[年报]长 安Ｂ(200625):2021年年度报告（英文版）
原标题:长 安Ｂ:2021年年度报告（英文版） Chongqing Changan Automobile Company Limited 2021 Annual Report April 2022 Chapter 1 Important Notice, Contents, and Definitions 1. The Board of Directors (or the “Board”), the Supervisory Board as well as the directors, supervisors and senior managers of Chongqing Changan Automobile Co., Ltd. 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. 2. Zhu Huarong, the Company’s legal representative, Zhang Deyong, the Company’s Chief Financial Officer and Chen Jianfeng, the person-in-charge of the accounting organ hereby guarantee that the financial statements carried in this Report are factual, accurate and complete. 3. Except the following directors, all the directors have attended the board meeting for reviewing this Report.
4. Any prospective description such as future business plans and development strategies in this Report shall not be considered as the Company’s commitment to investors. Investors and relevant persons shall be sufficiently mindful of risks, and undertake the difference in plans, predictions and commitment. 5. Section III “Management Discussion and Analysis” of this Report describes the possible risks and countermeasures of the Company, and investors shall pay attention to the relevant content. 6. The Board has approved a final dividend plan as follows: Based on 7,632,153,402 shares, a cash dividend of RMB 2.33 (tax included) per 10 shares is to be distributed to all shareholders, and 3 bonus shares for every 10 shares will be converted from the capital reserve. This Report have been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. CONTENTS Chapter 1 Important Notice, Contents, and Definitions ............................................. 1 Chapter 2 Company Profile and Main Financial Indexes .......................................... 4 Chapter 3 Management Discussion and Analysis ...................................................... 8 Chapter 4 Corporate Governance ............................................................................. 32 Chapter 5 Environmental and Social Responsibility ............................................... 54 Chapter 6 Significant Events .................................................................................... 62 Chapter 7 Share Changes and Shareholder Information .......................................... 68 Chapter 8 Preference Shares .................................................................................... 74 Chapter 9 Bonds ....................................................................................................... 74 Chapter 10 Auditor’s Report ....................................................................................... 76 Documents Available for Reference I. Financial statements carrying the signatures and seals of the Company’s legal representative, the Chief Financial Officer, and the person-in-charge of the accounting organ. Ⅱ. The 2021 Auditor’s Report stamped by the accounting firm and signed and stamped by chartered accountants. Ⅲ. During the reporting period, the original copies of all company documents and announcements publicly disclosed by the Company in China Securities Journal, Securities Times, Securities Daily, Shanghai Securities News, and Hong Kong Commercial Daily. IV. Annual Reports disclosed in other securities markets. Definitions
I. Basic Information
The audit firm employed by the Company
√ Applicable □Not applicable
period □ Applicable √ Not applicable VI. Key Accounting Data and Financial Indexes Does the Company need to retrospectively adjust or restate the accounting data of previous years? √Yes □ No Reason: Changes in accounting policies
results, the Company’s government subsidy accounting policy is changed from January 1, 2021, from the gross method to net method. For details, see Announcement on Changes in Accounting Policies (Announcement Number: 2021-43). The lower of the Company’s net profit before and after deduction of non-recurring gains and losses in the most recent three fiscal years is negative, and the audit’s report of last year shows that the Company’s ability to continue operations is uncertain. □Yes √ No The lower of the net profit before and after non-recurring gains and losses is negative. □Yes √ No VII. The Differences between Chinese Accounting Standards and International Financial Reporting Standards 1. Differences in net profit and net asset attributable to shareholders in financial report disclosed in accordance with International Financial Reporting Standards and Chinese Accounting Standards □ Applicable √ Not applicable No difference during the reporting period. 2. Differences of net profit and net assets disclosed in financial reports prepared under Overseas Financial Reporting Standards and Chinese Accounting Standards □ Applicable √ Not applicable No difference during the reporting period. 3. Reasons for differences in accounting data under Chinese Accounting Standards and International Financial Reporting Standards □ Applicable √ Not applicable VIII. Key Financial Indexes of 2021 by Quarter Unit: RMB
financial indexes disclosed in the Company’s quarterly report and semi-annual report □ Yes √ No IX. Items and Amounts of Non-Recurring Gains and Losses √ Applicable □Not applicable Unit: RMB
No such cases for the reporting period. Explanation of why the Company reclassifies recurrent gain/loss as an Extraordinary gain/loss item listed in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Extraordinary Gain/Loss Items □ Applicable √ Not applicable No such cases for the reporting period. Chapter 3 Management Discussion and Analysis I．Industry Overview in 2021 1. The industry analysis In 2021, the auto industry carried forward Xi Jinping Thought on Socialism with Chinese Characteristics for a New Era under the central Party and State Council leadership despite complicated and difficult situations such as the ongoing COVID-19 in the world and shortages of automotive chip supply. Committed to the new development philosophy, the auto industry maintained stable production and sales throughout the year with increasing momentum through hard work and determination to overcome challenges, ending the three-year downturn since 2018. Rapid growth in new energy vehicles drove a significant increase in Chinese brand passenger vehicles, showing resilience and momentum of development. The automobile industry has made new outcomes in the first year of the “14th Five-Year Plan”. The details are as follows. In 2021, the cumulative production and sales of the auto industry reached 26.082 million and 26.275 million units, up by 3.4% and 3.8% year-on-year, respectively. The sales marked the first positive growth in the past four years with the biggest production and sales volume in the world for the 13th consecutive year. Due to chip shortages and other factors, the auto market showed initial growth and turned downward. The sales volume in the first four months maintained year-on-year growth and continued to decline from March. The year-on-year growth rate has turned negative since May, and the decline in the fourth quarter gradually narrowed. Despite the chip shortages and rising prices of raw materials, passenger vehicle production and sales reached 21.408 million and 21.482 million units respectively, up by 7.1% and 6.5% year-on-year. The production and sales of passenger vehicles also ended the three-year downward trend since 2018, and were better than the industry overall. Across the industry, sedan sales reached 9.934 million units, a year-on-year increase of 7.1% and 0.6 percentage points higher than the passenger vehicle industry; SUV sales volume continued to exceed that of sedans, reaching 10.101 million units, a year-on-year increase of 6.8%. As China switched to the VI emission standard with customers waiting to see the effect of the new policy of light-truck licensing and registration, and the slowdown in investment growth of the real estate and infrastructure industries, the production and sales of commercial vehicles declined in 2021, standing at 4.674 million and 4.793 million, down by 10.7% and 6.6% year-on-year, respectively. New energy vehicles showed outstanding performance with rapid sales growth. Thanks to favorable new energy vehicle policies, rising product supply, and a higher level of consumer recognition, the production and sales of NEVs reached 3.545 million and 3.521 million in 2021, up by 150% year-on-year. It was the highlight of the automotive industry in 2021. The sales of new energy passenger vehicles reached 3.334 million units, a year-on-year increase of 167.5%, far better than the overall passenger vehicle market. The production and sales of pure electric passenger vehicles exceeded 2.7 million units. Meanwhile, the market share of new energy passenger vehicles went up from 6.6% at the end of 2020 to 15.5%, about 1.5 times higher than last year. New energy passenger vehicles drove the growth of the passenger vehicle market and even supported the positive growth of the auto market against supply chain crises such as chip shortages. With suitable positioning of products in the market and an accurate understanding of consumer demand, some traditional manufacturers did well in market segments such as the new energy mini car and galvanized the market segment in turn. There were leading players in the NEV market that set the standard for the industry with diverse product portfolios and different technological and technical strengths. Startups with internet genes showed unique competitive edges with brand-new products, services, and experiences to attract consumers. The market share of narrow-sense passenger vehicles of Chinese brands climbed to a historical high. In 2021, the narrow-sense PV market was affected by continuous chip shortages, but homegrown Chinese brands suffered less than the joint venture brands with differentiated product positioning and more flexible mechanisms. Moreover, Chinese brands seized the opportunity of NEV development, rolling out EV/PHEV products. Not only did they benefit from the trend of drastic NEV growth, but also increased the market share of Chinese brands. In 2021, the cumulative sales volume of narrow-sense Chinese brand PV was 9.366 million units, a year-on-year increase of 25.2%. The market share increased by 6.6 percentage points to 44.2% compared with 2020, a record high for Chinese brands in the narrow-sense PV market since 2017 and a U-turn from the continuous decline since 2018. Source: China Automobile Industry Newsletter of Production & Sales and other industry information released from the China Association of Automobile Manufacturers. 2. Changan Auto’s performance In 2021, guided by Xi Jinping Thought on Socialism with Chinese Characteristics for a New Era, Changan Automobile implemented the new development concept starting from the new development stage. We created a new development dynamic with "steadfast reform, innovation and breakthrough, digital-driven development, and efficiency enhancement" as the keys. We carried forward the Third Business Venture-Innovation and Entrepreneurship Program, pursued high-quality development, and worked hard to build our ecology of the auto industry. Thus, we gradually strengthened our position in the industry and development quality, off to a good start in the “14th Five-Year Plan”. Facing repeating outbreaks of COVID-19, chip supply shortages, electricity consumption restrictions and industrial production restrictions, and profound changes in the auto industry against the backdrop of unprecedented changes in a century, Changan Automobile made arduous efforts on operation quality with stronger marketing and sales capability for better scale, market share, and profits. Our sales volume reached 2.301 million, 14.8% higher than 2020, and the market share increased by 0.8 percentage points year-on-year, ranked fourth again among automobile groups. We sold 1.755 million units of homegrown brands, a year-on-year increase of 16.7%, second in the industry. We ranked second among narrow-sense Chinese brand PV manufacturers, and narrowed the gap between us and the industry-first by 63.7% compared with 2020. We marked the Centenary of the CPC with excellent results! 3. Industrial policies (1) NEV financial subsidies On December 31st 2021, four ministries including the Ministry of Finance issued the Notice on the Financial Subsidy Policy for Promotion and Application of New Energy Vehicles in 2022. In 2022, the current technical index system, framework and threshold requirements for subsidies will not change. For NEVs for non-public transport, subsidies will be reduced by 30% on the 2021 base and subsidies for NEVs for public transport will be reduced by 20%. By December 31st 2022, the subsidy policy for purchasing NEVs will terminate with no subsidies for vehicles registered afterwards. Manufacturers can adjust the product portfolio in a consistent way and improve profitability per unit with unchanged subsidy technical index and stable and predictable rhythm of subsidy phasing out. The phasing out and termination of subsidies will increase pressure of operation. (2) Dual credit policy In February 2021, the Ministry of Industry and Information Technology (MIIT) issued the Notice on the Management of Corporate technologies/devices are included in the fuel consumption calculation. Exemption of 0.15 liters, 0.1 liters, and 0.15 liters (0.05 liters for 12 volts) in fuel consumption calculation per 100 kilometers will be given to vehicles with off-cycle technologies such as start-stop, gear shift indicator, braking energy recuperation technologies. Second, enterprises can use NEV credits produced in 2021 to offset the negative credits generated in 2020. The two policy measures alleviated the imbalance between the supply and demand of positive and negative credits due to the COVID-19, and eased the credit pressure on manufacturers. (3) Lifting the joint venture shareholding restrictions On December 27, 2021, the National Development and Reform Commission issued the Special Administrative Measures (Negative List) for Foreign Investment Access (Edition 2021). Starting from January 1, 2022, China will remove the foreign ownership limits in passenger vehicle manufacturing and the restrictions on foreign companies from establishing two joint ventures. After the Chinese government lifted the joint venture shareholding restrictions, the market competition that determines business survival will become fiercer with faster pace of mergers/reorganizations. The rapid development of new technologies such as electrification and intelligence and new business models such as the sharing business may have a greater impact on joint venture companies. (4) Auto data security In August 2021, five departments including the Cyberspace Administration of China issued the Several Provisions on the Management of Automobile Data Security (for Trial Implementation). It stipulates that automobile data processors should act upon principles such as "in-car processing", "no collection by default", “proper precision" and “desensitization” to reduce the disorderly collection and abuse of vehicle data. Processors dealing with important data should store the important data in China in accordance with the law and strengthen the protection of such data. This regulation puts stricter requirements on information collection outside and in cars for auto manufacturers. 4. Major laws and regulations (1) Market access As the automobile market develops in China, mandatory standards and technical regulations are needed for the legal management of auto products. China is also developing management system for automobile product certification in line with the time. Under the new round of technological revolution and industrial transformation, the strategic direction of the auto industry is with intelligent connected vehicles (ICV). Therefore, while the access system for traditional vehicles is improving, the automotive authorities are also doing research to promote the access system for ICVs. (2) Standards (A).In December 2020 and February 2021, the Vehicle Event Data Recorder System (GB 39732-2020) and the Steering System of motor vehicles-Basic requirement (GB 17675-2021) were released respectively, and they will be enforced on January 1st, 2022. According to GB 39732-2020, a vehicle event data recorder system records the vehicle motion status for cause analysis and liability determination after accidents. Steering System of motor vehicles-Basic requirement specifies the definitions of terms, technical requirements, and test methods for automotive steering systems. Compared with the previous version of GB 17675-1999, the new standard comprehensively considers various vehicle types and steering systems to revise the scope of application and technical requirements while adding requirements such as electromagnetic compatibility and functional security of steering system electronic control units, and failure alerts. The changes are clear requirements on the new electrification and intelligence technology of automobiles. Manufacturers must meet the corresponding requirements when developing new technologies, which will lead to larger investment in R&D. The costs of the vehicle will also increase, but the security and reliability of vehicles will be greatly improved. (B).In February 2021, the mandatory national standard Fuel Consumption Limits for Passenger Vehicles (GB19578-2021) was released, which stipulates the limits and test methods for fuel consumption of passenger vehicles. The evaluation system of fuel consumption limits is linear based on the curb weight, instead of divided into different stages based on groups of curb weight. The test standard switches from the NEDC drive cycle to the WLTC cycle. The standard was implemented from July 1, 2021, for newly certified models, and will be implemented from January 1, 2023, for models already certified. New vehicles of Changan Auto have abided by the new standard and models already certified are also being adjusted in line with the product planning. II. Analysis of Core Business in 2021 As an automobile manufacturer, Changan Automobile’s businesses cover the R&D, manufacturing, and sales of vehicles (including passenger vehicles and commercial vehicles), as well as the R&D and production of engines. At the same time, we proactively develop new businesses such as mobility, car services, new marketing and sales, and battery swapping, and steps up efforts in exploring finance, used cars and other fields to build a comprehensive industrial ecology and become an intelligent, and low-carbon mobility technology company. With “Leading Auto Culture for Better Life” as our mission, we make efforts to develop NEVs and intelligent vehicles while adhering to the philosophy of “low-carbon and environmental protection, technology and intelligence”. By leading auto culture through scientific innovation, we strive to provide customers with high-quality products and services. After years of development, we have homegrown brands such as Changan, Oshan, and Kaicene, and joint venture brands such as Changan Ford and Changan Mazda to produce and sell joint venture brand vehicles. We launched many iconic homegrown brands models including the CS series, Eado series, UNI series, Oshan series and Shenqi while the joint venture companies have many famous products such as the all-new Focus, Escort, Escape, Explorer, Aviator, Axela, CX-5 and CX-30. Meanwhile, Changan Automobile rolls out new energy vehicles such as Eado EV, BenBen E-star and CS55 E-Rock that are well received among consumers. Our operation attaches "equal importance to homegrown and joint venture brands". We make determined efforts in developing iconic homegrown brands, with Changan, Oshan, and Kaicene brands as independent entities. For Changan Ford, Changan Mazda and other joint ventures, we adopt investment management and control and continue to deepen mutual trust and cooperation with partners. 1. The Company’s business development in 2021 (1) The Company overcame challenges such as chip shortages with robust growth of homegrown brands, stable growth and momentum of joint venture brands. Faced with the challenge of chip shortages across the industry, Changan Automobile took targeted and diverse measures to effectively defuse the supply risks. On the one hand, we constantly adjusted sales demand and production plans and sorted out supply risks and shortages of parts in advance based on research on the supply-demand situation. With the focus on key suppliers, we adopted a supply guarantee plan featuring “a differentiated policy for each plant”, and tried our best efforts to minimize the impact of supply chain fluctuations on production. On the other hand, we worked hard to strengthen core capabilities in chips, cloud, key algorithm, data service operation, and software engineering. We aimed to establish a secure and controllable new ecology of the modern automobile industry chain. In 2021, Changan PV brand and Oshan sold 966,000 and 228,000 vehicles respectively, up by 20.0% and 49.0% year-on-year respectively, and significantly better than the narrow-sense PV industry. Changan passenger vehicle sales and overseas sales both hit record highs. For the first time, NEV sales exceeded 100,000 units, a year-on-year increase of over 200%, far better than the industry. Oshan sales reached 200,000 units again with initial outcomes of transformation. At the same time, Changan Ford achieved yearly sales of 305,000 vehicles, a year-on-year increase of 20.3%, and increasing for the second year. Among its sales, SUV and premium sedans accounted for more than 70%. Lincoln brand completed sales of 89,000 vehicles, a year-on-year increase of 109.1%. Iconic products showed robust performance. According to retail sales based on insurance registration data, CS75PLUS maintained its leading position in the compact SUV market of Chinese brands in terms of retail and Eado PLUS was two ranks higher on the compact sedan sales of all brands. UNI-T maintained medium to high positions in the competition of joint venture and high-end homegrown brands. UNI-K was ranked 6th in midsize SUV retail of Chinese brands. The monthly sales of Oshan X5 kept at ten thousand level and it was ranked 6th in compact SUV retail of Chinese brands. Lincoln Corsair had remarkable performance, ranked fourth in the premium compact SUV retail of all brands. (Source: China Automotive Technology & Research Center insurance registration data and retail sales) We enhanced top-level planning and innovated the marketing and sales model by setting up the Group Intelligent Marketing and Sales Center for future competition. We made the ecosystem planning of “Dubhe Intelligent Connected Network” for the transformation towards sharing and light-asset network scenarios and efficient use of group network resources. Changan Automobile established the UNI Service framework as the UNI Service Space completed construction in 5 cities with the pilot operation of three business modes. Intelligent maintenance and repair services, and modification reservations were officially launched to provide innovative services that are efficient, convenient, intelligent and active. (2) Speed up strategic transformation and further optimize industrial layout Changan Automobile promoted the implementation of the 14th Five-Year Plan in an orderly manner, updated and launched the Innovation and Business Venture Plan 5.0. The company successfully held the first Tech Ecosystem Summit, formulated and released the “New Auto + New Ecology” strategy, and built a new business model characterized by the integration of cloud, network, platforms and user scenario. Based on the latest policies for carbon peak and carbon neutrality, the company formulated the 14th Five-Year Plan for science and technology, clearly put forward the strategy driven by “Technology+ Ecology”, and steadily promoted the layout of Changan Technology Company. The Company has been creating intelligent products with leading performance with the progress of Dubhe Plan. APA 6.0 remote pulling into a small parking spot with industry-leading precision. A dozen of functions for smart cockpit and car controls including AR navigation, four-screen display, gesture control, track mode, intelligent welcome/leaving, bringing users a superior car experience. At the same time, Changan Automobile accelerated the building of intelligence core capabilities of “chips, control units, mapping, components, cloud, network and algorithms”. The company established the Advanced Technology Research Institute to carry out research on advanced technologies including chip design, crowd mapping, and artificial intelligence. And the Changan Automobile Intelligent Computing Center was built to support intelligent driving and connected vehicle services. On this basis, the first Changan Automobile Tech Ecosystem Summit was held to build the next-generation intelligent vehicle super digital platform SDA with partners, which will be the first to realize the service-oriented centralized ring network architecture in 2023. NEV production layout is fully optimized with the steady progress of “Mission of Shangri-La” NEV Strategy. The company has released the new generation ultra-integrated electric drive and battery with zero fire risk. We completed the building of the “Smart Core” smart vehicle domain controller (SVDC), and launched the in-house compact all-electric platform which is highly scalable, highly compatible and versatile. We cooperated with AVIC and CATL to improve the safety and basic performance of batteries for NEVs. The Yubei Plant upgrade program and the commissioning of electric drive production line in Chonqing helped accelerate the layout of e-motor, e-drive and e-controller. (3) Accelerate innovation and transformation to enhance all-around competitiveness Changan is boosting the lineup with the launch of Changan UNI-K, UNI-V, 2022 UNI-T, the second generation CS75 PLUS, 2021 EADO PLUS, Benben E-Star, Oshan X7 PLUS, 2022 Kaicene F70, Ford EVOS and 2021 MAZDA3 Axela. Being Customer-centric, Changan is committed to improving customer service capabilities throughout the life cycle covering car purchase, selling, usage, repair and service to meet different needs of customers in different scenarios. We upgraded the five promises of integrity service version 3.0, improved the organizational management system of customer service, and engaged the experience officers in the product development process. We improved customer pain points through the four actions, two systems and service experience innovation of TOP 1 Program for Customer Experience. Our Sales Satisfaction Index (SSI) and Customer Service Index (CSI) reached 98.5% in 2021, ranking highest among homegrown brands in sales satisfaction released by CQA. We strengthened customer management, enhanced fan interaction, and held activities such as Fan Festival, sustainable events and road trips to historic places of Changan to maintain efficient interaction with customers. We pushed ahead with Digital Management Project and accelerated the pace of digital transformation. We improved the top-level design of digital management, building the platform-based industrial architecture on the ground and in the cloud. Based on hybrid cloud architecture, we accelerated the building of digital infrastructure including Changan multi-cloud management platform. The newly built Changan & Huawei Low Code Joint Innovation Lab armed Changan with agile digital development capability. The capacity building of nearly 400 technologies in six simulation fields was completed through CAE (Computer Aided Engineering) simulation ecosystem. The collaborative product development system integrated product development around business processes. Customer data platform promoted data-driven customer management scenarios to achieve sales lead improvement and customer conversion. We connected real-time data of the whole value chain in Order-to-Delivery process. Changan joined hands with partners for a win-win future. In partnership with Huawei and CATL, we launched a new premium intelligent EV brand Avatr and debuted its first model Avatr 011. We cooperated with partners including Horizon Robotics, BOE, and BrightMap to build future-oriented, well-controlled and industry-leading technical capabilities. The cooperation between Changan and Lincoln brand put new models into production including Corsair, Nautilus and Aviator. Changan Ford sold 305,000 units in 2021, an increase of 20.3% year-on-year, turning its operation into profit. 2. New models launched in 2021 UNI-K （未完）  |