[三季报]深中华B:2021年第三季度报告(英文版)
Stock code: 000017, 200017 short form of the stock: Zhonghua-A, Zhonghua-B Notice No.: 2021-041 Shenzhen China Bicycle Company (Holdings) Limited The Third Quarterly Report for 2021 The Company and whole members of the BOD guarantee that the information disclosed is true, accurate and complete, and there are no any fictitious records, misleading statements or important omissions. Important content reminder: 1. Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. 2. Principal of the Company, Person in Charge of Accounting Works and Person in Charge of Accounting Organ (Accounting Officer) hereby confirm that the Financial Report of the Third Quarterly Report is authentic, accurate and complete. 3. Whether the Third Quarterly Report has been audited or not □Yes √No I. Main financial data (i) Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data or not □Yes √No Current period Increase/decrease in the period compared with the same period of the previous year Year-begin to period-end Increase/decrease from year-begin to period-end compared with the same period of the previous year Operating income (Yuan) 29,113,392.89 -27.61% 83,243,710.49 0.45% Net profit attributable to shareholders of the listed company (Yuan) 575,788.96 -76.65% 1,941,282.30 -63.12% Net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses (Yuan) 326,846.26 -86.26% -89,748.03 -101.96% Net cash flow arising from operating activities —— —— -5,824,421.10 -281.09% (Yuan) Basic earnings per share (Yuan /Share) 0.001 -77.78% 0.0035 -63.16% Diluted earnings per share (Yuan /Share) 0.001 -77.78% 0.0035 -63.16% Weighted average ROE 4.58% -17.53% 16.35% -37.63% End of current period End of previous year Increase/decrease at the period-end compared with the end of the previous year Total assets (Yuan) 95,740,667.64 91,742,769.99 4.36% Net assets attributable to shareholder of listed company (Yuan) 12,846,513.28 10,905,230.98 17.80% (ii) Items and amounts of non-recurring profit (gains)/losses √ Applicable □ Not applicable Unit: Yuan Item Amount for the period Amount from year-begin to period-end Note Government subsidy recorded in current gains/losses (except those closely related to the Company’s normal operation, and those continuously enjoyed on a fixed or quantitative basis with certain standards in accordance with national policy regulations) 97,500.00 397,500.00 Reversal of the account receivable depreciation reserves subject to separate impairment test 60,000.00 1,417,466.13 Other non-operating income and expenses other than the above 87,005.40 244,669.80 Impact on minority shareholders’ equity (post-tax) -4,437.30 28,605.60 Total 248,942.70 2,031,030.33 -- Other gain/loss items that qualified the definition of non-recurring profit (gains)/losses: □ Applicable √ Not applicable The Company does not have other gain/loss items that qualified the definition of non-recurring profit (gains)/losses Explanation on those non-recurring gain/loss listed in the “Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss” defined as recurring gain/loss □ Applicable √ Not applicable The Company does not have the non-recurring gain/loss listed in the “Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss” defined as recurring gain/loss (iii) Particulars about changes in items of main accounting data and financial index and explanations of reasons √ Applicable □Not applicable Item Period-end or the Period Period-begin or last period Year-on-year increase and decrease Reason for change Sales expense 1,386,181.37 2,414,925.52 -42.60% The sales expense from jewelry business declined R&D expenses 3,373,918.21 1,118,618.85 201.61% R&D expenses for the jewelry & gold business increased Credit impairment loss (loss is "-") 1,356,010.98 170,387.85 695.84% The bad debt provision for account receivable recovered or reversed increased Net profit 2,202,660.68 6,030,862.82 -63.48% In the period, except for the jewelry & gold business, gross profit from other business income declined Net profit attributable to shareholders of the parent company 1,941,282.30 5,263,215.15 -63.12% In the period, except for the jewelry & gold business, gross profit from other business income declined Net cash flow from operating activities -5,824,421.10 3,216,397.73 -281.09% Prepayments received in the prior period Net cash flow from financing activities 0.00 9,825,000.00 -100.00% Received minority shareholders investment from capital increase of subsidiary Xinsen Company in the prior period Prepayments 2,425,878.95 816,541.52 197.09% Prepayments for goods increased in the period Other current assets 1,340,532.85 2,715,425.31 -50.63% Retained VAT refund received in the period Other non-current assets 1,135,849.05 400,000.00 183.96% The intermediary fee for quantitative issuance increased in the period Accounts payable 12,888,008.62 9,606,144.94 34.16% Account payable for goods increased in the period Employee compensation payable 796,081.92 1,459,244.07 -45.45% The wages payable last year was paid in the period Other current liabilities 134,108.10 1,175,251.38 -88.59% The taxes corresponding to contractual liability decreased II. Shareholders Information (i) Total number of common shareholders and preference shareholders with voting rights recovered and top ten common shareholders Unit: Share Total common shareholders at the end of report period 40,343 Total preference shareholders with voting rights recovered at end of reporting period (if applicable) 0 Top ten shareholders Shareholder’s name Nature of shareholder Proportion of shares held Amount of shares held Amount of restricted shares held Information of shares pledged, tagged or frozen State of share Amount Shenzhen Guosheng Energy Investment Development Co., Ltd. Domestic non-state-owned legal person 11.52% 63,508,747 0 UOB Koy Hian (Hong Kong) Co., Ltd. Foreign legal person 2.89% 15,907,850 0 Guosen Securities (Hong Kong) brokerage Co., Ltd. Foreign legal person 2.52% 13,909,425 0 Shenwan Hongyuan Securities (Hong Kong) Co., Ltd. Foreign legal person 1.50% 8,281,156 0 Lhasa Xingqing Network Technology Co., Ltd. Domestic non-state-owned legal person 0.83% 4,600,255 0 Li Huili Domestic nature person 0.71% 3,891,124 0 Ge Zhiqiong Domestic nature person 0.64% 3,525,152 0 Xu Hongbo Domestic nature person 0.53% 2,927,319 0 China Merchants Securities Hong Kong Co., Ltd. State-owned legal person 0.52% 2,894,135 0 Shenzhen China Bicycle Company (Holdings) Limited -Special account for property disposal of bankrupt enterprise Domestic non-state-owned legal person 0.47% 2,602,402 0 Top ten shareholders with unrestricted shares held Shareholder’s name Amount of unrestricted shares held Type of shares Type Amount Shenzhen Guosheng Energy Investment Development Co., Ltd. 63,508,747 RMB common shares 63,508,747 UOB Koy Hian (Hong Kong) Co., Ltd. 15,907,850 Domestically listed foreign shares 15,907,850 Guosen Securities (Hong Kong) brokerage Co., Ltd. 13,909,425 Domestically listed foreign shares 13,909,425 Shenwan Hongyuan Securities (Hong Kong) Co., Ltd. 8,281,156 Domestically listed foreign shares 8,281,156 Lhasa Xingqing Network Technology Co., Ltd. 4,600,255 RMB common shares 4,600,255 Li Huili 3,891,124 Domestically listed foreign shares 3,891,124 Ge Zhiqiong 3,525,152 RMB common shares 611,500 Domestically listed foreign shares 2,913,652 Xu Hongbo 2,927,319 Domestically listed foreign 2,927,319 shares China Merchants Securities Hong Kong Co., Ltd. 2,894,135 Domestically listed foreign shares 2,894,135 Shenzhen China Bicycle Company (Holdings) Limited -Special account for property disposal of bankrupt enterprise 2,602,402 RMB common shares 1,383,313 Domestically listed foreign shares 1,219,089 Explanation on associated relationship among the aforesaid shareholders Li Huili, spouse of the Ji Hanfei, the actual controller of he Company- Shenzhen Guosheng Energy Investment Development Co., Ltd., holding B-share of the Company on behalf of Shenzhen Guosheng Energy Investment Development Co., Ltd., beyond that, the Company has no idea of whether other circulated shareholders belong to concerted action persons ruled in the Administration Norms for Information Disclosure of Change on Shareholding of Shareholders of Listed Companies. Explanation on top 10 shareholders involving margin business (if applicable) N/A (ii) Total shareholders with preferred stock held and shares held by top ten shareholders with preferred stock held □ Applicable √ Not applicable III. Other significant events √ Applicable □ Not applicable 1. Planning the non-public offering of the shares On December 30, 2020, the company held the third extraordinary shareholders' meeting of 2020, which deliberated and approved the new plan of non-public offering of A-shares, the total amount of funds to be raised from Wansheng Industrial Company through non-public offering of shares will not exceed 293,600,000 yuan, which will be used to supplement working capital after deducting the issuance expenses. The offering will result in a change in control of the company. On 25 October 2021, the issue review committee of China Securities Regulatory Commission (hereinafter referred to as CSRC) reviewed the application for the non-public offering of A share under the name of Shenzhen China Bicycle Company (Holdings) Limited (hereinafter referred to as the Company). According to the review results, the application of non-public offering of A share is approved. Currently, the Company has not received the written approval document yet from CSRC, and will make another announcement after the official document received from CSRC, investors are advised to be aware of the risks of investment. 2. Termination of the “Urban Renewal Project Cooperation Contract of Zhonghua Garden Phase II” In view of the fact that in the course of the urban renewal project of Zhonghua Garden Phase II, on 1 March 2021, the standing committee of Shenzhen Municipal People’s Congress introduced and implemented the “Regulations on Urban Renewal of Shenzhen Special Economic Zone” , which requires the proportion of household’s willingness to update should be increased to 95% before declaring the demolition of urban renewal unit plans that reconstructed, this leads to a high degree of uncertainty in the project. Based on the long-term development of the Company, and in order to better solve the problems of handing the property certificate issues left by history for residents of the Zhonghua Garden Phase II at the same time, the Company held the 32nd session (extraordinary) of 10th BOD and First Extraordinary Shareholders General Meeting of 2021 respectively dated 24 September 2021 and 12 October, to deliberated and approved the “proposal on termination of the Urban Renewal Project Cooperation Contract of Zhonghua Garden Phase II”, and decided to terminated the Cooperation Contract with Jianzhi Industrial, CBC ceased to be the partner of the renewal project of Zhonghua Garden Phase II. IV. Quarterly financial statements (i) Financial statement 1. Consolidate balance sheet Prepared by Shenzhen China Bicycle Company (Holdings) Limited September 30, 2021 Unit: Yuan Item September 30, 2021 December 31, 2020 Current assets: Monetary fund 14,057,598.96 19,887,978.05 Settlement provisions Capital lent Trading financial assets Derivative financial assets Note receivable 100,000.00 Account receivable 64,540,892.85 55,031,424.70 Receivable financing Accounts paid in advance 2,425,878.95 816,541.52 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Other account receivable 614,844.05 576,770.36 Including: Interest receivable Dividend receivable Buying back the sale of financial assets Inventories 7,212,442.76 7,729,325.94 Contractual assets Assets held for sale Non-current asset due within one year Other current assets 1,340,532.85 2,715,425.31 Total current assets 90,292,190.42 86,757,465.88 Non-current assets: Loans and payments on behalf Debt investment Other debt investment Long-term account receivable Long-term equity investment Investment in other equity instrument Other non-current financial assets Investment real estate Fixed assets 3,519,457.42 3,792,133.36 Construction in progress Productive biological asset Oil and gas asset Right-of-use assets Intangible assets Expense on Research and Development Goodwill Long-term expenses to be apportioned Deferred income tax asset 793,170.75 793,170.75 Other non-current asset 1,135,849.05 400,000.00 Total non-current asset 5,448,477.22 4,985,304.11 Total assets 95,740,667.64 91,742,769.99 Current liabilities: Short-term loans Loan from central bank Capital borrowed Trading financial liability Derivative financial liability Note payable Account payable 12,888,008.62 9,606,144.94 Accounts received in advance Contractual liability 16,385,928.38 15,254,713.38 Selling financial asset of repurchase Absorbing deposit and interbank deposit Security trading of agency Security sales of agency Wage payable 796,081.92 1,459,244.07 Taxes payable 688,681.19 722,321.02 Other account payable 37,002,909.07 37,882,805.52 Including: Interest payable Dividend payable Commission charge and commission payable Reinsurance payable Liability held for sale Non-current liabilities due within one year Other current liabilities 134,108.10 1,175,251.38 Total current liabilities 67,895,717.28 66,100,480.31 Non-current liabilities: Insurance contract reserve Long-term loans Bonds payable Including: Preferred stock Perpetual capital securities Lease liability Long-term account payable Long-term wages payable Accrual liability Deferred income Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities 67,895,717.28 66,100,480.31 Owner’s equity: Share capital 551,347,947.00 551,347,947.00 Other equity instrument Including: Preferred stock Perpetual capital securities Capital public reserve 627,834,297.85 627,834,297.85 Less: Inventory shares Other comprehensive income Reasonable reserve Surplus public reserve 32,673,227.01 32,673,227.01 Provision of general risk Retained profit -1,199,008,958.58 -1,200,950,240.88 Total owner’ s equity attributable to parent company 12,846,513.28 10,905,230.98 Minority interests 14,998,437.08 14,737,058.70 Total owner’ s equity 27,844,950.36 25,642,289.68 Total liabilities and owner’ s equity 95,740,667.64 91,742,769.99 Legal Representative: Li Hai Person in charge of Accounting Works: Sun Longlong Person in charge of Accounting Institution: Zhong Xiaojin 2. Consolidated Profit Statement (from the year-begin to the period-end) Unit: Yuan Item Current period Last period I. Total operating income 83,243,710.49 82,873,336.15 Including: Operating income 83,243,710.49 82,873,336.15 Interest income Insurance gained Commission charge and commission income II. Total operating cost 82,925,156.41 77,676,054.36 Including: Operating cost 74,415,444.07 70,342,296.05 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Tax and extras 55,786.17 69,177.87 Sales expense 1,386,181.37 2,414,925.52 Administrative expense 3,765,804.02 3,775,988.47 R&D expense 3,373,918.21 1,118,618.85 Financial expense -71,977.43 -44,952.40 Including: Interest expenses Interest income -97,043.54 -60,866.79 Add: other income 2,516.00 10,105.77 Investment income (Loss is listed with “-”) Including: Investment income on affiliated company and joint venture The termination of income recognition for financial assets measured by amortized cost (Loss is listed with “-”) Exchange income (Loss is listed with “-”) Net exposure hedging income (Loss is listed with “-”) Income from change of fair value (Loss is listed with “-”) Loss of credit impairment (Loss is listed with “-”) 1,356,010.98 170,387.85 Losses of devaluation of asset (Loss is listed with “-”) 60,509.73 Income from assets disposal (Loss is listed with “-”) 24,936.44 III. Operating profit (Loss is listed with “-”) 1,737,590.79 5,402,711.85 Add: Non-operating income 724,960.80 859,828.49 Less: Non-operating expense 82,791.00 2,727.32 IV. Total profit (Loss is listed with “-”) 2,379,760.59 6,259,813.02 Less: Income tax expense 177,099.91 228,950.20 V. Net profit (Net loss is listed with “-”) 2,202,660.68 6,030,862.82 (i) Classify by business continuity 1.continuous operating net profit (net loss listed with ‘-”) 2,202,660.68 6,030,862.82 2.termination of net profit (net loss listed with ‘-”) (ii) Classify by ownership 1.Net profit attributable to owner’s of parent company 1,941,282.30 5,263,215.15 2.Minority shareholders’ gains and losses 261,378.38 767,647.67 VI. Net after-tax of other comprehensive income Net after-tax of other comprehensive income attributable to owners of parent company (i) Other comprehensive income items which will not be reclassified subsequently to profit of loss 1.Changes of the defined benefit plans that re-measured 2.Other comprehensive income under equity method that cannot be transfer to gain/loss 3.Change of fair value of investment in other equity instrument 4.Fair value change of enterprise's credit risk 5. Other (ii) Other comprehensive income items which will be reclassified subsequently to profit or loss 1.Other comprehensive income under equity method that can transfer to gain/loss 2.Change of fair value of other debt investment 3.Amount of financial assets re-classify to other comprehensive income 4.Credit impairment provision for other debt investment 5.Cash flow hedging reserve 6.Translation differences arising on translation of foreign currency financial statements 7.Other Net after-tax of other comprehensive income attributable to minority shareholders VII. Total comprehensive income 2,202,660.68 6,030,862.82 Total comprehensive income attributable to owners of parent Company 1,941,282.30 5,263,215.15 Total comprehensive income attributable to minority shareholders 261,378.38 767,647.67 VIII. Earnings per share: (i) Basic earnings per share 0.0035 0.0095 (ii) Diluted earnings per share 0.0035 0.0095 Enterprise combine under the same control in the Period, the combined party realized net profit of 0.00 Yuan before combination, and realized 0.00 Yuan at last period for combined party Legal Representative: Li Hai Person in charge of Accounting Works: Sun Longlong Person in charge of Accounting Institution: Zhong Xiaojin 3. Consolidated Cash Flow Statement (from the year-begin to the period-end) Unit: Yuan Item Current period Last period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor services 77,209,161.86 47,915,952.15 Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Net cash received by agents in sale and purchase of securities Write-back of tax received 1,653,129.81 46,490.80 Other cash received concerning operating activities 9,798,843.06 32,533,907.14 Subtotal of cash inflow arising from operating activities 88,661,134.73 80,496,350.09 Cash paid for purchasing commodities and receiving labor service 73,582,783.96 54,238,192.62 Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Net increase of capital lent Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and workers 6,471,234.93 4,386,729.44 Taxes paid 731,237.64 795,786.18 Other cash paid concerning operating activities 13,700,299.30 17,859,244.12 Subtotal of cash outflow arising from operating activities 94,485,555.83 77,279,952.36 Net cash flows arising from operating -5,824,421.10 3,216,397.73 activities II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment income Net cash received from disposal of fixed, intangible and other long-term assets 64,500.00 Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing activities 64,500.00 Cash paid for purchasing fixed, intangible and other long-term assets 5,957.99 Cash paid for investment Net increase of mortgaged loans Net cash received from subsidiaries and other units obtained Other cash paid concerning investing activities Subtotal of cash outflow from investing activities 5,957.99 Net cash flows arising from investing activities -5,957.99 64,500.00 III. Cash flows arising from financing activities Cash received from absorbing investment 9,825,000.00 Including: Cash received from absorbing minority shareholders’ investment by subsidiaries 9,825,000.00 Cash received from loans Other cash received concerning financing activities Subtotal of cash inflow from financing activities 9,825,000.00 Cash paid for settling debts Cash paid for dividend and profit distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning financing activities Subtotal of cash outflow from financing activities Net cash flows arising from financing activities 9,825,000.00 IV. Influence on cash and cash equivalents due to fluctuation in exchange rate V. Net increase of cash and cash equivalents -5,830,379.09 13,105,897.73 Add: Balance of cash and cash equivalents at the period-begin 19,887,978.05 6,074,367.91 VI. Balance of cash and cash equivalents at the period-end 14,057,598.96 19,180,265.64 (ii) Explanation on financial statement adjustment 1. Financial statement adjustment at the beginning of the first year when implementation of new leasing standards from 2021 □ Applicable √ Not applicable 2. Retrospective adjustment of the comparative data for initial implementation of new leasing standards from 2021 □ Applicable √ Not applicable (iii) Audit report Whether the 3rd quarterly report has been audited or not □Yes √ No The 3rd quarterly report of the Company has not been audited. Board of Directors of Shenzhen China Bicycle Company (Holdings) Limited October 26, 2021 中财网
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