[年报]洋河股份(002304):2021年年度报告（英文版）
原标题:洋河股份:2021年年度报告（英文版） 2021 Annual Report April 2022 Section I Important Statements, Contents and Definitions The board of directors, board of supervisors, directors, supervisors and senior management of Jiangsu Yanghe Distillery Co., Ltd. (hereinafter referred to as the Company) hereby guarantee that the information presented in this report is free of any false records, misleading statements or material omissions, and shall individually and together be legally liable for truthfulness, accuracy and completeness of its contents. Mr. Zhang Liandong, responsible person for the Company, Mr. Yin Qiuming, responsible person for accounting affairs and Mr. Zhao Qike, responsible person for accounting department (accounting supervisor) have warranted that the financial statements in this report are true, accurate and complete. All directors attended the board meeting to review this report. The future plans and some other forward-looking statements mentioned in this report shall not be considered as virtual promises of the Company to investors. Investors and people concerned should maintain adequate risk awareness and understand the difference between plans, predictions and promises. Investors are kindly reminded to pay attention to possible investment risks. In the annual report, the possible risks in the operation of the Company are described in detail (see 11.Outlook for the Future Development of the Company in Section III Management Discussion and Analysis). Investors are kindly reminded to pay attention to relevant content. The profit distribution plan approved by the board of directors: based on total share capital participating in the dividend on the registration date (excluding the repurchased shares held in the Company's special repurchase securities account) when the profit distribution plan is implemented in the future, a cash dividend of CNY 30.00 (tax inclusive) will be distributed for every 10 existing shares held, 0 shares of bonus shares (tax inclusive), and reserves would not be converted into share capital. The Company’s Chinese 2021 Annual Report was publicly disclosed on the Shenzhen Stock Exchange and www.cninfo.com.cn on 29 April 2022. If there are any differences between the English version and the Chinese one, please refer to the latter. Contents Section I Important Statements, Contents and Definitions……………………………….2 Section II Company Profile and Key Financial Results……………………………………….5 Section Ⅲ Management Discussion and Analysis…………………………………………..10 Section Ⅳ Corporate Governance…………………………………………………………………..33 Section Ⅴ Environment andSocial Responsibility………………………………………….67 Section Ⅵ Significant Events…………………………………………………………………………71 Section Ⅶ Changes in Shares and Information about Shareholders………………..94 Section Ⅷ Information about Preference Shares……………………………………………103 Section Ⅸ Information about Bonds…………………………………………………………….104 Section Ⅹ Financial Report……………………………………………………………………………105 Definitions
Section II Company Profile and Key Financial Results 1. Corporate information
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3. Information disclosure and place where the annual report is kept
4. Company registration and alteration
5. Other relevant information Accounting firm engaged by the Company
Sponsors engaged by the Company to continuously perform its supervisory function during the reporting period □Applicable √ N/A Financial adviser engaged by the Company to continuously perform its supervisory function during the reporting period □Applicable √ N/A 6. Key accounting data and financial indicators Whether the Company performed a retroactive adjustment or restatement of accounting data
negative, and the audit report of the last year shows that the Company's ability to continue operating is uncertain □Applicable √ N/A The net profit before or after deducting non-recurring profits and losses is negative □Applicable √ N/A 7. Differences in accounting data under domestic and overseas accounting standards 1. Differences in the net profits and net assets disclosed in the financial reports prepared under the international and China accounting standards □Applicable √ N/A No such differences during this period. 2. Differences in the net profits and net assets disclosed in the financial reports prepared under the outbound and China accounting standards □Applicable √ N/A No such differences during this period. 8. Key financial results by quarter Unit: CNY
those which have been disclosed in quarterly or semi-annual reports. □Applicable √ N/A 9. Non-recurring profits and losses Unit: CNY
The company has no specific circumstances of other profit and loss items that meet the definition of non-recurring profit and loss. □Applicable √ N/A Section Ⅲ Management Discussion and Analysis 1. Industry conditions faced by the company during the reporting period According to the data of the National Bureau of Statistics, there were 965 baijiu enterprises above designated size nationwide in 2021, a decrease of 75 compared with the previous year; the output of Chinese Baijiu was 7,156,300.00 kiloliters, a year-on-year decrease of 0.59%; The operating revenue was CNY603.348 billion, a year-on-year increase of 18.69%; the total profit was CNY170.194 billion, a year-on-year increase of 32.95%. The total production and sales volume of Chinese Baijiu industry were stable, and the competitions among famous liquor producing areas, regional markets and price segments intensified, the trend of consolidation, branding and premiumization became more prominent. The development quality of Chinese Baijiu industry was further improved. Yanghe is a large Chinese baijiu production enterprise enjoying high brand awareness and reputation nationwide. It is the only enterprise in the Chinese baijiu industry that owns two famous Chinese Baijiu, Yanghe and Shuanggou, two time-honored Chinese brands and six well-known Chinese trademarks. The company's leading products are Dream Blue, Sky Blue, Ocean Blue, Sujiu, Zhenbaofang, Yanghe Daqu, Shuanggou Daqu and so on. During the reporting period, the company complied with the development trend of the industry, actively responded to market competition, and achieved an operating revenue of CNY25.35 billion, a year-on-year increase of 20.14%; the company realized a net profit attributable to shareholders of listed companies of CNY7.508 billion, a year-on-year increase of 0.34%; it realized a net profit of CNY7.373 billion excluding non-recurring profits and losses attributable to shareholders of listed companies, with a year-on-year increase of 30.44%. The sales scale of the company ranked among the top three in the industry. 2. Main Businesses of the Company During the Reporting Period The company shall comply with the disclosure requirements of food and wine manufacturing industries in Self-regulatory Guidelines for Listed Companies in Shenzhen Stock Exchange No. 3 - Industry Information Disclosure The main business of the company is the production and sales of Chinese Baijiu, it is produced by solid-state fermentation and it sales mainly adopt two modes: wholesale distribution and online direct sales.The company's main business and business model did not change during the reporting period.According to the Industry Classification Guidelines for Listed Companies (revised in 2012) issued by the CSRC, the company belongs to the "C15 wine, beverage and refined tea manufacturing industry". Information about brand operation The Company’s products include Dream Blue, Sujiu, Sky Blue, Zhenbaofang, Ocean Blue, Yanghe Daqu, Shuanggou Daqu, Guijiu, Sidus Wine and so on. According to the price range standard of ex-factory price, the Company groups the products into mid/high end and ordinary products. The mid/high end products refer to those with ex-factory price ≥ CNY 100 / 500ml, mainly including Dream Blue craft class, Dream Blue M9, Dream Blue M6 +, Dream Blue Crystal version, Su wine, Sky Blue, Zhenbaofang (Difang, Shengfang), Ocean Blue and so on. Ordinary products refer to those with ex-factory price ＜CNY 100 / 500ml, mainly including Yanghe Daqu and Shuanggou Daqu. The revenue of various products is as follows: Unit: CNY
Main sales model The Company sells its products mainly through distributors. Its sales models include wholesale distribution and online direct selling, among which wholesale distribution is the main sales model. □Applicable √ N/A 1. Disclosure of main business composition by different types Unit：CNY
medium/high end products ≥ 100 CNY / 500ml and ordinary products < 100 CNY / 500ml. 2. Disclose the number of distributors according to regional classification
building strategic leading products and optimizing the structure and layout of distributors around the principle of being close to distributors, stablizing distributors, supporting distributors and enriching distributors. 3. Settlement method and distribution method The Company mainly adopts the bank transfer method for settlement, and adopts the method of payment before goods for product sales. 4. Sales amount and sales proportion of the top five distributors In 2021, the total sales amount of the top five distributors was CNY 1083.7888 million, accounting for 4.28% of the total sales of this year. Among the sales of the top five distributors, the sales from related parties were CNY 0, accounting for 0% of the total sales of this year. The total amount of receivables of the top five distributors at the end of the period was zero. Retail stores accounted for more than 10%. □Applicable √ N/A Online direct selling √Applicable □ N/A Unit：CNY
period changed by more than 30% compared with the previous reporting period □Applicable √ N/A Procurement mode and content Unit：CNY
amount □Applicable √ N/A The price of major outsourced raw materials changed by over 30% year on year □Applicable √ N/A Main production mode The Company's production mode is self-produced mode, the main links including raw material crushing, fermentation, distillation, grade storage, liquor body design and combination, product packaging Commissioned production □Applicable √ N/A The main components of operating costs Unit：CNY
Output and inventory 1. Production volume, sales volume and inventory of major products
3. Analysis of core competitiveness The Company has significant advantages in natural environment, quality technology, brand building, marketing network and so on. The Company has formed its unique core competitiveness, which has not changed during the reporting period. 1. Natural environment advantage The Company is located in Suqian, the capital of Chinese Baijiu with 'three rivers, two lakes and one wetland’. As one of the three famous wetlands in the world, Suqian enjoys equal popularity with the Scotch whisky producing area and the French Cognac producing area. The long history and unique ecological environment provide a good source of water, soil and air for production for liquor production. Especially the microorganism condition is significantly beneficial to production. The Yanghe distillery originated in the Sui and Tang Dynasties, flourished in the Ming and Qing Dynasties. It had been sold in Jianghuai area during the period of Yong Zheng of Qing Dynasty. It has a good reputation that 'dainty taste derived from fortune spring and liquor ocean, which makes Yanghe rank the first place in Jianghuai area. Shuanggou alongside Yanghe has been praised as the origin of Chinese natural liquor by domestic and overseas experts due to the discovery of drunken ape fossils in Xiacaowan. 2. Quality advantage Considering the diversification and individuation of consumption demand, the Company took the lead in breaking the traditional classification of Baijiu flavor. The Company classifies Baijiu based on taste and the mellow Baijiu quality, and deeply meets core demand of target consumers. It has successfully established new craft of mellow Baijiu production and system framework of mellowness mechanism, which caters to market consumption. In June 2008, 'Mellowness', a special type of Yanghe, was first written into the national standard in China Protected Geographical Indication Product- Yanghe Daqu (Standard No. GB/T220406-2008). In October, 2019, the company formulated the group standard named "Mellow Baijiu" (i.e. t/cbj2104-2019), which further enriched and improved the relevant standards of mellow Baijiu. 3. Talent advantage The Company has 39 Masters of Chinese Baijiu, 78 provincial Baijiu tasting committee members and 1926 technicians. The Company also has 10 national and provincial technical research and development platforms. The obvious advantage of technical talents provides technical support for the continuous improvement of mellow Baijiu quality. In 2020, the project of "Research and Application of Key Technology and Intelligent Production of Mellowness Flavor Brewing" won the first prize of "Food Industry Science and Technology Award". In 2021, the project of "key technology and industrialization of efficient and safe production of traditional brewing food" won the second prize of "science and technology progress award of the Ministry of education". The company won the second to fifth champion of the national liquor taster contest sponsored by China Alcoholic Drinks Association, and the representatives of the company won the top ten of the fifth national liquor taster contest, which fully demonstrated the strong talent advantage of the company. 4. Brand advantage The Company, as one of the eight traditional well-known Baijiu enterprises, is the only one which has two famous Chinese Baijiu brands, namely Yanghe and Shuanggou, two Chinese time-honored brands, and six Chinese well-known trademarks, including Yanghe, Shuanggou, Yanghe Spirit Classic, Zhenbaofang, Dream Blue, and Su. With a brand value of $7.09 billion, the company was selected into the "2021 Top 50 Global Spirits Brand Values” released by a world-renowned brand value research institution called Brand Finance, ranking third in the world. In 2021, the company ranked 95th in the "China's 500 Most Valuable Brands" released by World Brand Lab with a brand value of CNY64.21 billion. In 2022, the company's brand value ranked 342 in the list of "2022 Global Top 500 Brand Values" released by Brand Finance. 5. Marketing network advantage The company has a marketing team with the largest number of personnel, the latest ideas and the strongest execution. Its marketing network has penetrated into all counties and regions in China; the high-speed channel for distribution has been basically built, laying a solid foundation for future market expansion and category extension. 4. Analysis of main business 1. Overview During the reporting period, guided by the "14th five year plan" strategic plan and closely focusing on the "12345" strategic system, the company took the initiative to seize the "Benefits" of industry structure adjustment, actively responded to the "Challenges" of competition among leading enterprises, fully promoted the major project of transforming old and new kinetic energy, fully implemented the key projects of improving operation quality and efficiency, and promoted the company to achieve steady progress and steady development. In 2021, the company achieved operating revenue of CNY 25.35 billion, a year-on-year increase of 20.14%; Net profit attributable to shareholders of listed companies has reached CNY7.508 billion, a year-on-year increase of 0.34%; Net profit attributable to shareholders of listed companies after deducting non-recurring profits and losses is CNY 7.373 billion, a year-on-year increase of 30.44%. Accelerate the transformation and upgrading of marketing methods and condense the potential energy of reform and innovation. Adhering to the market orientation and competition orientation, focusing on the high-end and brand strategy, the company has built a "2 + 5 + 10" leading product layout, implemented the "First-hand Project", and completed the termination of 715 SKUs, making the product planning clearer. By deeply adjusting the marketing structure and promoting the downward compatibility of marketing organizations, all brands of the company have realized independent operation. The company adhered to the concept of "Related Distributors, Comfort Distributors, Support Distributors and Enrich Distributors", continued to improve the dealer system, comprehensively carried out special inspections on the business environment, vigorously rectified the market order and continuously optimized the business environment. During the reporting period, the product prices increased steadily, the cost control was accurate and efficient, and the company's management was standardized and orderly; Sales volume of leading products such as Dream Blue, Ocean Blue and Sky Blue increased steadily, the national layout of Shuanggou brand achieved significant progress, and the growth of Guijiu brand was significant. Accelerate the optimization of the company's system and management mechanism and release the power spontaneously generated within the company. The company adhered to the guidance of "market-oriented and efficiency-oriented"，promoted institutional reform guided by encouraging aspirants,launches “the first phase of shareholding plan” for core backbone and “14th five year-profit increment sharing plan” for employees, which improved the salary of employees, built a reward and punishment mechanism of "strengthening growth, incentive and binding force", strengthened the accountability mechanism based on "position, stage and assessment results", and promoted the selection mechanism of "youth, knowledge and specialization". This not only improved the employee incentive system and welfare system, but also created a fair competition environment and ignited the struggle passion of all employees for "secondary entrepreneurship". Strengthen product quality and activate the potential of product matrix. The company adhered to the concept of "quality first and consumer first" and spared no effort to promote the revolution of taste quality, which has significantly enhanced the taste of the raw liquor and successfully refreshed a variety of good products such as Sky Blue, Dream Blue Crystal version and Shuanggou Zhenbaofang. The company's technical team won the top ten in the fifth national liquor taster contest, and won the third place in the light industry brand and the third place in the Baijiu brand reputation index, which promoted the improvement of both product strength and brand strength. The company continued to speed up smart production and it has realized linkage and interworking in the four fields of brewing, taste, quality and logistics. The company successfully launched financial sharing platform and initially set up a "human effect model" on marketing, brewing and packaging. It also achieved substantial results in increasing revenue and reducing expenditure, encouraging all employees to participate in improvement activities related to improving operation quality, product quality and economic benefits, so as to further improve the operation efficiency of the company. Strengthen social responsibility and consolidate industrial ecological efficiency. The company adhered to the concept of altruism and ecological supremacy, vigorously implemented the "Dream Culture" project, and actively assumed social responsibility while realizing its own development. The company further fulfilled its responsibility to protect the environment by adhering to energy conservation, emission reduction, recycling and green development; It continued to build a manufacturer relationship that treats manufacturers sincerely and ensures that transactions are fair, honest and pure, so as to further consolidate the manufacturer entrepreneurship （未完）  |