招港B(201872):2022年年度审计报告（英文版）
原标题:招港B:2022年年度审计报告（英文版） CHINA MERCHANTS PORT GROUP CO., LTD. FINANCIAL STATEMENTS AND AUDITOR'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2022 FINANCIAL STATEMENTS AND AUDITOR'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2022 CONTENTS PAGE(S) AUDITOR'S REPORT 1 - 6 CONSOLIDATED BALANCE SHEET 7 - 8 BALANCE SHEET OF THE COMPANY 9 CONSOLIDATED INCOME STATEMENT 10 INCOME STATEMENT OF THE COMPANY 11 CONSOLIDATED CASH FLOW STATEMENT 12 CASH FLOW STATEMENT OF THE COMPANY 13 CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY 14 - 15 THE COMPANY'S STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY 16 - 17 NOTES TO THE FINANCIAL STATEMENTS 18 - 179 AUDITOR'S REPORT De Shi Bao (Shen) Zi (23) No. P03194 (Page 1 of 6) To all the shareholders of China Merchants Port Group Co., Ltd., I. Audit Opinion We have audited the financial statements of China Merchants Port Group Co., Ltd. (hereinafter referred to as "the Company"), which comprise the consolidated and Company's balance sheets as at 31 December 2022, and the consolidated and Company's income statements, the consolidated and Company's cash flow statements and the consolidated and Company's statements of changes in shareholders' equity for the year then ended, and the notes to the financial statements. In our opinion, the accompanying financial statements of the Company are prepared and present fairly, in all material respects, the consolidated and Company's financial position as at 31 December 2022, and the consolidated and Company's results of operations and cash flows for the year then ended in accordance with the Accounting Standards for Business Enterprises. II. Basis for the Opinion We conducted our audit in accordance with China Standards on Auditing. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with China Code of Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. III. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on these matters. We determine the followings are key audit matters that need to be addressed in our report. 1. Subsequent measurement of long-term equity investments in associates As disclosed in Note (VIII) 13 to the consolidated financial statements, as at 31 December 2022, the carrying amount of the Company's long-term equity investments in associates amounts to RMB 82,647,500,863.33, accounting for 64.44% of the total shareholder's equity. In 2022, the investment income from associates recognized under the equity method amounts to RMB 6,765,840,426.95, accounting for 82.19% of the consolidated net profit. Since the amount of income from investments in associates recognized by the Company for the year is significant, and its correctness depends on the financial status and operating results of the investee, we determine the above-mentioned subsequent measurement of the long-term equity investments in associates as a key audit matter of the consolidated financial statements. AUDITOR'S REPORT - continued De Shi Bao (Shen) Zi (23) No. P03194 (Page 2 of 6) III. Key Audit Matters - continued 1. Subsequent measurement of long-term equity investments in associates - continued Principal audit procedures we performed for the above key audit matter are as follows: (1) Understood the certified public accountants of major associates and evaluated their independence and professional competence; (2) Identified and assessed the risk of material misstatement in the financial statements of the major associates from the perspective of auditing the consolidated financial statements of the Company by reading the financial statements of the major associates and discussing with the management about the financial performance of the major associates and the significant judgments and estimates made in the preparation of the financial statements; (3) Discussed with the component certified public accountants of the major associates about their assessment of the component audit risk, the identification of key audit areas and the implementation of the corresponding audit procedures to evaluate whether the audit of the component certified public accountants was appropriate; (4) Verified whether the accounting policies and accounting periods adopted by the major associates were consistent with those of the Company. If not, checked whether the financial statements of the major associates have been adjusted according to the accounting policies and accounting periods of the Company, and recognized the amount of investment income under equity method on that basis. 2. Goodwill impairment As disclosed in Note (VIII) 22 to the consolidated financial statements, as at 31 December 2022, the goodwill presented in the consolidated financial statements of the Company is RMB 6,411,426,891.09. The management of the Company uses the net amount of fair value less costs of disposal or the present value of the estimated future cash flows to determine the recoverable amount of the relevant asset group when testing the goodwill for impairment, of which the fair value assessment is based on the market approach, and the forecast of future cash flows and the calculation of the present value include key assumptions, such as growth rate and discount rate. We determine goodwill impairment as a key audit matter of the consolidated financial statements due to the significant amount of goodwill and that the management needs to make significant judgments and estimates when conducting goodwill impairment testing. AUDITOR'S REPORT - continued De Shi Bao (Shen) Zi (23) No. P03194 (Page 3 of 6) III. Key Audit Matters - continued 2. Goodwill impairment - continued Principal audit procedures we performed for the above key audit matter are as follows: (1) Assessed the reasonableness of the division of asset group and combination of asset group made by the management; (2) Referred to the industry practice to assess whether the management's approach in cash flow forecast was appropriate and whether the assumptions used were reasonable; (3) Compared the data used in cash flow forecast with historical data and budget data approved by the management, and assessed the reasonableness of the data used; (4) Compared the growth rate of the business volume in the forecast period with the growth rate of the historical business volume and evaluated its reasonableness; (5) Understood the basis adopted by the management to determine the growth rate of the business in the subsequent forecast period and assessed its reasonableness; (6) Assessed the reasonableness of the discount rate adopted by the management in combination with market risk-free interest rates, risk factors, etc.; (7) Used the work of internal evaluation experts to evaluate the appropriateness of the management's method to assess the recoverable amount of the asset group, and evaluate the reasonableness of the discount rate used by the management in predicting the present value of cash flows and the growth rate of the subsequent forecast period; (8) Reviewed whether the calculation of the present value of future cash flows was correct; (9) Assessed whether the method used to determine the fair value less costs of disposal was appropriate; (10) Assessed the adequacy and appropriateness of the disclosure of goodwill impairment testing. IV. Other Information The management of the Company is responsible for the other information. The other information comprises the information included in the 2022 annual report, but does not include the consolidated financial statements and our auditor's report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion. AUDITOR'S REPORT - continued De Shi Bao (Shen) Zi (23) No. P03194 (Page 4 of 6) IV. Other Information - continued In combination with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the audit work performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. V. Responsibilities of the Management and Those Charged with Governance for the Financial Statements The management of the Company is responsible for the preparation of the financial statements that give a true and fair view in accordance with Accounting Standards for Business Enterprises, and for the design, performance and maintenance of such internal control that is necessary to enable that the preparation of financial statements are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. These charged with governance are responsible for overseeing the Company's financial reporting process. VI. Auditor's Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes an audit opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with China Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with China Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: AUDITOR'S REPORT - continued De Shi Bao (Shen) Zi (23) No. P03194 (Page 5 of 6) VI. Auditor's Responsibilities for the Audit of the Financial Statements - continued (1) Identified and assessed the risks of material misstatement of the financial statements, whether due to fraud or error, designed and performed audit procedures responsive to those risks, and obtained audit evidence that was sufficient and appropriate to form our opinion. The risk of not detecting a material misstatement resulting from fraud was higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. (2) Understood audit-related internal control in order to design audit procedures that were appropriate in the circumstances. (3) Evaluated the appropriateness of accounting policies applied and the reasonableness of accounting estimates and related disclosures made by the management. (4) Concluded on the appropriateness of the management' application of the going concern basis of accounting. Based on audit evidence obtained, concluded on whether the material uncertainty of events or conditions that may cast significant doubt on the Company's ability to continue as a going concern existed. If we concluded that a material uncertainty existed, we were required to draw attention in our auditor's report to the related disclosures in the financial statements or to modify our opinion, if such disclosures were inadequate. Our conclusions were based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern. (5) Evaluated the overall presentation (including the disclosures), structure and content of the financial statements, and whether the financial statements represented the underlying transactions and events in a manner that achieved fair presentation. (6) Obtained sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the financial statements. We were responsible for the direction, supervision and performance of the group audit. We remained solely responsible for our audit opinion. We communicated with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identified during our audit. We also provided those charged with governance with a statement that we had complied with relevant ethical requirements of independence, and communicated with those charged with governance over all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. AUDITOR'S REPORT - continued De Shi Bao (Shen) Zi (23) No. P03194 (Page 6 of 6) VI. Auditor's Responsibilities for the Audit of the Financial Statements - continued From the matters communicated with those charged with governance, we determined those matters that were of most significance in the audit of the financial statements of the current year and were therefore the key audit matters. We described these matters in our auditor's report unless law or regulation precluded public disclosure about the matter or when, in extremely rare circumstances, we determined that a matter should not be addressed in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Deloitte Touche Tohmatsu CPA LLP Chinese Certified Public Accountant (Engagement Partner) Shanghai, China Li Weihua Chinese Certified Public Accountant Wang Hongmei 31 March 2023 The auditor's report and the accompanying financial statements are English translations of the Chinese auditor's report and statutory financial statements prepared under accounting principles and practices generally accepted in the People's Republic of China. These financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles and practices generally accepted in other countries and jurisdictions. In case the English version does not conform to the Chinese version, the Chinese version prevails. Consolidated Balance Sheet RMB
Consolidated Balance Sheet - continued RMB
The accompanying notes form part of the financial statements. The financial statements were signed by the following: Legal Representative Chief Financial Officer Head of Accounting Department Balance Sheet of the Company RMB
The accompanying notes form part of the financial statements. Consolidated Income Statement RMB
The accompanying notes form part of the financial statements. Income Statement of the Company RMB
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