[年报]深物业B(200011):2021年年度报告（英文版）
原标题:深物业B:2021年年度报告（英文版） AnnualReport2021 SHENZHEN PROPERTIES & RESOURCES DEVELOPMENT(GROUP) LTD. ANNUALREPORT2021 (AnnouncementNo. 2022-09) March 2022 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 Part I Important Notes,Table of Contents and Definitions The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and senior management of ShenZhen Properties & Resources Development (Group) 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 omissionstherein. Liu Shengxiang, the Company’s legal representative, Cai Lili, the Company’s head of financial affairs, and Liu Qiang, head of the Company’s financial department (equivalent to financial manager) hereby guarantee that the Financial Statements carried in this Report are factual, accurate andcomplete. All the Company’s directors have attended the Board meeting for the review of this Report andits summary. The Company is subject to the information disclosure requirements for the real estate industry in the Self-Disciplinary and Regulatory Guideline No. 3 of the Shenzhen Stock Exchange forListed Companies—Industry-specific Information Disclosure. The Company has described in detail in this Report the possible risks facing it, along with countermeasures. Please refer to the section headed “Prospects” of “Part III Management DiscussionandAnalysis” ofthis Report. The Board has approved a final dividend plan as follows: based on the share capital of 595,979,092 shares, a cash dividend of RMB6.8 (tax inclusive) per 10 shares is to be distributed to the shareholders, withno bonus issue from eitherprofit orcapital reserves. This Report and its summary have been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese versions shallprevail. 1 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 Table ofContents Part I Important Notes,Table of Contents and Definitions........................................................... 1 Part II Corporate Information and Key Financial Information................................................... 5 Part III Management DiscussionandAnalysis..............................................................................10 Part IVCorporate Governance.......................................................................................................45 PartVEnvironmental and SocialResponsibility..........................................................................69 PartVI Significant Events...............................................................................................................72 PartVII ShareChanges andShareholderInformation................................................................88 PartVIII Preferred Shares..............................................................................................................98 Part IX Bonds..................................................................................................................................99 Part X FinancialStatements..........................................................................................................100 2 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 DocumentsAvailable forReference I. The financial statements with the signatures and stamps of the Company’s legal representative, head of financial affairs and head of the financial department; II. The original of the Independent Auditor’s Report with the stamp of the CPA firm and the signatures and stamps of the certified public accounts; and III. The originals of all the Company’s documents and announcements disclosed to the public in the Reporting Period. 3 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 Definitions Term Definition The “Company”, the “Group”, “SZPRD” or “we” ShenZhen Properties & Resources Development (Group) Ltd. and its consolidated subsidiaries, except where the context otherwise requires SIHC Shenzhen Investment Holdings Co., Ltd. Huangcheng Real Estate Shenzhen Huangcheng Real Estate Co., Ltd. Dongguan Company Dongguan ITC Changsheng Real Estate Development Co., Ltd. Xuzhou Company SZPRD Xuzhou Dapeng Real Estate Development Co., Ltd. Yangzhou Company SZPRDYangzhou Real Estate Development Co., Ltd. Urban Renewal Company Shenzhen SZPRD Urban Renewal Co., Ltd. Rongyao Real Estate Shenzhen Rongyao Real Estate Development Co., Ltd. ITC Property Management Shenzhen International Trade Center Property Management Co., Ltd. ITC Technology Park Shenzhen ITC Technology Park Service Co., Ltd. Guomaomei Life Shenzhen Guomaomei Life Service Co., Ltd. Commercial Operation Company Shenzhen SZPRD Commercial Operation Co., Ltd. Guomao Catering Shenzhen Guomao Catering Co., Ltd. Supervision Company Shenzhen Property Engineering and Construction Supervision Co., Ltd. Wuhe Company Shenzhen Wuhe Industry Investment Development Co., Ltd. Shenzhen Property Management Shenzhen Property Management Co., Ltd. Foreign Trade Property Management Shenzhen Foreign Trade Property Management Co., Ltd. Shenfubao Property Development Shenzhen Shenfubao Property Development Co., Ltd. Hydropower Company Shenzhen Shenfubao Hydropower Municipal Service Co., Ltd. Security Service Company Shenzhen Free Trade Zone Security Service Co., Ltd. FMC Shenzhen Facility Management Community Technology Co., Ltd. RMB, RMB’0,000, RMB’00,000,000 Expressed in the Chinese currency of Renminbi, expressed in tens of thousands of Renminbi, expressed in hundreds of millions of Renminbi 4 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 Part II Corporate Information and Key Financial Information I Corporate Information Stock name PRD, PRD-B Stock code 000011, 200011 Changed stock name (if any) N/A Stock exchange for stock listing Shenzhen Stock Exchange Company name in Chinese深圳市物业发展 (集团 )股份有限公司 Abbr.深物业集团 Company name in English (if any) ShenZhen Properties & Resources Development (Group) Ltd. Abbr. (if any) SZPRD Legal representative Liu Shengxiang Registered address 39/F and 42/F, International Trade Center, Renmin South Road, Luohu District, Shenzhen, Guangdong Province, P.R.China Zip code 518014 Past changes of registered address N/A Office address 16/F, 20/F, 39/F and 42/F, International Trade Center, Renmin South Road, Luohu District, Shenzhen, Guangdong Province, P.R.China Zip code 518014 Company website www.szwuye.com.cn address [email protected] II Contact Information BoardSecretarySecuritiesRepresentativeNameZhangGejianDingMinghuaandChenQianyingAddress20/F,InternationalTradeCenter,RenminSouthRoad,LuohuDistrict,Shenzhen,GuangdongProvince,P.R.China39/F,InternationalTradeCenter,RenminSouthRoad, LuohuDistrict,Shenzhen,GuangdongProvince, P.R.ChinaTel.0755-822110200755-82211020Fax0755-82210610822120430755-8221061082212043Emailaddress000011touzizhe@[email protected] 5 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 III Media for Information Disclosure and Place where this Report Is Lodged Stock exchange website where this Report is disclosed The Shenzhen Stock Exchange: http://www.szse.cn Media and website where this Report is disclosed ForA-stock investors: Securities Times For B-stock investors: Ta Kung Pao (HK) www.cninfo.com.cn Place where this Report is lodged Board Office, 39/F, International Trade Center, Renmin South Road, Luohu District, Shenzhen, Guangdong Province, P.R.China IV Change to CompanyRegistered Information Unified social credit code No change Change to principal activity of the Company since going public (if any) No change Every change of controlling shareholder since incorporation (if any) On 29 September 2004, the State-Owned Assets Supervision and Administration Commission of Shenzhen Municipality (“SASAC Shenzhen”) decided to incorporate Shenzhen Investment Holdings Co., Ltd. (“SIHC”) to include Shenzhen Investment Management Co., Ltd. (“SIM”, the former controlling shareholder of the Company) and Shenzhen Construction Investment Holdings Corporation (“SCIHC”). SCIHC and SIM hold 323,796,324 and 56,582,573 shares respectively in the Company, representing a combined stake of 63.82%. On 19 October 2018, the Company was notified by its actual controlling shareholder SIHC that it had received the Confirmation of Securities Transfer Registration from China Securities Depository and Clearing Co., Ltd. (Shenzhen branch), marking the completion of the equity transfer to SIHC. As such, SIHC has become the controlling shareholder of the Company. The controlling shareholder remained unchanged during the Reporting Period. V Other Information The independent auditfirm hired by the Company: Name Baker Tilly China Certified PublicAccountants LLP Office address 9/F, Zhonghe Plaza, 2002 Shennan Middle Road, Futian District, Shenzhen, Guangdong Province, China Accountants writing signatures Li Ming, Chen Zihan, and Xu Ping The independent sponsorhired by theCompany to exercise constantsupervision over the Company in theReporting Period: □Applicable √ Notapplicable The independent financial advisor hiredby theCompany to exercise constantsupervision over theCompany in the Reporting Period: □Applicable √ Notapplicable 6 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 VI Key Financial Information Indicate by tick mark whether thereis any retrospectively restated datumin the table below. □Yes√ No 2021 2020 2021-over-2020 change (%) 2019 Operating revenue (RMB) 4,491,965,643.71 4,104,374,646.02 9.44% 3,961,669,942.44 Net profit attributable to the listed company’s shareholders (RMB) 1,003,969,842.33 798,572,121.74 25.72% 817,805,780.12 Net profit attributable to the listed company’s shareholders before exceptional gains and losses (RMB) 983,778,096.90 788,377,322.39 24.79% 695,675,201.19 Net cash generated from/used in operating activities (RMB) -1,813,313,008.58 385,497,782.12 -570.38% 939,789,565.96 Basic earnings per share (RMB/share) 1.6846 1.3399 25.73% 1.3722 Diluted earnings per share (RMB/share) 1.6846 1.3399 25.73% 1.3722 Weighted average return on equity (%) 24.69% 23.47% 1.22% 20.46% 31 December 2021 31 December 2020 Change of 31 December 2021 over 31 December 2020 (%) 31 December 2019 Total assets (RMB) 14,581,897,151.76 12,207,356,912.54 19.45% 10,772,491,740.53 Equity attributable to the listed company’s shareholders (RMB) 4,486,110,790.39 3,727,917,440.03 20.34% 3,147,949,009.38 Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before and after exceptional gains and losses was negative for the last three accounting years, and the latest independent auditor’s report indicated that there was uncertainty about theCompany’s ability to continue as a going concern. □Yes√ No Indicate by tick mark whether the lower of the net profit attributable to the listed company’s shareholders before and after exceptional gains and losses was negative. □Yes√ No 7 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 VII Accounting Data Differences under China’s Accounting Standards for Business Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign Accounting Standards 1. Net Profitand Equity under CAS and IFRS □Applicable √ Notapplicable No difference for theReporting Period. 2. Net Profitand Equity under CAS and Foreign Accounting Standards □Applicable √ Notapplicable No difference for theReporting Period. VIII Key FinancialInformation byQuarter Unit:RMB Q1 Q2 Q3 Q4 Operating revenue 891,026,732.66 1,649,838,406.59 640,625,548.94 1,310,474,955.52 Net profit attributable to the listed company’s shareholders 214,420,219.16 461,955,304.59 98,290,796.67 229,303,521.91 Net profit attributable to the listed company’s shareholders before exceptional gains and losses 208,303,080.57 461,555,410.64 97,412,536.02 216,507,069.67 Net cash generated from/used in operating activities 83,213,087.80 1,054,357,692.93 -1,680,581,358.73 -1,270,302,430.58 Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs materially from what have been disclosed in theCompany’s quarterly or interim reports. □Yes√ No IX Exceptional Gains andLosses √Applicable □ Notapplicable Unit:RMB Item 2021 2020 2019 Note Gain or loss on disposal of non-current assets (inclusive of impairment allowance write-offs) -62,170.29 -322,603.77 47,015.23 Government subsidies charged to current profit or loss (exclusive of government subsidies consistently given in the Company’s ordinary 23,923,655.59 7,100,657.34 2,410,184.82 Mainly government subsidy for 8 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 course of business at fixed quotas or amounts as per governmental policies or standards) Company Headquarters Current profit or loss on subsidiaries obtained in business combinations involving enterprises under common control from the period-beginning to combination dates, net 118,680,871.93 Gain or loss on contingencies that do not arise in the Company’s ordinary course of business -2,396,947.00 Reversed portions of impairment allowances for receivables which are tested individually for impairment 19,900.00 Non-operating income and expense other than the above 2,915,682.88 9,089,508.74 2,048,751.21 Other gains and losses that meet the definition of exceptional gain/loss 169,262.03 94,284.37 91,337.56 Less: Income tax effects 6,749,597.21 3,470,226.55 1,146,936.51 Non-controlling interests effects (net of tax) 5,087.57 -80,226.22 645.31 Total 20,191,745.43 10,194,799.35 122,130,578.93 -- Particulars aboutother gains and losses thatmeet thedefinitionof exceptionalgain/loss: □Applicable √ Notapplicable No such cases for theReporting Period. Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item listed in the ExplanatoryAnnouncement No. 1 onInformation Disclosure for Companies OfferingTheir Securities to the Public—ExceptionalGain/Loss Items: □Applicable √ Notapplicable No such cases for theReporting Period. 9 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 Part III Management Discussion andAnalysis I Industry Overview for the Reporting Period The Company is subject to the information disclosure requirements for the real estate industry in the Self-Disciplinary and Regulatory Guideline No. 3 ofthe Shenzhen Stock Exchange for Listed Companies—Industry-specific Information Disclosure. (I) Macro-economic situation andindustry development status In 2021, the macro-economic operation continued the development trend of overall stability and progress, leading macroeconomic indicators remained within a reasonable range and the structural reform on the supply side was continuously promoted. Besides, reform and opening up continued to deepen, people's living standards and quality kept improving and an increasing number of positive factors were driving high-quality development. Since the principle that "houses are for living in, not for speculating on" was first put forward at the Central Economic Work Conference in 2016, the central government's position on this principle has been deepened constantly. To prevent risks in the real estate sector, the real estate market has been under strict regulation over the past few years, and relevant policies have exerted a series of effects on the demand side, the supply side and the financing side of the market, posing higher challenges to the operating capabilities of real estate enterprises. During the Reporting Period, as the main stance on real estate policies, including the principle that "houses are for living in, not for speculating on" and "three stabilities", remained unchanged, the real estate market experienced a transition from the high popularity in the first half of the year to the profound adjustment in thesecond half, with thescale remaininghigh throughoutthe year. The year-round sales were high in the first half and low in the second and the sales in the second half continued to decline. According to the data from the National Bureau of Statistics, the sales area of commercial housing throughout 2021 was 1,794 million square meters nationwide, a year-on-year increase of 1.9%, and the sales amount was RMB18.19 trillion, up 4.8% from the previous year. However, such an increase was mainly attributable to the good sales in the first half of the year while sales have dropped significantly since the second half. Specifically, the sales of commercial housing continued the boom of the second half of 2020, with sustained double-digit growth in both sales amount and sales area, and the average sales price remained above RMB10,000 per square meter. The sales of the new housing market plummeted after June and the sales area and sales amount suffered double-digit negative growth fromAugustand maintained such a trend untiltheend ofthe year. New starts weakened and development investment continued to fall. The development investment completed throughout the year was RMB14.7 trillion, an increase of 4.4% year-on-year. It remained low in the second half of the year and began to show negative growth in September. The development investment completed in December saw a year-on-year decrease of 13.9%. Real estate enterprises had a low willingness to start construction due to great financial pressure and stringent regulation of advance sales. The area ofnew starts in 2021 was 1,989 million square meters, a decrease of11.4% year-on-year,markingthe largest drop since 2016. With the slowdown in land acquisition, the land market cooled rapidly in the second half of the year. The overall land acquisition momentum of real estate enterprises slackened. Throughout the year, land transactions amounted to RMB1.78 trillion, up 2.8% from the previous year,and the land acquisition area was 216 million square meters, down 15.5% from the previous year. There was a pattern of "first hot, then cold and finally stable" in the centralized land supply of 22 cities. Due to the sales boom and loose financing environment in the first half of the year, real estate enterprises had a strong willingness to acquire land and competed fiercely for land. As a result, the overall performance of the first group of centralized land supply was fiery, and its turnover and premium rate ranked first among the three groups of centralized land supply, much higher than the latter two. Affected by factors such as the dramatic tightening of financing regulation, the cliff-like decline in sales caused by tightening mortgage limits, as well as insufficient market confidence due to frequent credit incidents of real estate enterprises, the second group of centralized land supply encountered a cold season. Although the land supply plans were collectively halted and postponed in many places, the rates of 10 ShenZhenProperties&ResourcesDevelopment(Group)Ltd. AnnualReport2021 canceled auctions and abortive auctions still increased significantly on the whole and the transaction premium rate plummeted. With the gradual loosening of central policies at the end of Q3, the slight recovery in market confidence, the moderate relaxation of land transfer rules, the third group of centralized land supply was in a stable state. The transaction premium rate was the lowest for the whole year,butthe declinewas not significantand the rate ofabortive auctions dropped as well. Regulation has not been relaxed and no obvious improvement in funds has been seen. Due to the appearance of effects from policies such as loan concentration management and the gradual exposure of credit risks in real estate enterprises, their financing channels shrank completely, the extension of mortgage loans was under negative influence, and the sales payment collection of real estate enterprises was negatively affected to varying degrees. According to the data from the National Bureau of Statistics, the amount of funds collected by real estate enterprises in the whole year was RMB20.11 trillion, up 4.2% from the previous year, bringing the scale to an all-time high. But the growth rate hit a new low in nearly six years and declined month by month. The monthly value of the collected funds showed negative growth year-on-year from the second half of 2021 and the year-on-year decline in September reached up to 11.2%. Since the end of September, the central government and ministerial departments continuously released signals of stability maintenance, the credit environment saw marginal improvements and the financing environment for real estate enterprises gradually improved. However, the growth of collected funds did not perform well at the end of the year. This is because it takes time for the marginal improvements in the credit environment to reach the market side, as well as for the extension of fundssuch as mortgage loansand developmentloans. (II) Policy environment of the industry In 2021, upholding the fundamental principle that "houses are for living in, not for speculating on" and aiming at "stabilizing house prices, land prices and expectations", policy adjustments were underway depending on market popularity. When the market was high in the first half of the year, policies were comprehensively tightened and increased. After a continuous downward trend, there was marginal relaxation and the release of some benefits in the second half. From the perspective of the supply and demand sides, the demand side focused on the strengthening of credit regulation, price control and the optimization and upgrading of policies restricting housing purchases and loans;thesupply side focused onland and financial control,for risk mitigation and deleveraging purposes. The demand side focused on the strengthening of credit regulation, price control and the optimization and upgrading of policies restricting housing purchases and loans. (1) The strengthening of credit regulation. Illegal inflows of funds into the real estate market were under scrutiny. Toprevent business loans from entering the market, many cities scrutinized the use of illegal funds for down payments and mortgage loans. After the coming into force of the policy on property loan concentration management, some banks and cities suffered tight mortgage limits, the mortgage loan period of property buyers was lengthened, the mortgage loan rate rose and qualification requirements were raised. (2) Price control. "Stability" was more valued in housing price control. Firstly, popular cities extended the control of excessive price increases from new houses to second-hand ones. Cities such as Shenzhen, Shanghai, Wuxi and Shaoxing successively established a price reference mechanism for second-hand houses, which required banks to extend second-hand housing loans at the reference price. Such a mechanism was designed to restrict the surge in second-hand housing prices and to crack down on price inversion of old and new housing. Secondly, the property markets in tier-three and tier-four cities performed differentially. House prices in some cities underwent a marked drop and developers slashed prices. Following the downward trend that appeared in the market in July, Heze, Yueyang and Kunming issued executive orders to limit price declines in succession, under which most of sales shall be based on the filing price for online sales and the decline shall not be greater than 10%. (3) The optimization and upgrading of policies restricting （未完）  |