[三季报]深深房B:2021年第三季度报告(英文版)
Stock Code: 000029, 200029 Stock Name: SPG, SPG-B Announcement No.: 2021-046 SHENZHEN SPECIAL ECONOMIC ZONE REAL ESTATE & PROPERTIES (GROUP) CO., LTD. THIRD QUARTERLY REPORT 2021 Shenzhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. (hereinafter referred to as the “Company”) and all the members of the Company’s Board of Directors hereby guarantee that the contents of this Report are true, accurate and complete and free of any misrepresentations, misleading statements or material omissions. Important Notes: 1. The Board of Directors, the Supervisory Committee as well as the directors, supervisors and senior management of the Company hereby guarantee that the contents of this Report are true, accurate and complete and free of any misrepresentations, misleading statements or material omissions, and collectively and individually accept legal responsibility for such contents. 2. The Company’s legal representative, Chief Financial Officer, and head of the Company’s financial department (equivalent to financial manager) hereby guarantee that the financial statements carried in this Report are true, accurate and complete. 3. Indicate whether the financial statements in this Report have been audited by an independent auditor. □Yes √ No I Key Financial Information (I) Key Accounting Data and Financial Indicators Indicate whether there is any retrospectively restated datum in the table below. □ Yes √ No Q3 2021 YoY change (%) Q1-Q3 2021 YoY change (%) Operating revenue (RMB) 272,065,605.11 -56.22% 966,663,823.58 -20.61% Net profit attributable to the listed company’s shareholders (RMB) 29,640,906.70 -70.82% 163,539,812.93 -17.75% Net profit attributable to the listed company’s shareholders before exceptional gains and losses (RMB) 29,576,289.10 -70.78% 162,466,061.77 -17.87% Net cash generated from/used in operating activities (RMB) —— —— -1,264,096,374.55 -1,397.71% Basic earnings per share (RMB/share) 0.1004 -4.47% 0.1617 -17.71% Diluted earnings per share (RMB/share) 0.1004 -4.47% 0.1617 -17.71% Weighted average return on equity (%) 0.77% -1.99% 4.26% -8.48% 30 September 2021 31 December 2020 Change (%) Total assets (RMB) 6,181,890,175.11 4,936,916,746.74 25.22% Equity attributable to the listed company’s shareholders (RMB) 3,873,072,154.75 3,797,512,488.22 1.99% (II) Exceptional Gains and Losses √ Applicable □ Not applicable Unit: RMB Item Q3 2021 Q1-Q3 2021 Note Non-operating income and expense other than the above 86,156.80 1,431,668.21 Less: Income tax effects 21,539.20 357,917.05 Total 64,617.60 1,073,751.16 -- Other items that meet the definition of exceptional gain/loss: □ Applicable √ Not applicable No such cases in the Reporting Period. Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item 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 in the Reporting Period. (III) Changes in Key Financial Statement Line Items and Explanation √ Applicable □ Not applicable Unit: RMB Key income statement item Q1-Q3 2021 Q1-Q3 2020 Change (%) Reason for change Operating revenue 966,663,823.58 1,217,660,802.78 -20.61% Decrease in carryforwards of property sales Marketing expense 31,229,738.10 49,259,539.14 -36.60% Adjustment to the marketing pace Finance costs -17,527,527.04 -6,794,077.29 -157.98% Increase in interest income Return on investment 1,889,160.47 15,816,818.60 -88.06% Decrease in income from investments in wealth management products Key cash flow statement item Q1-Q3 2021 Q1-Q3 2020 Change (%) Reason for change Net cash generated from/used in operating activities -1,264,096,374.55 97,409,818.45 -1397.71% Payment for land Net cash generated from/used in investing activities -951,251,423.49 1,020,818,810.32 193.19% Purchase of monetary funds Net cash generated from/used in financing activities 243,164,282.22 -166,923,900.00 245.67% Project company’s receipt of loan from minority shareholder Key balance sheet statement 30 September 2021 31 December 2020 Change (%) Reason for change Monetary assets 702,463,353.84 2,687,465,070.01 -73.86% Purchase of monetary funds and payment for land Inventories 3,977,470,978.35 1,220,464,112.56 225.90% Increase in property development projects Accounts payable 100,660,778.43 176,926,614.28 -43.11% Payment for engineering service Contract liabilities 322,759,572.82 196,786,977.19 64.01% Increase in property pre-sale revenue II Shareholder Information (I) Numbers of Ordinary Shareholders and Preference Shareholders with Resumed Voting Rights as well as Holdings of Top 10 Shareholders Unit: share Number of ordinary shareholders 57,265 Number of preference shareholders with resumed voting rights (if any) 0 Top 10 shareholders Name of shareholder Nature of shareholder Shareholding percentage Total shares held Restricted shares held Shares in pledge, marked or frozen Status Shares Shenzhen Investment Holdings Co., Ltd. State-owned corporation 57.19% 578,595,836 Shenzhen State-Owned Equity Operation and Management Co., Ltd. Domestic non-state-owned legal person 6.35% 64,288,426 Yang Jianmin Domestic natural person 0.37% 3,766,777 Pan Jun Domestic natural person 0.32% 3,254,300 Lin Weirong Domestic natural person 0.31% 3,128,600 Wang Yulan Domestic natural person 0.23% 2,288,391 Liu Yuqing Domestic natural person 0.21% 2,100,201 Shenzhen Bao'an Songgang Huamei Industry Company Domestic non-state-owned legal person 0.18% 1,835,300 Zang Xiangfeng Domestic natural person 0.16% 1,614,363 He Qiao Domestic natural person 0.16% 1,575,000 Top 10 unrestricted shareholders Name of shareholder Unrestricted shares held Shares by type Type Shares Shenzhen Investment Holdings Co., Ltd. 578,595,836 RMB-denominated ordinary stock 578,595,836 Shenzhen State-Owned Equity Operation and Management Co., Ltd. 64,288,426 RMB-denominated ordinary stock 64,288,426 Yang Jianmin 3,766,777 RMB-denominated ordinary stock 3,766,777 Pan Jun 3,254,300 RMB-denominated ordinary stock 3,254,300 Lin Weirong 3,128,600 RMB-denominated ordinary stock 3,128,600 Wang Yulan 2,288,391 RMB-denominated ordinary stock 2,288,391 Liu Yuqing 2,100,201 RMB-denominated ordinary stock 2,100,201 Shenzhen Bao'an Songgang Huamei Industry Company 1,835,300 RMB-denominated ordinary stock 1,835,300 Zang Xiangfeng 1,614,363 RMB-denominated ordinary stock 1,614,363 He Qiao 1,575,000 RMB-denominated ordinary stock 1,575,000 Related or acting-in-concert parties among the shareholders above Among the top 10 shareholders of the Company, Shenzhen State-Owned Equity Operation and Management Co., Ltd. is the wholly-owned subsidiary of Shenzhen Investment Holdings Co., Ltd. The Company does not know whether there exists related-party relationship among the other shareholders, or whether they are persons acting in concert as prescribed in the Administrative Measures for the Acquisition of Listed Companies. Top 10 shareholders engaged in securities margin trading (if any) Among the top 10 shareholders, the third shareholder holds 1,466,400 shares of the Company in his credit security account; the fifth shareholder holds 1,969,900 shares of the Company in his credit security account; the seventh shareholder holds 2,010,201 shares of the Company in his credit security account; the eighth shareholder holds 1,835,300 shares of the Company in its credit security account; the ninth shareholder holds 1,600,663 shares of the Company in its credit security account; the tenth shareholder holds 1,279,600 shares of the Company in his credit security account. (II) Number of Preference Shareholders and Shareholdings of Top 10 of Them □ Applicable √ Not applicable III Other Significant Events √ Applicable □ Not applicable The Measures for the Management of Employees' Co-investment and the Measures for the Management of Employees' Co-investment of Linxijun Project were deliberated and approved at the 63rd Meeting of the 7th Board of Directors and the 2021 First Extraordinary General Meeting. For more details, see the Announcement on Resolutions of the 63rd Meeting of the 7th Board of Directors (Announcement No. 2021-023) and the Announcement on Resolutions of the 2021 First Extraordinary General Meeting of Shareholders (Announcement No. 2021-026) disclosed on 1 July and 17 July 2021. During the Reporting Period, the co-investment employees followed the investment in projects through establishing a partnership enterprise and completed the payment of co-investment subscription funds. During the Reporting Period, the Company received the Letter of Commitment on Avoiding Horizontal Competition from the controlling shareholder Shenzhen Investment Holdings Co., Ltd. which took effect since 27 September 2021. For more details, see the Announcement on Receiving the Letter of Commitment on Avoiding Horizontal Competition from the Controlling Shareholder (Announcement No. 2021-032) disclosed by the Company on 11 September 2021 and the Announcement on Resolutions of the 2021 First Extraordinary General Meeting (Announcement No. 2021-34) disclosed by ShenZhen Properties & Resources Development (Group) Ltd. on 27 September 2021. In June 2021, the Company purchased wealth management products with its own funds of RMB1.3 billion. For more details, see the Announcement on Progress of Purchasing Wealth Management Products with its Own Funds (Announcement No. 2021-022) disclosed by the Company on 4 June 2021. Above wealth management products have been partly redeemed during the Reporting Period. For more details, see the Announcement on Progress of Purchasing Wealth Management Products with its Own Funds (Announcement No. 2021-036) disclosed by the Company on 24 September 2021. On 28 September 2021, the Company participated in the land use right assignment activity through quotation held by the Land and Mining Rights Business Branch of Shenzhen Exchange Group Co., Ltd., and won the use right of No. A511-0039 state-owned land with RMB965 million. For more details, see the Announcement on Winning the Bid of State-Owned Land Use Right (Announcement No. 2021-039) disclosed by the Company on 30 September 2021. IV Quarterly Financial Statements (I) Financial Statements 1. Consolidated Balance Sheet Prepared by ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. 30 September 2021 Unit: RMB Item 30 September 2021 31 December 2020 Current assets: Monetary assets 702,463,353.84 2,687,465,070.01 Settlement reserve Loans to other banks and financial institutions Held-for-trading financial assets 510,767,599.33 Derivative financial assets Notes receivable 11,114,994.95 35,438,045.34 Accounts receivable 55,993,577.86 59,590,944.06 Receivables financing Prepayments 11,517,698.85 3,205,534.51 Premiums receivable Reinsurance receivables Receivable reinsurance contract reserve Other receivables 16,225,307.09 32,745,043.84 Including: Interest receivable Dividends receivable 1,052,192.76 1,052,192.76 Financial assets purchased under resale agreements Inventories 3,977,470,978.35 1,220,464,112.56 Contract assets Assets held for sale Current portion of non-current assets Other current assets 128,265,569.09 102,907,134.79 Total current assets 5,413,819,079.36 4,141,815,885.11 Non-current assets: Loans and advances to customers Debt investments Other debt investments Long-term receivables Long-term equity investments 377,489.65 377,489.65 Investments in other equity instruments 37,811,287.05 37,510,860.51 Other non-current financial assets Investment property 596,946,146.28 616,365,621.53 Fixed assets 26,322,494.00 28,039,978.43 Construction in progress Productive living assets Oil and gas assets Right-of-use assets Intangible assets Development costs Goodwill Long-term prepaid expense 1,235,547.16 61,667.53 Deferred income tax assets 105,378,131.61 112,745,243.98 Other non-current assets Total non-current assets 768,071,095.75 795,100,861.63 Total assets 6,181,890,175.11 4,936,916,746.74 Current liabilities: Short-term borrowings 52,261,448.28 76,893,995.94 Borrowings from the central bank Loans from other banks and financial institutions Held-for-trading financial liabilities Derivative financial liabilities Notes payable 309,963,085.83 Accounts payable 100,660,778.43 176,926,614.28 Advances from customers 7,234,825.01 5,940,092.15 Contract liabilities 322,759,572.82 196,786,977.19 Financial assets sold under repurchase agreements Customer deposits and deposits from other banks and financial institutions Payables for acting trading of securities Payables for underwriting of securities Employee benefits payable 56,949,499.33 60,467,834.09 Taxes and levies payable 534,560,448.32 459,709,646.95 Other payables 600,816,147.79 277,105,129.74 Including: Interest payable 16,535,277.94 16,535,277.94 Dividends payable Fees and commissions payable Reinsurance payables Liabilities directly associated with assets held for sale Current portion of non-current liabilities Other current liabilities 16,052,821.06 8,917,027.07 Total current liabilities 2,001,258,626.87 1,262,747,317.41 Non-current liabilities: Insurance contract reserve Long-term borrowings Bonds payable Including: Preference shares Perpetual bonds Lease liabilities Long-term payables 7,714,318.04 7,480,233.43 Long-term employee benefits payable Provisions Deferred income Deferred income tax liabilities 9,601,940.74 9,601,940.74 Other non-current liabilities Total non-current liabilities 17,316,258.78 17,082,174.17 Total liabilities 2,018,574,885.65 1,279,829,491.58 Owners’ equity: Share capital 1,011,660,000.00 1,011,660,000.00 Other equity instruments Including: Preference shares Perpetual bonds Capital reserves 978,244,910.11 978,244,910.11 Less: Treasury stock Other comprehensive income 28,197,323.73 28,163,050.13 Specific reserve Surplus reserves 218,724,273.67 218,724,273.67 General reserve Retained earnings 1,636,245,647.24 1,560,720,254.31 Total equity attributable to owners of the Company as the parent 3,873,072,154.75 3,797,512,488.22 Non-controlling interests 290,243,134.71 -140,425,233.06 Total owners’ equity 4,163,315,289.46 3,657,087,255.16 Total liabilities and owners’ equity 6,181,890,175.11 4,936,916,746.74 Legal representative: Liu Zhengyu Chief Financial Officer: Wang Jianfei Head of the financial department: Qiao Yanjun 2. Consolidated Income Statement for Q1~Q3 Unit: RMB Item Q1~Q3 2021 Q1~Q3 2020 1. Revenues 966,663,823.58 1,217,660,802.78 Including: Operating revenue 966,663,823.58 1,217,660,802.78 Interest income Insurance premium income Fee and commission income 2. Costs and expenses 758,251,988.28 960,778,486.08 Including: Cost of sales 487,064,303.36 605,566,564.44 Interest expense Fee and commission expense Surrenders Net insurance claims paid Net amount provided as insurance contract reserve Expenditure on policy dividends Reinsurance premium expense Taxes and levies 198,738,261.87 256,360,411.16 Selling expense 31,229,738.10 49,259,539.14 Administrative expense 58,747,211.99 56,386,048.63 R&D expense Finance costs -17,527,527.04 -6,794,077.29 Including: Interest expense Interest income 17,610,476.40 7,502,105.11 Add: Other income 1,139,049.16 948,216.96 Return on investment (“-” for loss) 1,889,160.47 15,816,818.60 Including: Share of profit or loss of joint ventures and associates Income from the derecognition of financial assets at amortized cost (“-” for loss) Exchange gain (“-” for loss) Net gain on exposure hedges (“-” for loss) Gain on changes in fair value (“-” for loss) 8,571,018.86 Credit impairment loss (“-” for loss) 1,167,580.27 Asset impairment loss (“-” for loss) 534,500.00 Asset disposal income (“-” for loss) 3. Operating profit (“-” for loss) 221,178,644.06 274,181,852.26 Add: Non-operating income 1,587,259.37 3,428,723.89 Less: Non-operating expense 155,591.16 2,073,834.53 4. Gross profit (“-” for loss) 222,610,312.27 275,536,741.62 Less: Income tax expense 60,786,470.63 76,660,884.16 5. Net profit (“-” for net loss) 161,823,841.64 198,875,857.46 5.1 By operating continuity 5.1.1 Net profit from continuing operations (“-” for net loss) 161,823,841.64 198,875,857.46 5.1.2 Net profit from discontinued operations (“-” for net loss) 5.2 By ownership 5.2.1 Net profit attributable to owners of the Company as the parent 163,539,812.93 198,840,278.63 5.2.1 Net profit attributable to non-controlling interests -1,715,971.29 35,578.83 6. Other comprehensive income, net of tax 434,659.62 -5,938,704.24 Attributable to owners of the Company as the parent 34,273.60 -6,275,302.44 6.1 Items that will not be reclassified to profit or loss 300,426.54 -4,528,691.88 6.1.1 Changes caused by remeasurements on defined benefit schemes 6.1.2 Other comprehensive income that will not be reclassified to profit or loss under the equity method 6.1.3 Changes in the fair value of investments in other equity instruments 300,426.54 -4,528,691.88 6.1.4 Changes in the fair value arising from changes in own credit risk 6.1.5 Other 6.2 Items that will be reclassified to profit or loss -266,152.94 -1,746,610.56 6.2.1 Other comprehensive income that will be reclassified to profit or loss under the equity method 6.2.2 Changes in the fair value of other debt investments 6.2.3 Other comprehensive income arising from the reclassification of financial assets 6.2.4 Credit impairment allowance for other debt investments 6.2.5 Reserve for cash flow hedges 6.2.6 Differences arising from the translation of foreign currency-denominated financial statements -266,152.94 -1,746,610.56 6.2.7 Other Attributable to non-controlling interests 400,386.02 336,598.20 7. Total comprehensive income 162,258,501.26 192,937,153.22 Attributable to owners of the Company as the parent 163,574,086.53 192,564,976.19 Attributable to non-controlling interests -1,315,585.27 372,177.03 8. Earnings per share 8.1 Basic earnings per share 0.1617 0.1965 8.2 Diluted earnings per share 0.1617 0.1965 Where business combinations under common control occurred in the current period, the net profit achieved by the acquirees before the combinations was RMB0.00, with the amount for the same period of last year being RMB0.00. Legal representative: Liu Zhengyu Chief Financial Officer: Wang Jianfei Head of the financial department: Qiao Yanjun 3. Consolidated Cash Flow Statement for Q1~Q3 Unit: RMB Item Q1~Q3 2021 Q1~Q3 2020 1. Cash flows from operating activities: Proceeds from sale of commodities and rendering of services 1,193,484,545.48 1,264,810,543.01 Net increase in customer deposits and deposits from other banks and financial institutions Net increase in borrowings from the central bank Net increase in loans from other financial institutions Premiums received on original insurance contracts Net proceeds from reinsurance Net increase in deposits and investments of policy holders Interest, fees and commissions received Net increase in loans from other banks and financial institutions Net increase in proceeds from repurchase transactions Net proceeds from acting trading of securities Tax and levy rebates 36,956.05 30,184.28 Cash generated from other operating activities 291,631,335.69 189,648,016.53 Subtotal of cash generated from operating activities 1,485,152,837.22 1,454,488,743.82 Payments for commodities and services 1,960,830,478.99 335,093,891.09 Net increase in loans and advances to customers Net increase in deposits in the central bank and other banks and financial institutions Payments for claims on original insurance contracts Net increase in loans to other banks and financial institutions Interest, fees and commissions paid Policy dividends paid Cash paid to and for employees 109,899,447.97 112,729,873.31 Taxes and levies paid 259,655,231.62 604,692,731.70 Cash used in other operating activities 418,864,053.19 304,562,429.27 Subtotal of cash used in operating activities 2,749,249,211.77 1,357,078,925.37 Net cash generated from/used in operating activities -1,264,096,374.55 97,409,818.45 2. Cash flows from investing activities: Proceeds from disinvestment 1,000,000,000.00 Return on investment 1,889,160.47 20,917,568.22 Net proceeds from the disposal of fixed assets, intangible assets and other long-lived assets 1,700.00 1,000.00 Net proceeds from the disposal of subsidiaries and other business units Cash generated from other investing activities 797,803,419.53 Subtotal of cash generated from investing activities 799,694,280.00 1,020,918,568.22 Payments for the acquisition of fixed assets, intangible assets and other long-lived assets 1,063,945.34 99,757.90 Payments for investments Net increase in pledged loans granted Net payments for the acquisition of subsidiaries and other business units 449,881,758.15 Cash used in other investing activities 1,300,000,000.00 Subtotal of cash used in investing activities 1,750,945,703.49 99,757.90 Net cash generated from/used in investing activities -951,251,423.49 1,020,818,810.32 3. Cash flows from financing activities: Capital contributions received Including: Capital contributions by non-controlling interests to subsidiaries Borrowings received Cash generated from other financing activities 331,178,702.21 Subtotal of cash generated from financing activities 331,178,702.21 0.00 Repayment of borrowings Interest and dividends paid 88,014,419.99 166,923,900.00 Including: Dividends paid by subsidiaries to non-controlling interests Cash used in other financing activities Subtotal of cash used in financing activities 88,014,419.99 166,923,900.00 Net cash generated from/used in financing activities 243,164,282.22 -166,923,900.00 4. Effect of foreign exchange rates changes on cash and cash equivalents -34,837.73 -366,192.25 5. Net increase in cash and cash equivalents -1,972,218,353.55 950,938,536.52 Add: Cash and cash equivalents, beginning of the period 2,669,103,926.82 1,507,189,760.35 6. Cash and cash equivalents, end of the period 696,885,573.27 2,458,128,296.87 (II) Adjustments to the Financial Statements 1. Adjustments to the Financial Statements at the Beginning of the First Execution Year of the New Standards Governing Leases from 2021 √ Applicable □ Not applicable Whether the Company needs to adjust items in the balance sheet at the beginning of the year □ Yes √ No The reason for not adjusting balance sheet account at the beginning of the year: In accordance with the provisions of the new leasing standards, from 1 January 2021, the group chooses to recognize right-of-use assets and lease liabilities for all leased assets at the present value of the minimum lease payment for future rent payable, with the exception of simplified short-term leases and leases of low-value assets, and to recognize depreciation and interest expenses respectively, without adjusting the information for comparable periods. In practice, there are not many leased assets within the group, which is the main reason to simplify short-term leases and leases of low-value assets and no longer recognize its right-of-use assets and lease liabilities. 2. Retrospective Restatement of Previous Comparative Data due to the First Execution of the New Standards Governing Leases from 2021 □ Applicable √ Not applicable (III) Independent Auditor’s Report Indicate by tick mark whether the financial statements above have been audited by an independent auditor. □ Yes √ No These financial statements have not been audited by such an auditor. Board of Directors ShenZhen Special Economic Zone Real Estate & Properties (Group) Co., Ltd. 25 October 2021 中财网
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