[年报]冰山B(200530):2021年年度报告(英文版)
原标题:冰山B:2021年年度报告(英文版) Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd. 2021 Annual Report April, 2022 Section 1 Important Notice, Table of Contents, and Definitions The directors and the Board of Directors, the supervisors and the Supervisory Board, and Senior staff members of Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are not any important omissions, fictitious statements or serious misleading carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completeness of the whole contents. Chairman of the Board of Directors of the Company Mr. Ji Zhijian, Financial Majordomo Mrs. Wang Jinxiu and the head of Accounting Department Mr. Li Sheng hereby confirm that the financial report of the annual report is true and complete. All the directors have attended this Board meeting of the Company. There is no significant risk having adverse influence on attainment of the Company's future development strategy and business targets. The paragraph " The prospect of the Company's future development " in Section 3 of this Annual Report describes major risks the Company may be confronted with, including the risk of Increasing market competition risk, the market promotion for new product and new technology slow, the Accounts receivable is on the high side and rising prices of raw materials. See the related sections for the countermeasures to be taken by the Company. The profit distribution proposal reviewed and adopted at this Board meeting of the Company is: Based on the total capital stock of 843,212,507 shares, the dividend of RMB 0.1 in cash (including tax) will be distributed for every 10 shares; The Company will not transfer the capital reserve to increase capital stock. This report is written respectively in Chinese and in English. In the event of any discrepancy between the two above-mentioned versions, the Chinese version shall prevail. CONTENTS Section 1 Important Notice, Table of Contents, and Definitions………………………………………………………………………...2 Section 2 About the Company and Main Financial Indicators .................................................................................................................6 Section 3 Management discussion and analysis .................................................................................................................................... 10 Section 4 Corporate governance ............................................................................................................................................................ 23 Section 5 Environmental and social responsibility ................................................................................................................................ 33 Section 7 Change in Share Capital and Shareholders' Information ........................................................................................................ 38 Section 8 Information on Preferred Stock.............................................................................................................................................. 42 Section 9 Information on Corporate bonds ............................................................................................................................................ 43 Section 10 Financial Report................................................................................................................................................................... 44 Section 11 Reference Documents ........................................................................................................................................................ 188 Reference Documents 1. The accounting statements bearing the signatures and seals of the legal representative, the financial majordomo and the accountants in charge. 2. The original copies of all the Company's documents and the original copies of the bulletins published on the newspapers designated by the China Securities Regulatory Commission in the report period. 3. Time for reference: from Monday to Friday 8:00 - 11:30 (am) 1:00 - 4:30 (pm) Liaison persons: Mr. Song Wenbao, Ms Du Yu Tel: 0086-411-87968130 Fax: 0086-411-87968125
II. Contact persons and information
III. Information disclosure and place of preparation for inquiry
IV. Alteration to the registration
□ Applicable √ Not applicable Financial consultant the Company appointed for performance of the consistent supervision duty in the reporting period □ Applicable √ Not applicable VI. Main accounting data and financial indicators Did the Company retroactively adjust or restate the accounting data of previous years due to change in the accounting policy and correction of accounting mistakes? □ Applicable √ Not applicable
The net profit attributable to the shareholders of the listed company suffered a significant loss, mainly due to the following reasons: 1. Affected by the sharp rise in the price of raw materials and the intensification of market competition, the gross profit margin decreased by 5.59 percentage points year-on-year; 2. Due to the increase of long-term accounts receivable, the Company's provision for credit impairment loss increased according to the Company's asset impairment provision policy; 3, in antithetical couplet enterprises, the joint venture has implemented new financial instruments standards since January 1, 2021, and the credit loss has been increased considerably. Meanwhile, the price of the raw materials has been greatly increased and the impact of COVID-19 on the new retail equipment leasing business has been greatly affected. The investment income of the joint venture has dropped by 149.93 million yuan.
VII.1.Difference of accounting data between as per Chinese accounting standards and as per International Accounting Standards □ Applicable √ Not applicable 2. Difference of accounting data between as per Chinese accounting standards and as per Foreign Accounting Standards The difference of accounting data between as per Chinese Accounting Standards and as per International Accounting Standards was 0. 3.Explanation of reasons for differences in accounting data under domestic and foreign accounting standards √Applicable □Not applicable The difference of accounting data between as per Chinese Accounting Standards and as per International Accounting Standards was 0. VIII. The quarter main financial indicators
Ltd. ("Suzhou Thermoking "), as well as the trend of business growth and profit improvement, the Company adopted the price to book ratio method of comparable companies and considered the liquidity discount to measure the fair value of Suzhou Thermoking in 2021. The income from changes in fair value was 47,971,962.90 yuan. Section 3 Management discussion and analysis I. The industry situation of the Company during the reporting period 1. Industry development trend In recent years, the influence of refrigeration and air conditioning industry in China's national economy is growing, conferring increasing influence upon consumption upgrade, food safety and livelihood improvement. Besides, development model under high-end, intelligent, green and service is experiencing rapid growth. The field of competition, competitors, products, connotation is constantly changing. In 2021, the refrigeration and air-conditioning industry was facing a complex and severe market situation at home and abroad. The problems of intensified market competition, increased cost pressure, and difficulty in improving efficiency continued to plague the operation and development of the industry. In 2022, the industry will continue to differentiate, competition will continue to intensify, difficulties and opportunities coexist. Actively respond to the national "double carbon" strategy, the transformation and upgrading of major enterprises in the industry will be further accelerated. Intelligent manufacturing, green manufacturing and service-oriented manufacturing will become increasingly prominent, and the pace of high-quality development will be more robust. 2. Challenges and opportunities faced by the Company (1)Opportunities faced by the Company Energy conservation, carbon reduction and improving energy efficiency have become the consensus of the whole society; Overall promotion of the national "double carbon" strategy; The carbon trading market was officially launched and gradually expanded; Regional energy system and comprehensive energy utilization are encouraged and supported by the state; The 14th five year plan for the development of cold chain logistics has been issued, and the market demand for cold chain equipment is expected to grow rapidly; With the promulgation of the new cold storage design standard, the use opportunities of ammonia refrigerant have increased. With the strong technology bases, innovative business model, and system advantages, the Company is capable of capturing the above opportunities in a good position. (2)Challenges faced by the Company The production license system is cancelled, and the traditional market competition is intensified; the cultivation of energy conservation and emission reduction market still needs time; the transformation and upgrading process is complex, and there may be significant risk factors that have not been identified. 3. Development planning of the Company The Company will focus on the refrigeration and heating industries under the operation policy of innovation and value creation, promote business integration with the parent company and subsidiaries as the core business, integrate internal and external resources, upgrade the industrial chain, innovate business model, strengthen technological innovation, improve and expand the business scale and development space, improve employees’ benefits and realize sustained, healthy and harmonious development, thus to become an enterprise trusted and respected by customers, partners and the society. 4. Capital requirement and fund sourcing plan In 2022, the capital expected to be required for the Company's production operation and capital operation will be financed by its own funds and appropriate financing. II. The Company’s Main business during the reporting period Focusing on the hot and cold industry, the Company is committed to the development of industrial refrigeration and heating business, commercial refrigeration business, air conditioning and environment business, engineering and service business and new business fields, covering the key areas of the hot and cold industry chain and creating a complete hot and cold industry chain. The Company's main products include piston and screw refrigeration compressors, pressure vessels, combined warehouses, controlled atmosphere storage, quick freezer, ice maker, flake ice maker, granulator, etc., which are used in national defense, scientific research, petroleum, chemical, textile, medicine, power generation, agriculture, animal husbandry, fishery and catering service industries. The Company's product sales and comprehensive solutions provide both domestic and international markets, with self-supporting sales as the main and channel sales as the auxiliary. During the reporting period, rigid demands such as food safety, consumption upgrading, energy conservation and carbon reduction will benefit the refrigeration and air conditioning industry. At the same time, the refrigeration and air conditioning industry is also facing the problems of intensified market competition, increased cost pressure, and difficulty in improving efficiency. Facing the opportunities and challenges, focusing on the hot and cold industry, the Company strengthened and optimized the professional work department, continued to deeply cultivate the advantageous market segments such as cold chain logistics, petrochemical industry, beer and dairy products, meat slaughtering, ship refrigeration, ice and snow venues and polysilicon, vigorously expanded CCUS, ORC, photovoltaic and other new undertakings, and actively expanded and occupied the domestic market. 1. Industrial refrigeration and heating business Industrial refrigeration is an important field reflecting the core technology of the Company. After years of development, the Company has been close to the technical level of the main international competitors in the field of industrial refrigeration, and has achieved catching up in some fields. Based on the traditional refrigeration, the Company realizes the balance of cold and heat through the utilization of heat, which greatly improves the energy utilization rate. During the reporting period, the Company's "industrial and commercial open screw refrigeration unit and refrigeration system" was selected as the Sixth Batch of manufacturing single champion products of the Ministry of industry and information technology. 2. Commercial refrigeration business Commercial refrigeration is the Company's core business. In China, the Company takes the lead in opening up the green intelligent cold chain from the first kilometer of the field to the last 100 meters of the residential community, which is the competitive advantage of the Company. Focusing on food refrigeration, the Company has patented products pre-cooling from the field, all kinds of quick freezing equipment and refrigeration facilities of various specifications, and China's leading experience in the design and installation of large-scale ammonia and carbon dioxide refrigerators. On the basis of absorbing the relevant experience of Japan, Europe and the United States, combined with China's new needs, to provide newer products, better solutions and fresher experience for the field of food freezing and refrigeration. 3. Air conditioning and environment business In recent years, relying on the complete industrial chain, the Company has continuously carried out transformation and upgrading in the field of air conditioning and environment, developed more energy-saving and environmental protection products around the blue sky project, and accelerated the transformation and upgrading from air treatment to environmental governance. At present, the Company has developed a series of innovative products around the market segments of commercial air conditioning, central air conditioning and special air conditioning, and provides corresponding solutions in different segments around these innovative products. For hospitals, electronic factories, high-end real estate, rail transit and other fields, provide targeted solutions. During the reporting period, in order to strengthen the special air conditioning business, the Company transferred 30% equity of Dalian Bingshan air conditioning equipment Co., Ltd. held by Showa Iron Industry Co., Ltd. After this equity transfer, the Company held 100% equity of Dalian Bingshan air conditioning equipment Co., Ltd. 4. Engineering and service business Cold and hot engineering and service are the Company's advantageous business fields. In recent years, the Company has realized transformation and upgrading from the manufacturer of cold and hot equipment to the service provider of comprehensive solution of cold and hot through the development of engineering and service industry, and realized the dual wheel drive of the enterprise, and provided more professional and accurate services to each segment market, and constantly created new value for customers and realized common growth. At present, the Company focuses on petrochemical technology, refrigeration, central air conditioning, ice and snow engineering, artificial environment and other market segments. Relying on the enterprise's industrial chain, value chain and ecosystem, the Company provides services from consulting, planning, design to manufacturing, installation, commissioning and service in the whole process and life cycle. At the same time, according to the needs of customers, promote the combination of industry and finance, and provide services for customers through the form of project general contracting and financial leasing. 5. New business With the deepening of China's economic transformation and upgrading, as well as the continuous introduction of environmental governance policies, the domestic industrial energy conservation and environmental protection industry is growing rapidly, the level of energy conservation and consumption reduction of enterprises and the comprehensive utilization of resources is constantly improving, and the energy industrial structure has changed. Strengthening the optimal utilization of energy has become a development trend. For low-grade energy recycling, the Company provides customers with a series of energy-saving, environmental protection, efficient new products, in line with the national strategic requirements of energy conservation, carbon reduction and sustainable development, and contributes professional wisdom to the national carbon peak and carbon neutral strategy. During the reporting period, the Company made good progress in CCUS, ORC, photovoltaic and other new undertakings. III. Analysis of core competence The Company focuses on main business of refrigeration and heating; independent R&D and joint venture partnerships are cooperate with each other effectively; capital resources integration and business model innovation are in a positive interaction; the community of business and interest are being multi-storey created; the develop mode with Bingshan characteristic are formed. The Company has the integrated refrigeration and heating industrial chain for offering kinds of comprehensive solution services, including design, manufacture, installation and maintenance etc., and can satisfy individual requirements preferably. The Company possesses a mature and solid marketing networks and after-sale service network on/off-line, and can offer high quality and high value-added services more initiative and faster for clients from around the city. After overall relocation reform, the new factory of intelligence, environment protection, high efficiency and safety are put into used, which produces a strong advantage for creating higher value to the customers. While move forward with transformation and upgrading for former business, the Company will implement the cultivation for new kinetic energy, thus the sustainable healthy development will come more and more feasible. During the reporting period, the Company adhered to innovation, took the initiative to change, solidly improved its technical power, marketing power, product power, engineering power and service power, and further improved its core competitiveness. IV. Analysis of main business 1. summarize In 2021, the Company further focused on refrigeration and heating industries, deeply cultivated market segments, focused on the improvement of main business and the cultivation of new drivers, continued to improve innovation, improved quality and efficiency, and solidly enhanced its core competitiveness. In 2021, the Company achieved an operating revenue of 2,089.21 million yuan, a year-on-year increase of 20.95%; The net profit attributable to the shareholders of the listed company was -269.06 million yuan, resulting in a significant loss. The main reasons are as follows: first, affected by the sharp rise in the price of raw materials and the intensification of market competition, the Company's gross profit margin decreased by 5.59 percentage points year-on-year; Second, due to the increase of long-term accounts receivable, the Company's provision for credit impairment loss increased according to the Company's asset impairment provision policy; Three, in antithetical couplet enterprises, the joint venture's implementation of the new financial instruments standard since January 1, 2021, the increase in the credit loss increase and the unfavorable impact of COVID-19's impact on the new retail equipment leasing business, the investment income of the joint venture enterprises has dropped by about 149.93 million yuan. During the reporting period, the Company adhered to integrity, innovation and initiative. The construction of
(3)Was the Company's sales income on material objects more than that on labor service? √ Yes □ No
(4)Performance of major sales contracts and major procurement contracts signed by the company up to the reporting period □ Applicable √ Not applicable (5)Sales cost structure
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