[年报]公牛集团(603195):公牛集团股份有限公司2023年年度报告(英文版)

时间:2024年05月06日 16:05:57 中财网

原标题:公牛集团:公牛集团股份有限公司2023年年度报告(英文版)

Stock Code: 603195 Stock Name: Goneo Group 公牛集团股份有限公司 GONEO GROUP CO., LTD.

Annual Report 2023








Important Notes
1. The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and senior management of Goneo Group Co., Ltd. (hereinafter referred to as the “Company”) hereby guarantee that the contents of this Report are true, accurate and complete and free of any misrepresentations, misleading statements or material omissions, and collectively and individually accept legal responsibility for such contents.
2. All the directors of the Company attended the board meeting for the review of this Report.
3. Pan-China Certified Public Accountants LLP has issued an independent auditor’s report with unmodified unqualified opinion for the Company.

4. Ruan Liping, the Company’s legal representative, Liu Shengsong, the Company’s Chief Financial Officer, and Shen Kewei, head of the Company’s financial department (equivalent to financial manager) hereby guarantee that the financial statements carried in this Report are true, accurate and complete.

5. Final dividend plan approved by the Board of Directors
As audited by Pan-China Certified Public Accountants LLP, net profit attributable to shareholders of
the Company as the parent stood at RMB3,870,135,376.47 for 2023, and the cumulative distributable profit of the Company as the parent was RMB5,044,894,263.44 as at 31 December 2023. The 2023 final dividend plan is as follows: Based on the total share capital (exclusive of the shares in the Company’s
repurchased share account) at the record date of the dividend payout, the Company intends to pay a cash
dividend of RMB31 (tax inclusive) per 10 shares to shareholders, with a bonus issue of 4.5 additional
shares for every 10 shares held by shareholders from capital reserves. According to the total share capital of 891,540,875 shares minus the 46 shares in the repurchased share account at the date when this Report was authorized for issue, the total cash dividend amount is
RMB2,763,776,569.90 (tax inclusive), and the total share capital will increase to 1,292,734,248 shares
upon the bonus issue (share capital subject to the number registered with the Shanghai branch of China
Securities Depository and Clearing Co., Ltd., with tail difference, if any, due to rounding). Where any change occurs to the total share capital before the record date of the dividend payout, the
cash dividend and bonus issue per share shall remain the same while the total payout and bonus issue
amount shall be adjusted accordingly.
The final dividend plan is subject to final approval by the 2023 Annual General Meeting of Shareholders.

6. Risk warning regarding forward-looking statements
√ Applicable □ Not applicable
Any plans, development strategies and other forward-looking statements mentioned in this Report shall not be considered as promises to investors. Investors and those concerned shall be sufficiently aware
of the risks and understand the differences between plans and forecasts and promises.
7. Indicate whether any of the controlling shareholder or other related parties occupied the Company’s capital for non-operating purpose.
N/A

8. Indicate whether the Company provided any guarantee for any external party in violation of the prescribed decision-making procedure.
N/A

9. Indicate whether over half of the directors refused to guarantee the truthfulness, accuracy and completeness of this Report.
N/A

10. Major risk warning
The Company has described the possible risks in this Report. For further information, please refer to
the contents under the heading “Possible risks” under Item VI (IV) in “Part III Management Discussion
and Analysis”.

11. Other information
□ Applicable √ Not applicable


Taking the Long Way
——To Our Shareholders
In 2023, we embraced change and innovation amidst a complex economic landscape both at home and abroad. Thanks to our unwavering dedication, we achieved commendable results, with our operating
revenue and profit soaring to record highs as we attained robust growth across economic cycles. During
the year, we recorded operating revenue of RMB15.695 billion, up 11.46% year on year; and a net profit
attributable to our shareholders of RMB3.87 billion, representing an increase of 21.37% from the year
earlier. We further fortified our strengths in the electric connection business. Despite profound adjustments
in the real estate sector, we still managed to secure rapid growth in the smart electrical lighting business.
And, riding tailwinds, we achieved leapfrog development in the new energy business. As a result, the
visibility and reputation of our brand—Goneo—have been further enhanced. In 2023, we were committed to innovation-driven development. Based on customer needs, we unveiled a range of highly recognised new products, such as the Master Track Socket, the Butterfly Wing
Ultra-thin Switch, the Bladeless Fan Lamp, the “Mini Power Cabin” Socket, the Safe Charging Point, and
the Smart No-main-lamp Lighting. These inventions have elevated Goneo to new heights in terms of smart,
high-end and trendy products. Throughout the year, the Company won more than ten Chinese and international design awards, including iF, Red Dot, IDEA, and Gmark. In 2023, we vigorously promoted channel reform as well, converting existing store-in-stores into flagship stores carrying comprehensive Goneo products. This has elevated both the stature of our outlets
and the image of Goneo as a provider of comprehensive products. Furthermore, we also introduced a new
retail model to achieve collaborative growth between our online and offline channels. In 2023, we drove comprehensive brand upgrades. We joined forces with globally acclaimed light designer Roger Narboni to launch “Murora”, an industry-pioneering no-main-lamp lighting brand that has
garnered widespread interest. Furthermore, we secured the endorsement of international supermodel Liu
Wen, who subsequently agreed to become the face of Goneo. We also collaborated with esteemed supercar
designer Fabrizio Giugiaro in crafting our Master Track Socket. Through a range of branding and digital
marketing activities, such as celebrity endorsements and KOL promotions, we have reinforced Goneo's
image as a leading trendsetter in safe electrical products. In 2023, we pursued excellence with determination, arranging our businesses, markets, and core capabilities from a forward-looking perspective. We also established our International Business Department, marking our comprehensive entry into the global market. Moreover, we founded our Process
Optimisation and Digitalisation Centre and joined forces with Huawei Cloud to officially release Goneo's
blueprint for digitalisation. Additionally, construction officially began on our smart lighting industrial base
in the city of Huizhou in Guangdong Province. These arrangements have laid a solid foundation for the
Company's long-term sustainable development.
In 2023, we also deepened our environmental, social, and governance (ESG) practices, vigorously promoting the utilisation of green energy and innovation in low-carbon products. We also advanced modern corporate governance in line with international standards. Meanwhile, we proactively fulfilled our
social responsibilities, donating a cumulative total of RMB193 million in the year to various causes such
as cultural education, healthcare, disaster relief, and poverty alleviation. Looking ahead, we will remain committed to our three major strategies: a smart ecosystem, new energy, and internationalisation. These efforts are guided by our principles of “taking the long way with
professionalism and devotion, and striving for No. 1”. We will also forge ahead with determination
towards our goal of RMB100 billion operating revenue, as well as our vision of “becoming a leader in the
international civil electrical industry”.

The Board of Directors of Goneo Group Co., Ltd.
April 2024
Contents
Part I Definitions ............................................................................................................ 7
Part II General Information of the Company and Key Financial Indicators ........... 10 Part III Management Discussion and Analysis.............................................................. 16
Part IV Corporate Governance ...................................................................................... 60
Part V Environmental and Social Responsibility ........................................................ 86
Part VI Significant Events ............................................................................................... 91
Part VII Changes in Ordinary Shares and Information about Shareholders ............ 111 Part VIII Relevant Information of Preference Shares .................................................. 126
Part IX Relevant Information of Corporate Bonds .................................................... 127
Part X Financial Statements ....................................................................................... 128




Documents available for referenceThe financial statements for the year ended 31 December 2023 signed and stamped by the legal representative, the Chief Financial Officer, and the head of the financial department
 The Independent Auditor’s Report for the year ended 31 December 2023 stamped by the CPA firm, as well as signed and stamped by the relevant certified public accountants
 The originals of all the Company’s documents and announcements disclosed on newspapers and websites designated by CSRC during the Reporting Period



Part I Definitions
I Definitions
The expressions in the left column in the table below refer to the contents in the right column unless
otherwise specified.

Definitions of frequently used terms  
The “Company”, “Goneo Group”, “Goneo”, or “we”refers toGoneo Group Co., Ltd.
Reporting Periodrefers toThe period from 1 January 2023 to 31 December 2023
Liangji Industrialrefers toNingbo Liangji Industrial Co., Ltd., the Company’s controlling shareholder
Ninghui Investmentrefers toNingbo Ninghui Investment Management Partnership (Limited Partnership) , the Company’s shareholder
Suiyuan Investmentrefers toXiamen Suiyuan Investment Partnership (Limited Partnership) , the Company’s shareholder
Qiyuanbaorefers toNingbo Qiyuanbao Investment Management Partnership (Limited Partnership) , the Company’s shareholder
Cixi Goneorefers toCixi Goneo Electrics Co., Ltd., a wholly-owned subsidiary of the Company
Shanghai Goneorefers toShanghai Goneo Electrics Co., Ltd., a wholly-owned subsidiary of the Company
Ningbo Goneorefers toNingbo Goneo Electrics Co., Ltd., a wholly-owned subsidiary of the Company
Banmen Electric Appliancerefers toNingbo Banmen Electric Appliance Co., Ltd., a wholly- owned subsidiary of the Company
Goneo Photoelectricrefers toNingbo Goneo Photoelectric Technology Co., Ltd., a wholly-owned subsidiary of the Company
Goneo Precisionrefers toNingbo Goneo Precision Manufacturing Co., Ltd., a wholly-owned subsidiary of the Company
Goneo Digitalrefers toNingbo Goneo Digital Technology Co., Ltd., a wholly- owned subsidiary of the Company
Goneo International Tradingrefers toNingbo Goneo International Trading Co., Ltd., a wholly-owned subsidiary of the Company
Xingluo Tradingrefers toNingbo Xingluo Trading Co., Ltd., a wholly-owned subsidiary of the Company
Electric Salesrefers toNingbo Goneo Electric Sales Co., Ltd., a wholly-owned subsidiary of the Company
Goneo HKrefers toGoneo International Trading (HK) Limited, a wholly- owned subsidiary of the Company
Goneo Low Voltagerefers toNingbo Goneo Low Voltage Electric Co., Ltd., a wholly-owned subsidiary of the Company
Hainan Dachengrefers toHainan Dacheng Supply Chain Management Co., Ltd., a wholly-owned subsidiary of the Company
Murora Intelligentrefers toGuangdong Murora Intelligent Lighting Co., Ltd., a wholly-owned subsidiary of the Company
Goneo New Energyrefers toNingbo Goneo New Energy Technology Co., Ltd., a wholly-owned subsidiary of the Company
Information Technologyrefers toShanghai Goneo Information Technology Co., Ltd., a wholly-owned subsidiary of the Company
Intelligent Technologyrefers toNingbo Goneo Intelligent Technology Co., Ltd.
Shenzhen Intelligentrefers toShenzhen Goneo Intelligent Information Co., Ltd., a wholly-owned subsidiary of the Company
Domestic Electricalrefers toNingbo Goneo Domestic Electrical Appliance Co., Ltd.,
Appliance a wholly-owned subsidiary of the Company
Goneo Marketingrefers toNingbo Goneo Marketing Co., Ltd., a wholly-owned subsidiary of the Company
Hangniu Hardwarerefers toHangzhou Hangniu Hardware and Electrical Co., Ltd.
Dalitekrefers toDalitek Intelligent Technology (Shanghai) Inc., a majority-owned subsidiary of the Company
Liangniu Hardwarerefers toHangzhou Liangniu Hardware and Electrical Co., Ltd.
Feiniu Hardwarerefers toHangzhou Feiniu Hardware and Electrical Co., Ltd.
Niuweiwang Tradingrefers toSuzhou Niuweiwang Trading Co., Ltd.
Cixi Liborefers toCixi Libo Electric Co., Ltd.
Yaoyang Tradingrefers toYichang Yaoyang Trading Co., Ltd.
Huantian Technologyrefers toHubei Huantian Technology Co., Ltd.
Jianke Tradingrefers toChangde Jianke Trading Co., Ltd.
Chenhao Electronicrefers toBeijing Chenhao Electronic Technology Co., Ltd.
Guoxin Tradingrefers toChangde Guoxin Trading Co., Ltd.
Qiudi Tradingrefers toHebei Qiudi Trading Co., Ltd.
The “Articles of Association”refers toThe Articles of Association of Goneo Group Co., Ltd.
The “Company Law”refers toThe Company Law of the People’s Republic of China
The “Securities Law”refers toThe Securities Law of the People’s Republic of China
A-stockrefers toRMB-denominated ordinary stock
CSRCrefers toChina Securities Regulatory Commission
The Ministry of Financerefers toThe Ministry of Finance of the People’s Republic of China
Sinolink Securitiesrefers toSinolink Securities Co., Ltd.
SSErefers toThe Shanghai Stock Exchange
PCCPA or the “Independent Auditor”refers toPan-China Certified Public Accountants LLP
RMB RMB’000 RMB’0,000 RMB’00,000,000refers toExpressed in the Chinese currency of Renminbi Expressed in thousands of Renminbi Expressed in tens of thousands of Renminbi Expressed in hundreds of millions of Renminbi

II Terminology

Civil electrical appliancesrefers toProducts that are typically purchased at the discretion of consumers and are suitable for use at home, in the office and on other occasions for power connection, transmission, storage, conversion, control and other functions, such as adaptors, wall switches and sockets, circuit breakers, distribution boxes, LED lamps, etc.
Adaptorsrefers toProducts that are produced in accordance with GB/T 2099.3-2015 Plugs and Socket-outlets for Household and Similar Purposes -- Parts 2-5: Particular Requirements for Adaptors, GB/T 2099.7- 2015 Plugs and Socket-outlets for Household and Similar Purposes -- Parts 2-7: Particular Requirements for Extension-cord Sockets and GB/T 2099.1-2008 Plugs and Socket-outlets for Household and Similar Purposes -- Part 1: General Requirements, as well as similar foreign standards, and are commonly referred to as adaptors in the Company. Consumers or peer companies often call adaptors socket-outlets, power strips, portable sockets, extension-cord sockets, or power converters.
PDUrefers toPower Distribution Unit. PDU is an electric connection product suitable for power distribution at the data center end that can make power distribution more orderly, reliable, safe, professional and
  beautiful and make power supply maintenance more convenient and reliable.
Wall switches and socketsrefers toWall switches and wall sockets. Specifically, a wall switch refers to a device mounted on the wall for switching on/off the current of one or more circuits and is commonly used to control the on/off status of lighting lamps. A wall socket, also known as a fixed socket, is an electrical accessory mounted on the wall, with a socket inserted with a pin of a plug and installed with terminals for connecting soft cables and hard wires, and is often used to provide a power supply interface for electrical products.
Smart ecosystemrefers toA novel, intelligent household appliance network that builds an interconnected smart home ecosystem.
LED lightingrefers toLight sources that are produced using light-emitting diodes (such as LED bulb lamps), or luminaries that are produced using LED as a light source.
No-main- lamp lightingrefers toA lighting design style and lighting without the main light source, that is, a lighting design technique through which downlights, spotlights, light belts, track lights and other luminaries are used to create a light (light and shadow) atmosphere in a point-line- surface combination manner.
Charging plugsrefers toPortable chargers that are suitable for AC charging of new energy vehicles and special protectors used to connect household sockets and electric vehicles, with such functions as over-voltage and under-voltage protection, over-current protection and leakage protection.
Charging pointsrefers toFixed charging devices for AC charging of new energy vehicles that often require special wiring and installation in garages and special parking spaces, with such functions as over-voltage and under-voltage protection, over-current protection, leakage protection, insulation detection, electricity billing, timed charging and reserved charging.
Circuit breakersrefers toA mechanical switching device that can connect, carry and disconnect the current both under normal circuit conditions and under specified abnormal circuit conditions. They are also known as automatic switches and are widely used in households, factories and other distribution circuits.
Distribution, delivery, visit and salesrefers toA sales model in which specialized vehicles are used to provide retail stores with goods distribution, goods delivery, visit services and door-to-door sales on a regular basis along a fixed planned route.
BBSrefers toBull Business System



Part II General Information of the Company and Key Financial Indicators
I Corporate Information

Company name in Chinese公牛集团股份有限公司
Abbr.公牛集团
Company name in EnglishGONEO GROUP CO., LTD.
Abbr.GONEO
Legal representativeRuan Liping
II Contact Information

 Board SecretarySecurities Representative
NameLiu ShengsongJin Xiaoxue
AddressTower A7, 3888 Yinggang East Road, Qingpu District, ShanghaiTower A7, 3888 Yinggang East Road, Qingpu District, Shanghai
Tel.021-33561091021-33561091
Fax021-33561091021-33561091
E-mail address[email protected][email protected]
III General Company Information

Registered addressEast Zone of Guanhaiwei Town Industrial Park, Cixi City, Zhejiang Province
Changes of registered addressN/A
Office addressTower A7, 3888 Yinggang East Road, Qingpu District, Shanghai
Zip code201703
Company websitehttp://www.gongniu.cn
Email address[email protected]
IV Media for Information Disclosure and Place where this Report Is Lodged
Media and websites where this Report is disclosedChina Securities Journal, Shanghai Securities News, Securities Daily, and Securities Times
Stock exchange website where this Report is disclosedhttp://www.sse.com.cn
Place where this Report is lodgedThe Securities Department of the Company
V Stock Profile

Stock profile    
Class of stockStock exchangeStock nameStock codeFormerly used stock name
A-stockShanghai Stock exchangeGoneo Group603195/
VI Other Information

Domestic CPA firm appointed by the CompanyNamePan-China Certified Public Accountants LLP
 Office addressBlock B, China Resources Building, 1366 Qianjiang Road, Jianggan District, Hangzhou
 Accountants writing signaturesYao Benxia, and Chen Zhuoyan
VII Key Financial Information for the Past Three Years
(I) Key accounting information
Unit: RMB

Key accounting information20232022 2023- over-2022 change (%)2021 
  Restated Before    
     RestatedBefore
Operating revenue15,694,755,606.2414,081,373,030.9414,081,373,030.9411.4612,384,916,337.5112,384,916,337.51
Net profit attributable to the listed company’s shareholders3,870,135,376.473,188,709,584.893,188,619,359.5621.372,780,180,761.752,780,360,732.66
Net profit attributable to the listed company’s shareholders before exceptional gains and losses3,703,188,544.282,904,238,642.832,904,148,417.5027.512,632,296,518.652,632,476,489.56
Net cash generated from/used in operating activities4,827,282,098.553,057,914,218.163,057,914,218.1657.863,014,326,741.143,014,326,741.14
 31 December 202331 December 2022 Change of 31 December 2023 over 31 December 2022 (%)31 December 2021 
  Restated Before    
     RestatedBefore
Equity attributable to the listed company’s shareholders14,445,921,963.8412,398,775,930.1712,398,865,675.7516.5110,755,571,605.7210,755,751,576.63
Total assets19,762,205,724.9316,651,920,835.0616,650,497,198.3218.6815,477,458,023.7915,473,904,666.62
(II) Key financial indicators

Key financial indicator20232022 2023-over- 2022 change (%)2021 
  Restated Before    
     RestatedBefore
Basic earnings per share (RMB/share)4.363.593.5921.453.133.13
Diluted earnings per share (RMB/share)4.363.593.5921.453.133.13
Basic earnings per share before exceptional gains and losses (RMB/share)4.183.273.2727.832.962.96
Weighted average return on equity (%)29.2027.8827.88Up by 1.32 percentage points28.2828.28
Basic earnings per share (RMB/share)27.9425.3925.39Up by 2.55 percentage points26.7626.76

Explanations about the key accounting and financial information for the past three years: The Company implemented the 2022 final dividend payout on 8 June 2023. Based on the total share capital of 601,077,590 shares minus the shares in the repurchased share account at the record
date, a bonus issue of 0.48 additional share per existing share was carried out, and the total share
capital increased to 889,594,811shares upon the bonus issue. To ensure the comparability of basic and diluted earnings per share, data during the prior year have been adjusted accordingly. Net cash generated from operating activities increased by RMB1,769.3679 milllion during 2023 compared with last year, primarily driven by the decreased material costs and inventories.
VIII Accounting Data Differences under China’s Accounting Standards for Business Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign Accounting Standards
(I) Differences in net profit and equity attributable to the listed company’s shareholders under CAS and IFRS
□ Applicable √ Not applicable

(II) Differences in net profit and equity attributable to the listed company’s shareholders under CAS and foreign accounting standards
□ Applicable √ Not applicable

(III) Reasons for accounting data differences above
□ Applicable √ Not applicable

IX Key Financial Information for 2023 by Quarter
Unit: RMB

 Q1 (January-March)Q2 (April-June)Q3 (July-September)Q4 (October-December)
Operating revenue3,334,141,811.904,258,286,219.834,014,398,938.174,087,928,636.34
Net profit attributable to the listed company’s shareholders735,953,763.111,085,963,185.80991,319,113.451,056,899,314.11
Net profit attributable to the listed company’s shareholders before exceptional gains and losses645,437,841.611,020,193,181.61957,161,316.241,080,396,204.82
Net cash generated from/used in operating activities1,439,163,828.601,539,850,319.441,041,360,458.80806,907,491.71

Indicate whether any of the quarterly financial data in the table above differs from what have been
disclosed in the Company’s past periodic reports.
□ Applicable √ Not applicable

X Exceptional Gains and Losses
√ Applicable □ Not applicable
Unit: RMB

Item2023Notes (if applicable)20222021
Gain or loss on disposal of-5,614,733.30 -3,980,890.27-9,714,625.18
non-current assets (inclusive of impairment allowance write-offs)    
Government grants recognised in profit or loss (exclusive of those that are closely related to the Company's normal business operations and given in accordance with defined criteria and in compliance with government policies, and have a continuing impact on the Company's profit or loss)191,833,723.62 130,991,587.24388,196,973.94
Gain or loss on fair-value changes in financial assets and liabilities held by a non-financial enterprise, as well as on disposal of financial assets and liabilities (exclusive of the effective portion of hedges that is related to the Company's normal business operations)7,786,015.00 -7,385,680.0011,107,836.63
Capital occupation charges on a non-financial enterprise that are recognised in profit or loss331,702.44 590,062.348,121,324.51
Gain or loss on assets entrusted to other entities for investment or management190,904,769.99 279,374,491.92171,623,256.63
Gain or loss on loan entrustments    
Asset losses due to acts of God such as natural disasters    
Reversed portions of impairment allowances for receivables which are tested individually for impairment    
Gain equal to the amount by which investment costs for the Company to obtain subsidiaries, associates and joint ventures are lower than the Company’s enjoyable fair value of identifiable net assets of investees when making investments    
Current profit or loss on subsidiaries obtained in    
business combinations involving entities under common control from the period-begin to combination dates, net    
Gain or loss on non- monetary asset swaps    
Gain or loss on debt restructuring    
One-off costs incurred by the Company as a result of discontinued operations, such as expenses for employee arrangements    
One-time effect on profit or loss due to adjustments in tax, accounting and other laws and regulations    
One-time share-based payments recognized due to cancellation and modification of equity incentive plans    
Gain or loss on changes in the fair value of employee benefits payable after the vesting date for cash- settled share-based payments    
Gain or loss on fair-value changes in investment property of which subsequent measurement is carried out using the fair value method    
Income from transactions with distinctly unfair prices    
Gain or loss on contingencies that are unrelated to the Company's normal business operations    
Income from charges on entrusted management    
Non-operating income and expense other than the above-172,631,226.63 -58,763,095.61- 327,898,293.86
Other gains and losses that meet the definition of exceptional gain/loss  1,712,485.522,739,167.53
Less: Income tax effects45,407,663.66 57,894,123.9496,291,397.10
Non-controlling interests effects (net of tax)255,755.27 173,895.14 
Total166,946,832.19 284,470,942.06147,884,243.10

Items unlisted in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Gain/Loss Items are identified as exceptional Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Exceptional Gain/Loss Items are identified as recurrent. □ Applicable √ Not applicable

XI Items Measured at Fair Value
√ Applicable □ Not applicable
Unit: RMB

ItemOpening balanceClosing balanceChange in the periodEffect on current profit
Held-for-trading financial assets6,949,000,000.009,727,000,000.002,778,000,000.00 
Derivative financial assets643,100.008,263,755.007,620,655.00 
Receivables financing1,036,801.705,359,014.964,322,213.26 
Held-for-trading financial liabilities18,200,000.00 -18,200,000.0018,200,000.00
Other current assets283,755,939.7350,265,479.45-233,490,460.28 
Total6,968,879,901.709,740,622,769.962,771,742,868.2618,200,000.00
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