[年报]老板电器(002508):2022年年度报告(英文版)
原标题:老板电器:2022年年度报告(英文版) April 2023 2022 Full Annual Report 2022 Full Annual Report Section 1 Important Notes, Contents and Definitions The board of directors, the board of supervisors and directors, supervisors and senior management of the Company hereby guarantee that no false or misleading statement or major omission was made to the materials in this report and that they will assume all the responsibility, individually and jointly, for the authenticity, accuracy and completeness of the contents of the annual report. Ren Jianhua, the head of the Company, Zhang Guofu, the head of accounting work, and Zhang Guofu, the head of accounting body (accountant in charge), guarantee the authenticity, accuracy and completeness of the financial report in this annual report. All directors of the Company personally attended the board meeting for reviewing this report. The Company has risks such as policy fluctuations in the real estate market, price fluctuations of raw materials and intensifying market competition. Please pay attention to the investment risks. The preplanned profit distribution deliberated and approved by the board of directors is as follows: taking 944,094,916 shares as the radix, the Company will send cash dividends of RMB 5 (tax included) and 0 bonus share (tax included) to all shareholders for every 10 shares, and instead of converting capital reserve into share capital. 2022 Full Annual Report Contents Section 1 Important Notes, Contents and Definitions ........................................................................................ 2 Section 2 Company Profile and Major Financial Indicators ............................................................................. 6 Section 3 Management Discussion and Analysis ............................................................................................... 10 Section 4 Corporate Governance ....................................................................................................................... 22 Section 5 Environmental and social responsibility ........................................................................................... 37 Section 6 Important Matters ............................................................................................................................... 38 Section 7 Changes in Shares and Shareholders ................................................................................................ 43 Section 8 Preferred Shares .................................................................................................................................. 49 Section 9 Corporate Bonds ................................................................................................................................. 50 Section 10 Financial Report ................................................................................................................................ 51 2022 Full Annual Report Directory of documents available for inspection I. Financial statements containing signatures of the legal representative, the head of accounting work, and the head of accounting body with seals. II. Original audit report stamped by ShineWing Certified Public Accountants (Special general partnership) and signed and stamped with the certified public accountants. III. Original copies of the documents and announcement of the Company published on the newspaper designated by the CSRC in the reporting period. IV. 2022 annual report of the Company signed by the legal representative. V. Other relevant information.
Accounting firm engaged by the Company
□ Applicable ?Not applicable The financial advisor engaged by the Company to perform the continuous supervision responsibility during the reporting period □ Applicable ?Not applicable V. Major Accounting Data and Financial Indicators Whether the Company needs to retroactively adjust or restate the accounting data of the previous years □ Yes ?No
negative, and the audit report of the latest year shows that the Company's ability to continue as a going concern is uncertain □ Yes ?No The lower net profit before and after deducting non-recurring profit and loss is negative □ Yes ?No VI. Differences in Accounting Data under Domestic and Foreign Accounting Standards 1. Differences between net profits and net assets in financial statements disclosed according to the International Accounting Standards (IAS) and Chinese Accounting Standards simultaneously □ Applicable ?Not applicable No difference between net profits and net assets in financial statements disclosed according to the International Accounting Standards (IAS) and Chinese Accounting Standards during the reporting period.
related to the quarterly report and semiannual report disclosed by the Company □ Yes ?No VIII. Non-recurring Profit and Loss Items and Amount ?Applicable □ Not applicable Unit: yuan
Information Disclosure of Public Securities Issuing Companies - Non-recurrent Profits and Losses” as recurrent profit and loss items □ Applicable ?Not applicable The Company does not have any non-recurrent profit and loss items enumerated in the “Interpretative Announcement No. 1 on Information Disclosure of Public Securities Issuing Companies - Non-recurrent Profits and Losses” as recurrent profit and loss items. 2022 Full Annual Report Section 3 Management Discussion and Analysis I. Industry Situation of the Company During the Reporting Period In 2022, due to the seriously weak of market demand, the sales and completion of housing declined seriously, restraining the new demand in the market and having a huge impact on the kitchen appliances industry. According to the overall data released by All View Cloud (AVC), the retail sales of kitchen and bathroom appliances (such as range hoods, gas hobs, sterilizer cabinets, dishwashers, built-in appliances, integrated appliances, water heaters, and water purifiers) this year amounted to RMB 158.6 billion, representing a year-on-year decrease of 9.6%. From the perspective of kitchen function, the total sales of professional cooking kitchen appliances (range hoods, gas hobs, and built-in microwave ovens, built-in electrical steam ovens and built-in electric ovens) was RMB 53.7 billion, representing a year-on-year decrease of 10.9%; The total sales of cleaning appliances (dishwashers, gas water heaters, and water purifiers) was RMB 53.4 billion, representing a year-on-year decrease of 11.4%. The total sales of storage appliances (refrigerators, sterilizer cabinets) RMB 96.2 billion, representing a year-on-year decrease of 4.8%. The concentration of kitchen appliance industry continues to increase, the height and thickness of the brand are producing more and more obvious “dividends”, the polarization is intensifying, the siphon effect of head brand is obvious, and it is becoming more and more difficult for the long-tail brand. At the same time, the channel innovation of kitchen appliance industry is still continuing. From the home appliance chain stores to the rise and rapid growth of e-commerce, to the integration of online and offline transaction, to the sinking of channels and the rise of reserved installation, online wholesale and live streaming e-commerce, fragmentation, diversification and segmentation of channels have become a trend. In addition, the kitchen appliance products represented by range hoods and gas hobs are still the largest rigid demand categories in the current kitchen appliance industry. The emerging kitchen appliances such as dishwashers and steam oven-ovens have brought opportunities and dividends for product expansion in the industry. The competition in the kitchen appliance industry will turn to the “product” dimension, and there will be a huge extension space of each kitchen appliance product. In the future, the competition in the kitchen appliance industry will focus on product innovation. In the medium and long term, integrated and intelligent technologies will be applied to more kitchen appliance products and cooking scenes. According to the National Economic and Social Development Statistics Bulletin 2022 issued by the National Bureau of statistics, at the end of 2022, the urbanization rate of the country's permanent population was 65.22%, 0.50 percentage points higher than that at the end of the previous year. Compared to the urbanization rate of over 80% in developed countries, there is a broad development prospect and a good long-term trend for the kitchen appliance industry. China is at the mid-term level of urbanization development. The new market and stock market will jointly support the future development space of the kitchen appliance industry. While` the urbanization will also move towards the road of high-quality development, and the trend of the kitchen category expansion and product upgrade in China will continue. II. Main Business of the Company during Reporting Period Dedicated to creating a new quality kitchen for millions of families, the Company takes foot in the kitchen field and focuses on the development, production, sales and comprehensive services of kitchen appliances, including range hoods, gas hobs, steam oven- oven, dishwashers and integrated stoves, and it is committed to creating a more “convenient, healthy and interesting” kitchen life for thousands of families. After more than 40 years of development and growth, the Company has become the manufacturer with the longest history, the highest market share and the largest production capacity in the Chinese kitchen appliance industry. According to product attributes and cooking methods, the Company's products are mainly divided into three categories. The first category refers to the product group represented by range hoods. The second category refers to the electrified cooking product group represented by steam oven-oven, steamer and oven. The third category refers to the water kitchen appliance product group represented by dishwashers, gas water heater and water purifier. In addition, it also includes integrated product groups represented by integrated stoves and integrated range hoods, etc., as well as refrigerators and other categories, providing consumers with a full set of kitchen appliance solutions. The channel layout of the Company is complete, forming three major channels focusing on offline retail, online e-commerce and refined decoration engineering, as well as overseas channels. 1) Offline retail channels: mainly based on the national agent model of ROBAM, with the main channels divided into specialty stores (agent specialty stores, Red Star Macalline, Easyhome, etc.), KA (Suning, GOME, Five Star and local chain channels), innovate channels (whole house customization companies, home decoration companies and gas companies), sinking channels (JD specialty stores, Tmall Youpin, Suning Retail Cloud, GOME New Retail, Five Star Wanzhentong, etc.) and local department stores, etc. 2) Online e-commerce channels: mainly directly operated by the Company's e-commerce department. The main channels include online platforms such as JD, Tmall and Suning, as well as other media platforms (new media social networking, official website, private domain, TV shopping, etc.) 3) Refined decoration engineering channels: strategic engineering customers (leading real estate enterprises) and regional engineering customers. 4) Overseas channels: North America, Australia, Malaysia, Cambodia and other Southeast Asian regions. 2022 Full Annual Report III. Analysis of Core Competitiveness No significant change in the Company's core competitiveness during the reporting period: The Company's core competitiveness is mainly reflected in the high-end positioned the brand capacity, continuous innovative research and development capacity, comprehensive and efficient operation capacity. 1. Brand capability of high-end positioning Founded in 1988, the ROBAM continues to deepen the positioning of “big suction” and create high-end brand experience. “Big suction” has become the synonym of “high-end range hood”, and the ROBAM has become one of the most famous and favorite professional high-end kitchen appliance brands in China. Since 1991, ROBAM range hood has won the only “Quality Silver Award of the People's Republic of China”, “China Famous-brand Product”, “National Inspection-free Product” in the kitchen appliance industry; ROBAM has been recognized as “China Famous Brand”; ROBAM has won “Most Influential Brand in China's Kitchen Appliance Industry” and “China's 500 Most Valuable Brands”. In addition, ROBAM Appliances has been rated as one of the “BrandZ Top 100 Most Valuable Chinese Brands” for 7 consecutive years, and awarded the “Top 500 Asian Brands” for 15 consecutive years. In 2018, ROBAM Appliances put forward a new brand concept, that is, to “Creating China's new kitchen.” ROBAM Appliances became the CCTV's leading national brand in the world and won the 2019-2020 High-end Brand Award from China National Household Electric Appliances Commercial Association. From 2015 to 2022, ROBAM large-suction range hoods and built-in gas hobs led the global sales for 8 consecutive years. 2. R&D capability of continuous innovation The Company adheres to the principle of “product leading” and constantly pursues “technology leading”. The Company now has a national technology center, a national laboratory, a national industrial design center, California institute of innovation, Shenzhen innovation research institute and academician workstation of Tsinghua University. With industry-leading national industry designs, intelligent manufacturing technology and superior product quality, ROBAM Appliances has already evolved into a market leader, an industry standard advocate, and a CSR forerunner. In 2020, it won the Second Prize for Science and Technology Progress in Zhejiang Province, and in 2021, it was listed in the China's Top 100 Enterprises of Light Industry Science and Technology. At the same time, it has been increasing its investment in research and development, and standing at the industry leading level in R&D team, R&D patents, standard formulation and other aspects. Since 2008, ROBAM Appliances has won more than 60 product design awards, including authoritative awards at home and abroad, such as Germany IF, Germany Red Dot, and China Red Star, leading the trend of kitchen appliance product design. The Company has authorized a total of more than 3,000 patents, covering all major categories of kitchen ecology supporting easy cooking with superb technologies. 3. Comprehensive and efficient operation capability The Company has the leading marketing capability in the industry: by adopting the only agency marketing mode in the industry, the Company has created the most comprehensive, efficient and responsive marketing system in the industry through strong management and control, equity incentive and the de facto business partner system. The Company deepens intelligent manufacturing and refined operation. It was awarded the “National Top 100 Quality Inspection Integrity Benchmark” and “National Excellent Quality and Excellent Credit Enterprise” in 2020. The Company focuses on global manufacturing and strives to become a first-class manufacturing benchmark in China. In 2021, it was awarded the “Future Factory” medal by the Economy and Information Technology Department of Zhejiang. In addition, the Company accelerates the integration of digitization and informatization, focuses on the interactive innovation and continuous optimization of data, technology, business process and organizational structure, constantly improves new capabilities in the informatization environment, and improves the sustainable competitiveness in domestic and foreign markets. At the same time, the Company is also a provincial industrial Internet platform and has become one of the first batch of “Kunpeng” enterprises in Hangzhou. IV. Main business analysis 1. Overview In 2022, due to the major adverse factors such as the continuous downturn of the real estate industry and the rising comprehensive cost of enterprises, the demand of the kitchen appliance industry was suppressed, resulting an overall negative growth. In terms of retail channel, according to the monthly data report of offline retail market monitoring of All View (hereinafter referred to as “All View Offline Report”), the retail sales of main categories of kitchen appliances, such as range hoods and gas hobs, decreased by 26.2% and 22.8% respectively compared with the same period of last year. In terms of e-commerce channel, according to the monthly data report of online retail market monitoring of All View (hereinafter referred to as “All View Online Report”), the online retail sales of kitchen appliance products decreased by 3.6% compared with the same period of last year. In terms of engineering channel, according to the 2022 Annual Report on Kitchen Appliances in Refined Decoration Market for Real Estate Commodity Housing in China of All View Cloud (AVC) (hereinafter referred to as the “AVC Real Estate Report”), in 2022, the market size of range hood and gas hobs for refined decoration was 1.41 million units, representing a year-on-year decrease of 48%, and the configuration rate of 96.7%; the market size of dishwasher for refined decoration was 458.3 thousand units, representing a year-on-year decrease of 15.4%, and the configuration rate of 31.4%, representing a year-on-year increase of 12.5%. As the industry leader, the Company closely focused on the annual business philosophy of “riding on the momentum, building dreams and traveling far”, to make the market share of various categories stay ahead, and the market concentration increasing.
of Company's major product categories are shown in the following table:
channel was 33.1%, ranking second in the industry. In 2022, the technology sector focused on science and technology and kitchen appliances, improved the hard technology of products, had a new launch for digital kitchen appliances, and promoted the reform and innovation of the industry. “Creator i1”, the first ROKI digital kitchen appliance product in the industry won the “2022 Red-Top Award for High-end Household Appliances and Consumer Electronics in China”. In addition, the Company and China Household Electric Appliance Research Institute jointly issued the Technical Specification for High-Performance Integrated Stoves, leading the integrated stoves industry into the era of high performance. In this year, the Company applied for 1351 patents, including 401 invention patents; As of December 31, 2022, the Company had been granted a total of 3457 patents, including 91 invention patents. This year, the Company presided over the formulation of 10 standards and participated in the formulation of 20 standards. Among them, the industry standard Steam Oven-Oven, the formulation of which was presided over by the Company, was successfully selected as the Zhejiang manufacturing standard application project. Besides, its technological innovation ability has been recognized by the industry, and it has won the first and second prizes of the 2022 Science and Technology Progress Award by China National Light Industry Council, and the range hood project has been awarded with the first prize for four consecutive times. In 2022, the marketing sector deepened the high-end positioning of brand, constantly enriched the product matrix, entered the integrated stove market, opened the digital era of kitchen appliances, providing a full range of comprehensive solutions for kitchen appliances. In terms of retail channels, the Company strengthened its high-end brand advantage, gave full play to the efficiency of specialty stores, expanded front-end market traffic through innovative channels, accelerated the construction of sinking channels, and optimized channel efficiency. Meanwhile, the Company focused on the users, upgraded the worry-free kitchen reform service, consistently creating value for the users. In terms of e-commerce channels, the Company strengthened brand positioning, made new and old media work together, efficiently tapped traffic value and revitalized the potential of stock market. In terms of engineering channels, the Company optimized customer structure and strengthened risk management awareness, kept the market advantage of old categories, and stimulated the improvement of permeability of new categories. In terms of overseas channels, it steadily promoted the global layout and the process of brand internationalization. In 2022, the production sector focused on “stabilizing production, strengthening organization, ensuring production and supply, improving quality and efficiency, consolidating the foundation and seeking qualitative change”, being committed to becoming one of the manufacturing benchmarks with strong comprehensive competitiveness in China's manufacturing industry. The Company continuously promoted quality improvement and process innovation, focused on the building of differentiated and refined manufacturing capabilities, to ensure the high quality delivery of various kitchen appliances. In this year, it won the “2022 National Quality Benchmark” award issued by the China Association for Quality. At the same time, by building an end-to-end integrated supply chain, it aimed to create a cost control system with comprehensive competitive advantages to continuously achieve the goal of cost reduction and efficiency improvement. Unmanned factories will deepen the digitalization construction and application, so as to further build a digital transparent future factory in the future. The Maoshan Intelligent Manufacturing Park project had been gradually put into use, giving rise to a continuously improvement of production efficiency and production benefit. In 2022, the brand sector continued to building the first brand image of high-end kitchen appliances in China that knows Chinese cooking best, and empowered kitchen appliances with science and technology, making the starting point of technology kitchen higher. The Company held the 2022 New Technology Product Launch Conference for China New Kitchen, released the new generation of high-performance integrated stoves and other new kitchen appliance products; in addition, it held the Global Launch Conference for ROKI Digital Kitchen Appliance, launched the first set of digital kitchen appliance product “Creator i1”, and the first digital person in the industry, Mr. ROKI. It held “China-Chic Family Feast”, the first Chinese Cooking Competition, the
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