[年报]长 安Ｂ(200625):2022年年度报告（英文版）
原标题:长 安Ｂ:2022年年度报告（英文版） Chongqing Changan Automobile Company Limited 2022 Annual Report April 2023 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. Chapter 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 9,921,799,422 shares, a cash dividend of RMB 2.36 (tax included) per 10 shares is to be distributed to all shareholders, without transferring capital reserve to share capital. 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 .......................................... 5 Chapter 3 Management Discussion and Analysis ...................................................... 9 Chapter 4 Corporate Governance ............................................................................. 37 Chapter 5 Environmental and Social Responsibility ............................................... 57 Chapter 6 Significant Events .................................................................................... 66 Chapter 7 Share Changes and Shareholder Information .......................................... 71 Chapter 8 Preference Shares .................................................................................... 76 Chapter 9 Bonds ....................................................................................................... 77 Chapter 10 Auditor’s Report ....................................................................................... 80 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 2022 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
offering of shares in 2020. The independent financial advisor employed by the Company to exercise constant supervision over the Company in the reporting 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
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 2022 by Quarter Unit: RMB
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 non-recurrent gain/loss as a recurrent 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 2022 1. The industry analysis 2022 is a year which is full of challenges and opportunities for China’s auto industry. Despite the impact of macroeconomic downturn, the automobile industry withstood the pressure and numerous tests. The annual auto sales rose by 2.1 percent. Especially the new energy vehicles maintained a rapid growth momentum and their sales hit a new high. At the same time, car exports increased significantly and the annual export exceeded 3 million units. Amid transformation and multiple challenges, China’s auto industry is entering a new stage of development. The details are as follows. In 2022, the cumulative production and sales of the auto industry reached 27.021 million units and 26.864 million units, up by 3.4% and 2.1% year-on-year respectively. Since 2017, the sales volume has achieved two consecutive increases for the first time and China’s scale of production and sales has been the first in the world for 14 consecutive years. The passenger vehicle market still showed enough resilience in recent years. The cumulative production and sales of the passenger vehicle reached 23.836 million units and 23.563 million units, up by 11.2% and 9.5% year-on-year, respectively, both of which significantly outperformed the industry. Chinese brands mainly contributed to the growth in the passenger car market and market share climbed to a record high, mainly due to the dominant position of the new energy vehicles. The commercial vehicle market was affected by factors such as the surging demand brought by the previous emission and overloading restriction policies. The production and sales of commercial vehicles declined by more than 30% year on year, which was a decline for two consecutive years, and 2022 sales volume compared to 2009 fell to a new low in 14 years. New energy vehicles continue to show explosive growth. Their sales hit a new high and was the largest growth point of the automobile market, the production and sales volume of new energy vehicles reached 7.058 million units and 6.887 million units respectively, with year-on-year growth exceeding 90%. New energy vehicles become a bright color in the current automobile market. In the new energy passenger car market, the sales volume of pure electric models accounted for more than 70%, occupying an absolute share advantage. Plug-in hybrid models have been growing rapidly in recent two years, maintaining a high growth trend. The competition in the new energy industry has quietly changed. Chinese brands rank the first place in the annual sales of pure electric passenger cars and the growth rate of the new power car enterprises slowed down. Also, the internal pattern changed. In the transformation towards new energy vehicles, the traditional leading OEMs have faced the competition by launching new energy brands and they overtook the new players. In 2022, automobile export of China exceeded 3 million units, and automobile export has become a new growth point of the industry after new energy vehicles. In recent years, under the correct guidance of national policies, Chinese automobile enterprises have continued to strengthen technological innovation, and the competitiveness of independent brands has been continuously improved. In particular, independent brands have made considerable progress in the fields of new energy and intelligence in recent years, which has further enhanced the image status of Chinese automobiles in overseas markets and promoted the increase of export sales. In addition, with the gradual expansion of automobile export scale, the “going global” mode of Chinese OEMs is also constantly enriched, from the single export, gradually expanded to overseas investment and construction of factories.
2. Changan Auto’s performance In 2022, thoroughly studied and implemented the spirit of Xi Jinping's important instructions, Changan effectively responded to the grim and complex international situation and the huge risks and challenges that entailed it, and made every effort to overcome challenges With the key of “strengthening the foundation, pursuing progress through innovation, restructuring the system and taking the lead“, the company strives to promote the high-quality development of enterprises, proactively constructs a new development pattern, steadily pushes forward the Third Business Venture — Innovation & Entrepreneurship Program, and constantly breaks the waves on the channel of promoting the transformation and development of enterprises with a vigorous spirit. In 2022, Changan overcame the repeated influence of multiple uncertain factors and controlled the operation quality. The annual sales volume was 2.346 million units, with a year-on-year growth of 2.0%. The market share remained unchanged. The sales volume of Changan Chinese brand cars was 1.875 million, with a year-on-year growth of 6.8%, ranking the second in the industry. Changan new energy vehicle sales exceeded 270,000 units with a year-on-year growth rate much better than the new energy vehicle industry. Changan took resolute and daring actions to respond to the 20th CPC National Congress! 3. Industrial policies (1) Announcement on the reduction of the purchasing tax on part of passenger vehicles On May 31, 2022, the Ministry of Finance, the State Administration of Taxation issued the “Announcement on the reduction of the purchasing tax on part of passenger vehicles”. The government will cut the tax for cars priced at no more than 300,000 yuan and with 2.0-liter. The tax cut will be applicable for purchases from June 1, 2022 through the end of the year. From June to November 10, 2022, the policy reduced vehicle purchase tax for eligible passenger vehicles by a total of RMB 39.75 billion. Data from the unified invoice for sales of motor vehicles showed that from June to October 2022, approximately 6.523 million passenger vehicles of 2.0-liter displacement and below were sold, representing a year-on-year growth of 20.6% compared with the January-May period before the implementation of the policy, which had an obvious policy effect and effectively promoted automobile consumption, effectively driving the sales of the Company’s related products to climb. (2) Announcement on the continuation of the NEV purchase tax exemption policy On September 18, 2022, the Ministry of Finance, the State Administration of Taxation, the Ministry of Industry and Information Technology in order to support the development of the new energy automobile industry and promote automobile consumption, jointly issued the Announcement on The Continuation of The New Energy Vehicle Purchase Tax Exemption Policy. The purchase date of new energy vehicles in the period of January 1, 2023 to December 31, 2023, vehicle purchase tax can be exempted. New energy vehicles exempt from vehicle purchase tax shall be managed through the Catalogue of New energy Vehicle Models exempt from Vehicle Purchase Tax issued by the Ministry of Industry and Information Technology and the State Administration of Taxation. Extending the vehicle purchase tax exemption policy for new-energy vehicles can increase additional 100 billion yuan expected to be exempted. According to the data of China Association of Automobile Manufacturers, in 2022, the production and sales of new energy vehicles completed 7.058 million and 6.887 million, respectively, with year-on-year growth of 96.9% and 93.4%. The market share reached 25.6%, 12.1 percentage points higher than the previous year. The policy will further promote the consumption of new energy vehicles, conducive to the company’s new energy product market sales. 4. Major laws and regulations (1) Market access With the development of Chinese automobile industry, the national management system of automobile product certification is also in continuous improvement. Under the background of a new round of scientific and technological revolution and breakthrough, the development of intelligent connected vehicles has risen to a national strategic height. At the same time, the automobile authorities are constantly studying and promoting the access system of intelligent connected vehicles. In November 2022, the Ministry of Industry and Information Technology and the Ministry of Public Security publicly solicited the Notice on Pilot Work of Access and road use of Intelligent Connected Vehicles (Draft for Comments), proposing to guide enterprises to strengthen capacity building through pilot work. Changan is actively participating in the formulation and pilot research of the access system of intelligent connected vehicles by the Ministry of Industry and Information Technology and other automobile authorities. In September 2022, Changan has established an intelligent connected vehicle access promotion team to push enterprises to achieve access conditions. (2) Standards Changan’s products are in line with the regulations and standards. As for the new standards that have been implemented, Changan has completed the product upgrade and switch according to the time requirements, among which the standards for 2022 are as follow. (A) GB 17675-2021 “Basic Requirements for Automotive Steering System” was released in February 2021, and for new type approved vehicles, it will be implemented on January 1, 2022. For models with type approval, it will be implemented on January 1, 2023. This standard defines the term definition, technical requirements and test methods of automobile steering system, and adds that the electrical control of steering system should meet the requirements of electromagnetic compatibility, functional safety, failure alarm and so on. (B) GB 39732-2020 "Automobile Event Data Recording System" was released in December 2020. This standard stipulates that the automobile event data recording system records the motion state of the vehicle for the purpose of cause analysis and liability determination after an accident. As of January 1, 2022, the newly applied type approval vehicles meet the requirements of this standard except for B-class elements and Article 4.4. New type approval applications from 1 January 2024 should meet all requirements. (C) GB/T 31498-2021 “Post-Crash Safety Requirements for Electric Vehicles” was released in August 2021 and implemented as of March 1, 2022. This standard sets out special safety requirements for electric vehicles after frontal, side and rear crashes. (D) GB 19578-2021 “The Fuel Consumption Limits for Passenger Vehicles” were issued in February 2021 and applied to type approved models from 1 January 2023. The standard mainly specifies the fuel consumption limit requirements based on the reconditioning mass of passenger vehicles under WLTC cycle conditions. (E) GB 9656-2021 “Technical Specification for Safety of Glass for Motor Vehicles” was issued in April 2021. From January 1, 2023, the glass of new type approved vehicles shall meet the requirements of safety of visual field, safety of strength, safety of destruction and so on. (F) GB 16897-2022 “Brake hose structure, performance requirements and test methods” was released in August 2022. This standard mainly added the hydraulic brake hose fast tensile strength, pneumatic brake hose flexure fatigue requirements. From January 1, 2023, the new application type approval of the vehicle will be implemente. It will be implemented on July 1, 2023 for models with type approval. (G) GB 15084-2022 “Performance and Installation Requirements for Indirect Vision Devices for Motor Vehicles” was released in December 2022. The standard mainly adds the requirements for the use of electronic rearview mirrors, rimless internal view mirrors and other related requirements. The standard will be implemented on July 1, 2023 for the newly applied type approval models. II. Analysis of Core Businesses in 2022 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. Changan always adheres to the mission of “Leading Auto Culture for a Better Life”, to the concept of "energy saving, environmental protection, scientific and technological intelligence". At the same time, Changan vigorously develops new energy and intelligent vehicles, is committed to leading automobile civilization with scientific and technological innovation, and strives to provide customers with high-quality products and services. The company now owns brands including Changan Automobile, Oshan Automobile, Kaicheng Automobile, Deepal, Avatr, among which Changan Deepal and Avatr are the new energy brands released by Changan Automobile in recent years. Changan Deepal is positioned as a high-tech digital all-electric brand and Avatr is positioned as an emotional intelligent electric vehicle brand. In addition, Changan also produces and sells joint-venture models through Sino-foreign joint ventures Changan Ford and Changan Mazda. Changan has launched a series of iconic models including CS series, EADO series, UNI series, Oshan series and Shenqi series. At the same time, Changan has created Deepal SL03, Avatr 11, Lumin, Benben E-star and other new energy models. Joint venture has a new generation of Mondeo, Explorer, Aviator, Aviator, Axela, CX-5, CX-30 and other well-received products. Many models of the company are welcomed by consumers. Changan adopts the business model of “equal emphasis on wholly-owned and joint venture brands”, and carries out entity operation of its own auto brand business, such as Changan Automobile, Changan Deepal, Avatr, Oshan Automobile, Kaicheng Automobile, etc., and firmly builds its own classic brand. We will conduct investment control over joint ventures such as Changan Ford and Changan Mazda, and continue to deepen mutual trust and cooperation with partners. 1. The Company’s business development in 2022 (1) Effectively respond to multiple difficult challenges, and the growth rate of the main board block is faster than that of the industry. Since 2022, the company has risen to the challenge, taken the initiative, adhered to the "rush and pull", fought for resources and technology substitution through multiple channels, and made every effort to "ensure supply, production, and delivery". The company's sales scale continued to improve, with sales of 2.346 million units in 2022, a new high in the past five years, and sales increased by 2.0% year-on-year, achieving a three-year increase in the company's overall sales year-on-year! Changan’s sales of Chinese brand vehicles reached 1.875 million units, a new high, increased by 6.8% year-on-year. The sales scale of self-owned new energy brand of the industry. Overseas export sales reached a new breakthrough, with a total export volume of 170,000 self-owned brands, setting a new record for export sales. The sales volume of key products increased steadily, which strongly supported the company's sales base. According to terminal retail data, the CS75 series has retailed nearly 220,000 units throughout the year, and the sales of the second-generation CS75 PLUS continue to rank in the forefront of Chinese brand compact SUVs. The annual sales volume of the EADO series and CS55 series reached 150,000 units and 130,000 units respectively, of which the sales volume of the EADO PLUS ranked third in the Chinese brand compact car; UNI series sales exceeded 180,000 units, of which UNI-K sales exceeded 5,000 units in a single month; Oshan X5 achieved annual sales of nearly 90,000 units, achieving monthly sales of 10,000 units. (2) The strategic path has been continuously refined, and the pace of transformation has become more stable. With the Changan’s "14th Five-Year Plan" as the traction, accelerate the pace of strategic transformation, implement version 5.0 of the innovation and entrepreneurship plan and version 6.0 of the iterative innovation and entrepreneurship plan, continuously strengthen the management of the whole process and all elements of the strategy, promote the basic achievement of planning goals, and make new progress in the "Beidou Tianshu" and "Shangri-La" plans. Accelerate the promotion of intelligent strategy, and continue to strengthen brand recognition. Released the intelligent brand "Zhuge Intelligence", opened a new track for new automobiles, and unveiled the first prototype car CD701 equipped with the new digital intelligent architecture SDA, making every effort to seize the commanding heights of the intelligent industry. Accelerate the implementation of major projects, create a new batch of scientific and technological innovation subjects, realize the landing of long- term intelligence and other projects, and complete the establishment of Changan Technology Company. Focus on the field of new energy, release a new digital pure electric brand - Deepal, start to build OX sequence, and accelerate the transformation of the whole brand sequence to new energy; Fully promote the construction of new energy production capacity, start major projects such as Yubei factory replacement and green intelligent upgrading construction, and promote the transformation of traditional manufacturing to green intelligent manufacturing. Focus on the globalization strategy and steadily expand overseas markets. Sales in overseas markets have achieved a breakthrough against the trend, exporting nearly 250,000 vehicles throughout the year, ranking fourth in the domestic automotive industry in terms of total exports, maintaining rapid growth for seven consecutive years; The overseas market layout is increasingly perfect, and the sales volume in 10 countries including Saudi Arabia ranks in the forefront of Chinese brands. New progress has been made in the construction of the industrial ecosystem, and comprehensive and in-depth cooperation with excellent partners in various fields in the fields of new energy and intelligence has been created to create "new automobiles" and win- win "new ecology". The first batch production cars of the Avatr 11 and 011, the emotional intelligent electric coupe SUVs jointly built with Huawei and CATL, have officially rolled off the production line at the end of 2022; Establish joint innovation centers with Tsingshan Industry and South China Optoelectronics in the fields of new energy and intelligence, and strive to tackle key technologies and jointly cope with future challenges; It has signed strategic cooperation agreements with many domestic and foreign leading enterprises such as NXP and Desay SV, as well as universities, and the circle of cooperation has expanded from traditional enterprises to technology enterprises. (3) Adhere to the two-wheel drive of reform and innovation, and the key capabilities are continuously enhanced. We have continued to cultivate the field of new energy and intelligence, and have mastered more than 600 intelligent low-carbon core technologies. Accelerate the breakthrough of the core technology of "three electricity", and make great progress in the core field of new energy and power technology. Master the battery CTP integration technology, and realize mass production and installation of （未完）  |