, required the Company and related agency to provide written explanations and interpretations on relevant issues and to submit a written reply to the administrative license acceptance department of the CSRC within 30 days. On 27 April 2021, the Company disclosed the Announcement on Delayed Reply on the Notice of First Review Feedback on Administrative Licensing Projects from the China Securities Regulatory Commission (CSRC) (Announcement No.: 2021-036). According to the disclosure, it is estimated that the Company will be unable to submit a written reply to the CSRC within 30 days. After the prudent communication with related agency, the Company has submitted the delayed reply application. And the Company will submit a written reply and application files with updated financial data before 8 June 2021 with related agency and perform the information disclosure obligation in time. 4. On 23 March 2021, the Company disclosed the Announcement on the Resolution of the 24th Meeting of the 9th Board of Directors (Announcement No.: 2021-019). According to the disclosure, Mr. Zhang Yu was appointed as Vice President, CHRO and Professional Manager by the Board with his tenure from the approval date by the Board to the expiration of the tenure of the 9th Board of Director; and Ms. Su Xuefei was appointed as Securities Affairs Representative with her tenure from the approval date by the Board to the expiration of the tenure of the 9th Board of Directors. 5. On 13 April 2021, the Company disclosed the Announcement on the Resolution of the 25th Meeting of the 9th Board of Directors (Announcement No.: 2021-0xx) and the Announcement on the Departure of an Independent Director at Tenure Expiration and the Selection of a Replacement Independent Director (Announcement No.: 2021-0xx). According to the disclosure, Mr. Wang Huacheng applied for departing from his position as Independent Director of the Company and other positions in related committees under the Board due to the expiration of his tenure as Independent Director. At the 25th Meeting of the 9th Board of Directors, the Company considered and approved the Proposal on Selecting Mr. Zhang Xinmin as an Independent Director of the 9th Board of Directors, and nominated Mr. Zhang Xinmin as a candidate for Independent Director of the 9th Board of Directors. Overview of significant events Disclosure date Index to disclosure website for interim report Announcement on Being Transferred Some Equity of Mianyang BOE Optoelectronics Technology Co., Ltd. 27 January 2021 www.cninfo.com.cn Announcement on Investing the Production Line Expansion of Advanced Generation TFT-LCD by Wuhan BOE Optoelectronics Technology Co., Ltd. 23 March 2021 www.cninfo.com.cn Progress of any share repurchases: □ Applicable √ Not applicable Progress of any reduction of the repurchased shares through centralized bidding: □ Applicable √ Not applicable III Commitments that the Company’s Actual Controller, Shareholders, Related Parties, Acquirers, the Company Itself or Other Parties, Failed to Fulfill on Time during the Reporting Period √ Applicable □ Not applicable Commitment Promisor Type of commitment Details of commitment Date of commitment making Term of commitment Fulfillment Commitments made in share reform - - - - - - Commitments made in acquisition documents or shareholding alteration documents - - - - - - Commitments made in time of asset restructuring - - - - - - Commitments made in time of IPO or refinancing - - - - - - Equity incentive commitments - - - - - - Other commitments made to minority interests The Chairman of the Board: Mr. Chen Yanshun Vice Chairman of the Board: Mr. Liu Xiaodong Director: Ms. Sun Yun and Mr. Gao Wenbao Supervisor: Mr. Xu Yangping, Mr. He Daopin, Mr. Yan Jun and Other commitments In accordance with the Announcement on the Commitments of not Reducing the Shareholding by Some Directors, Supervisors and Senior Management (No.: 2020-001) disclosed by the Company on 22 February 2020, some of the Company’s directors, supervisors and senior managers, based on their confidence in the Company’s future development and their recognition of the corporate value, promise not to reduce or transfer any shares held in BOE (A shares), not to entrust others to manage specific shares, not to authorize others to execute their 21 February 2020 During the term as director, supervisor or senior manager, and in six months after the expiration of the term (the term determined when taking office). Ongoing Mr. Teng Jiao Senior Management: Mr. Yao Xiangjun, Mr. Zhang Zhaohong, Mr. Zhong Huifeng, Ms. Feng Liqiong, Mr. Xie Zhongdong, Mr. Miao Chuanbin and Mr. Liu Hongfeng voting right by means of any agreement, trust or other arrangements and not to require the Company to repurchase any specific shares during the terms of office and within 6 months after their tenures expire so as to promote the Company’s continuous, stable and healthy development and maintain the rights and interests of the Company and all shareholders. For any newly-added shares derived from the assignment of rights and interests including the share donation and the reserved funds converted into share capital during the period (corresponding to the specific shares), they shall still keep their promises till the commitment period expires. Executed on time or not Yes Specific reasons for failing to fulfill commitments on time and plans for next step N/A IV Financial Investments 1. Securities Investments √ Applicable □ Not applicable Unit: RMB Variety of security Symbol of security Name of security Initial investment cost Accounting measurement model Beginning carrying value Gain/loss of changes in fair value in the Reporting Period Accumulative changes in fair value recorded into equities Purchased in the Reporting Period Sold in the Reporting Period Gain/loss in Reporting Period Ending carrying value Accounting title Capital source Domestic and SH600658 Electronic 90,160,428.00 Fair value 74,372,840.00 0.00 -21,011,558.00 0.00 0.00 0.00 69,148,870.00 Other equity Self-owned overseas stock Zone method instruments investment funds Domestic and overseas stock HK01963 Bank of Chongqing 128,514,251.00 Fair value method 102,845,668.00 0.00 -15,012,811.00 0.00 0.00 0.00 113,501,440.00 Other equity instruments investment Self-owned funds Domestic and overseas stock HK01518 New Century Healthcare 134,067,764.00 Fair value method 36,995,513.00 0.00 -103,621,474.00 0.00 0.00 0.00 30,446,290.00 Other equity instruments investment Self-owned funds Other securities investments held at the period-end 0.00 -- 0.00 0.00 0.00 0.00 0.00 0.00 0.00 -- -- Total 352,742,443.00 -- 214,214,021.00 0.00 -139,645,843.00 0.00 0.00 0.00 213,096,600.00 -- -- Disclosure date of the announcement about the board’s consent for the securities investment N/A Disclosure date of the announcement about the general meeting’s consent for the securities investment (if any) N/A 2. Investments in Derivative Financial Instruments √ Applicable □ Not applicable Unit: RMB’0,000 Counterparty Relationship with the Company Related-party transaction or not Type of derivative Initial investment amount Start date End date Beginning investment amount Purchased in the Reporting Period Sold in the Reporting Period Impairment allowance (if any) Ending investment amount Ending investment amount as % of the Company’s ending net Actual gain/loss in the Reporting Period asset value Financial institutions Not related parties Not Foreign exchange forward contract 118,687.93 1 January 2021 31 March 2021 118,687.93 20,557.92 43,304.87 - 95,940.98 0.54% -282.36 Total 118,687.93 -- -- 118,687.93 20,557.92 43,304.87 - 95,940.98 0.54% -282.36 Funding source Self-funded Legal matters involved (if applicable) N/A Analysis of risks and control measures associated with the derivative investments held in the Reporting Period (including but not limited to market, liquidity, credit, operational and legal risks, etc.) As of the end of the reporting period, the financial derivatives held by the company are foreign exchange forward contracts, and the risks faced are related to the uncertainty of the foreign exchange market in the future. The company's control measures for the financial derivatives are as follows: the company controls the types of derivative transactions, reasonably matches the scale of derivative transactions, and the transactions must match the company's production, operation and development planning, mainly for the purpose of cost locking and risk prevention. Changes in market prices or fair value of derivative investments in the Reporting Period (fair value analysis should include measurement methods and related assumptions and parameters) The fair value of the invested derivatives at the end of the reporting period shall be determined by reference to the market quotation of the external financial institutions. Significant changes in accounting policies and specific accounting principles adopted for derivative investments in the Reporting Period compared to the last reporting period No major changes Opinion of independent directors on derivative investments and risk control N/A V Progress of Projects Financed with Raised Funds √ Applicable □ Not applicable Unit: RMB’0,000 Committed investment project and super raise fund arrangement Changed or not (including partial changes) Committed investment amount Investment amount after adjustment (1) Investment amount in the Reporting Period Accumulative investment amount as of the period-end (2) Investment schedule as the period-end (3)= (2)/(1) Date of reaching intended use of the project Realized income in the Reporting Period Whether reached anticipated income Whether occurred significant changes in project feasibility Committed investment project (19BOEY1) Capital increase to subsidiries Not 450,000 445,600 - 445,600 100.00% Naught N/A N/A Not Repayment of bank loan Not 350,000 350,000 - 350,000 100.00% Naught N/A N/A Not Subtotal of committed investment project -- 800,000 795,600 - 795,600 -- -- N/A -- -- Committed investment project (20BOEY1) Capital increase to subsidiries Not 200,000 198,900 - 198,900 100.00% Naught N/A N/A Not Repayment of bank loan -- 200,000 198,900 - 198,900 -- -- N/A -- -- Committed investment project (20BOEY2) Capital increase to subsidiries Not 200,000 198,878 - 198,878 100.00% Naught N/A N/A Not Repayment of bank loan -- 200,000 198,878 - 198,878 -- -- N/A -- -- Committed investment project (20BOEY3) Capital increase in subsidiaries Not 180,000 180,000 - 180,000 100.00% Naught N/A N/A Not Supplement to working capital No 20,000 18,888 - 18,888 100.00% Naught N/A N/A Not Subtotal of committed investment projects -- 200,000 198,888 - 198,888 -- -- N/A -- -- Total committed investment projects -- 1,400,000 1,392,266 - 1,392,266 -- -- -- -- Condition and reason for not reaching the schedule and anticipated income (by specific items) No such cases in the Reporting Period. Notes of condition (未完) |