[中报]拓邦股份(002139):2024年半年度报告（英文版）
原标题:拓邦股份:2024年半年度报告（英文版） Section I Important Notes, Contents and Definitions The Board of Directors, the Board of Supervisors and directors, supervisors and senior executives of the Company hereby assure that the content set out in the Semi-annual Report is true, accurate and complete. It shall be free from false records, misleading statements or major omissions, and shall bear individual and joint legal liabilities therein. Wu Yongqiang, Chairman of the Company, and Luo Muchen, head of accounting and the accounting department, hereby declare that: the data disclosed in financial reports of the semi-annual report is true, accurate and complete. All directors have attended the Board Meeting at which this Semi-annual Report was scrutinized. Forward-looking statements such as future plans and development strategies covered in the Report involve uncertainty, so they do not represent the Company's profit forecasts, nor are they regarded as the substantive commitment to investors. The Company is not faced with significant risks affecting its financial position and sustainable profitability, but may be with such risks as a decline in market demand due to the domestic and international macroeconomic downturn, technology upgrading, intensified competition in the industry, fluctuations in the prices of raw materials and fluctuations in exchange rates. For more detailed risk information, please see "Risks faced by the Company and countermeasures" in Section III of the Report. Investors are kindly requested to be alert to investment risks. The Company plans not to pay cash dividend, to issue bonus shares, or to increase the share capital by capital reserve. The Report is prepared in Chinese and translated into English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. Contents Section I Important Notes, Contents and Definitions .......................................................................... 2 Section II Company Profile and Primary Financial Indicators ............................................................ 6 Section III Management Discussion and Analysis ............................................................................. 10 Section IV Corporate Governance ..................................................................................................... 40 Section V Environmental and Social Responsibility ......................................................................... 48 Section VI Important Matters............................................................................................................. 50 Section VII Share Change and Shareholders ..................................................................................... 61 Section VIII Information on Preferred Shares ................................................................................... 70 Section IX Relevant Information of Bonds........................................................................................ 71 Section X Financial Report ................................................................................................................ 72 Section XI Other Reported Data ...................................................................................................... 223 Directory of documents for future reference I. Accounting statements containing the signatures and seals of the legal representative, the finance chief and the accounting department head. II. The originals of all the company documents publicly disclosed in newspapers designated by the China Securities Regulatory Commission during the reporting period and the original manuscripts of announcements. III. Original copy of the Semi-annual Report 2024 bearing the signature of the Chairman All the above documents are ready and complete, and are available for reference at the office of the Board of Directors of the Company. Interpretations
Section II Company Profile and Primary Financial Indicators I. Company profile
III. Miscellaneous 1. Contact information of the Company Whether the registered address, office address and its postal code, website, e-mail address and other information of the Company have changed during the reporting period □ Applicable ? Not applicable The registered address, office address and its postal code, website, E-mail address, etc. of the Company were not changed during the reporting period, and are as given in the Annual Report 2023. 2. Information disclosure and storage place Whether the information disclosure and storage locations of the Semi-annual Report have changed during the □ Applicable ? Not applicable The stock exchange website and the names and websites of the media on which the semi-annual report of the Company were disclosed and the location where the semi-annual report of the Company are kept were not changed during the reporting period, and are as given in the Annual Report 2023. 3. Other relevant information Whether other relevant information of the Company has changed during the reporting period □ Applicable ? Not applicable IV. Main accounting data and financial indicators Whether the Company is required to retroactively adjust or restate the accounting data of previous years □ Yes ? No
Accounting Standards and those disclosed in accordance with Chinese Accounting Standards at the same time □ Applicable ? Not applicable International Accounting Standards and those disclosed in accordance with Chinese Accounting Standards during the reporting period. 2. Difference between the net profit and net assets in the financial reports disclosed in accordance with both Overseas Accounting Standards and Chinese Accounting Standards at the same time □ Applicable ? Not applicable There is no difference in net profit and net assets between financial reports disclosed in accordance with Overseas Accounting Standards and those disclosed in accordance with Chinese Accounting Standards during the reporting period. VI. Items and amount of non-recurring profit and loss ? Applicable □ Not applicable Unit: RMB
□ Applicable ? Not applicable None. Explanation of defining the non-recurring profit and loss items listed in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public - Non-recurring Profit and Loss as recurring profit and loss items □ Applicable ? Not applicable There is no such situation of defining the non-recurring profit and loss items listed in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public - Non-recurring Profit and Loss as recurring profit and loss items in the Company Section III Management Discussion and Analysis I. Main business engaged by the Company during the reporting period (I) Main business and products of the Company During the reporting period, we focused on the development, production and sales of intelligent control system solutions. Based on the core technology system of "four electrics and one network" (electric control, motor, battery, power and IoT platform), our solutions have been widely applied in four major sectors, including home appliances, power tools, new energy and industry automation, providing customers around the world with innovative, efficient and reliable customized services. We have been continuing to strengthen our ability in technological innovation and improve our keen insight and rapid response to market needs. By continuously optimizing and upgrading our technology platform, we are committed to providing our customers with more intelligent and personalized control solutions to help them achieve technological breakthroughs and business growth in their respective fields. 1. The Company's core technologies: "four electrics and one network" (electric control, motor, battery, power and IoT platform). 1.1 Electric control technologies Electric control technologies take micro-computer as the core to achieve intelligent control, involving a number of technological fields such as sensing technology, power electronics technology, signal processing technology, communication technology, interactive technology, power and energy conversion technology and electromagnetic compatibility. We have profound accumulation in the key fields of automatic control technology, human-computer interactive technology, embedded computing technology, machine vision technology, robotics technology, intelligent sensor technology, motion control technology, etc. We have developed hundreds of electric control technology platforms that can meet the diversified needs of home appliances, power tools, new energy and industry automation products, and our electric control technology has been widely applied in products such as controllers, E&M integration, power and intelligent batteries. 1.2 Motor technologies The motor technologies play a key role in converting electrical energy into kinetic energy in intelligent control systems. By focusing on the continuous innovation of motors with high efficiency, low noise, high precision and high stability, we have developed a comprehensive technical capability from design, simulation, testing and verification to large-scale manufacturing of motor and built dozens of advanced motor product platforms such as brushless DC motor (BLDC), coreless motor, stepper motor, servo motor, etc. Our motor technologies have been successfully applied in many fields, such as power tools, automation equipment, intelligent appliances, new energy vehicles, robots and other fields. Especially in the fields of power tools and automation equipment, our motor technologies have become the leading technology in the industry, with remarkable results in applications in new energy vehicles, robots and medical sectors, and has been widely recognized in the market. 1.3 Battery technologies Battery technology is the technology where energy is stored and managed. Its core technologies include battery material application, cell design and manufacturing, and battery system integration. Battery material application technologies include positive and negative electrode materials, electrolytes, diaphragms, and other related application technologies; cell design and manufacturing include electrochemical architecture design and manufacturing process technologies such as coating, laminating/winding, and forming; battery system integration consists of a series of technologies such as battery assembly, thermal management, collision and leakage safety, accurate measurement of voltage/current/temperature signals, battery state estimation and cell equalization. The technologies involve multiple fields like materials science, electrochemistry, electronics and control engineering, On the basis of our technological accumulation over the years, we have developed complete technological capabilities for design, development, customization and production, covering cell technology (CELL), battery management technology (BMS) and battery pack (PACK) systems. In respect of battery management system (BMS), our technology has achieved a degree of accuracy and reliability that is leading in the industry. With advanced algorithms and control strategies, our BMS enables real- time monitoring and management of battery status to ensure the optimal performance and safe operation of the battery system. Our technological innovation in this field has made us a market leader in providing efficient and safe battery solutions for energy storage systems, backup power, electric energy conversion, portable devices, etc. 1.4 Power technologies The power technologies, as the key to the efficient conversion of electric energy, cover analog power, switching power and digital power technologies. We have extensive technology platforms in this field, focusing on providing efficient and reliable power solutions. For the power conversion system (PCS), we have adopted innovative energy management strategies and a high-precision power quality control technology to optimize the charging and discharging process of the energy storage system and improve the overall performance and life of the system. Our PCS technology supports a wide range of battery types and configurations to meet the requirements of energy storage applications of different scales. In respect of photovoltaic inverter technology, we have significantly improved the energy conversion efficiency of solar panels through advanced control algorithms and efficient electrical energy conversion circuit design, which support a variety of communication protocols. In the field of high-power DC charging piles, we have achieved fast and safe charging of electric vehicles by applying high-efficiency power electronic conversion technologies and intelligent charging control algorithm. Our DC charging pile design is featured in high power density and excellent heat dissipation performance, and can ensure the high efficiency and stability of the charging process. 1.5 IoT platform The IoT platform technology, as the key to coupling the sensing layer, the network layer and the application layer, enables us to realize the intelligent linking of devices and the efficient management of data. Our IoT platform consists of complete technical capabilities from modules and intelligent terminals to applications (APPs) and Platform as a Service (PaaS), providing an integrated solution for multiple industries. In particular, we have made significant progress in our cloud platform for home energy management. By intelligent analysis and processing of household energy usage data, the platform helps users optimize their energy consumption, to realize conservation and efficient use of energy. By seamlessly integrating with smart household devices, the platform provides users with a comprehensive, easy-to-use energy management and control solution. In the development of the optical storage and charging cloud platform, we have applied advanced IoT technologies to realize the intelligent collaboration among solar power generation, energy storage and charging facilities. The platform can not only improve the efficiency of energy utilization, but also provide users with convenient energy management and use experiences, to promote the wide application of renewable energies. In addition, our digital energy management cloud platform also provides comprehensive energy monitoring, analysis and optimization services for industrial, commercial and public facilities through big data and artificial intelligence technologies. The platform can help users reduce energy consumption, improve the sustainability of energy use, and support businesses and the society to achieve green development goals. 2. Main products of the Company: To provide customized system solutions for four major sectors: home appliances, power tools, new energy and industry automation. Our products are mainly classified into four categories: controller, motor, power and battery. By comprehensively utilizing the "four electrics and one network" core technology, we provide customized products and integrated solutions to satisfy the demands of customers from the four downstream industries including home appliances, tools, new energy and industry. 2.1 Solutions for home appliances The Company provides a range of customized products and services, from product concept, design, and development to manufacturing and delivery for branded customers in the home appliance industry. The products are mainly involved in controller and motor categories, including home appliance master control, power control, motor drive and control, display control, etc. The products are used in various fields, such as HVAC, kitchen appliances, cleaning appliances, health care, lighting, and intelligent home. 2.2 Solutions for power tools The power tool industry mainly includes power, garden, and other professional tools. We provide brand customers in the power tool industry with customized products and services from product conceptualization, design, battery and power, and some intelligent machine products. 2.3 Solutions for new energy Our new energy business has developed a complete product matrix covering core components, complete machine and system solutions. In respect of core components, we have completed the deployment of the core products, including charging module, cell, BMS, PCS and EMS. In respect of complete machine, we have developed a complete series of products, including AC/DC charging pile, household energy storage, C&I energy storage, backup power for communication, and portable energy storage. In terms of system solutions, we have developed complete solutions around scenarios such as optical storage and charging, zero-carbon parks, and home green energy by integrating the core technical capabilities of complete machine and cloud platform. 2.4 Industrial solutions In the industrial control sector, our main business is the research and development, production and sales of special industrial intelligent control products, mainly including stepping, servo drive and motion control products. We mainly provide downstream automation equipment customers with products such as controller, drive and motor, and the downstream applications involve such industries as 3C electronics, robotics, medical equipment, semiconductor equipment, PV, lithium-ion battery, etc. We are committed to helping automation equipment manufacturers improve the equipment design performance, reduce equipment manufacturing costs, and speed up the development of new equipment. (II) The industry in which the Company operates 1. Basic situation of the industry Intelligent controllers, as high-tech products integrated with advanced automatic control technology, computer technology, sensing technology, microelectronics and power electronics technology, play the role of "nerve center" and "brain" in electronic products, like the nervous system of people. By collecting, processing and analyzing various information and commands, intelligent controllers can realize the intelligent driving and control of the controlled object, so as to complete various tasks. The wave of intelligent substitution has completely changed our way of life and work. As one of the core components of intelligence, intelligent controller has a wide range of applications, including home appliances, smart homes, smart buildings, power tools, industry and automation, automobile electronics, new energy, medical equipment and so on. With the continuous integration and development of new technologies on artificial intelligence, robotics, IoT and cloud computing, the application fields of intelligent controllers have been further expanded. For example, by combining with AI technology, intelligent controllers are now able to predict and adapt to the behaviors and needs of users, enabling more personalized services. In the field of industry automation, intelligent controllers combined with robotics are able to perform more complex tasks, improve production efficiency and safety, and reduce costs at the same time. It is worth mentioning that humanoid robots are also beginning to go into the reality. From home assistants to operators in high-risk work environments, humanoid robots are capable of performing complex human tasks in a variety of environments, and intelligent controllers play a crucial role in them. Technological progress not only accelerates the iteration of products, but also indicates a broader development prospect of the intelligent controller sector. We are standing on the threshold of intelligent technology revolution, and the integration of intelligent controllers with AI and robotics is reshaping the way we live and work, opening up infinite possibilities. In the future, with the continuous progress and innovation of technology, we can look forward to the emergence of more new products, new business formats and new models, which will further promote the development of the intelligent controller sector. 2. Position in industry As a leader in intelligent control field, we are not only a pioneer in providing intelligent control solutions worldwide, but also a synonym for innovation. Our success is because of our insistence on the core value concept of "Agile·Innovation·Partnership" and our relentless drive for technological innovation. By building an integrated technology system of "four electrics and one network" (electric control, motor, battery, power and IoT platform), we provide advanced customized solutions for four major sectors, including home appliances, power tools, new energy and industry automation. Our core competence lies in our "platform-based technological innovation ability, partnering customer service ability and systematic rapid response ability". The combination of the three abilities has not only promoted our continuous progress, but also helped us build close relationships with our customers leading in many sectors. Now, we have become the leading provider of intelligent control solutions for the home appliance and power tool industries, and lead innovation in the new energy and industry automation sectors. Our leadership is not only reflected in our market share and technological innovation, but more importantly, we have become a key force driving the entire industry forward. II. Analysis of core competitiveness 1. Platform-based technological innovation ability The Company takes technology as the gene of enterprise development and considers innovation as the core competence of the Company. The Company has the industry-leading platform technology innovation capability, forming a complete technology platform covering various core technology areas of intelligent control integration solutions. The Company has the ability of deep understanding of various control mechanisms, independent implementation, and continuous innovation, covering the core technologies of intelligent control algorithm, motor control, lithium battery, sodium battery, sensing, human-machine interaction, image recognition, digital power supply, embedded software, temperature control, heating, and cooling, etc. In addition, the Company has a rich product line that forms many product platforms. Each core product platform has been verified in mass production to ensure quality and reliability. We can quickly provide customers with high-quality, differentiated custom solutions to meet their needs. In addition, the Company has the industry's unique "controller + motor + battery + power supply" total solution capability, with the ability to continuously develop innovative solutions in new categories, which can help customers innovate in the competition to win. In addition, we have the "controller + motor + battery + power + cloud platform" overall solution capability that is unique in the industry, the ability to continuously develop innovative new category solutions, and can help customers innovate and win in the competition. 2. Partnering customer service ability The Company values long-term development, takes value co-creation and value win-win as the development concept, and develops long-term partnership with customers. Supported by platform-based technology innovation capability, the Company continues to gain insight into customer needs, creates in-depth co-creations with customers, establishes organizational customer relationships, and builds partner-based customer service capabilities. Through deployment in many regions, we have established international production bases in the Pearl River Delta, Yangtze River Delta, Southeast Asia, North America and Europe, have built an international market platform to improve the local service ability from in terms of management ability and resource allocation, and have set up a number of overseas offices to cooperate closely with customers. We have established in-depth cooperative partnership with outstanding brand customers at home and abroad in various business fields. Through long-term cooperation and mutual development, we have gained public praises and a good brand reputation in the industry, and have been widely recognized and praised by our customers. 3. Systematic fast response ability As intelligent technology evolves and uncertainty increases, the pace of global innovation iteration is accelerating, and companies increasingly need to be more agile in their operations to serve their customers. Based on a deep understanding of the intelligent control business, the Company has created a strong platform system from the implementation of IPD ideas in the R&D and design process, the core customer ISC changes in the supply chain system, the laboratory and quality assurance system, and the intelligent manufacturing platform system to build a customer-centric process-oriented organization, internalizing the Company's superior capabilities into agile operational capabilities, and the agile system will further strengthen the Company's advantages, and the two form a mutually reinforcing and virtuous development, thus achieving sustainable, high-quality growth. III. Analysis of main business In the first half of 2024, the economic sentiment indexes of the industry have picked up, and we are committed to using cutting-edge intelligent technologies and clean energy application technologies to develop to a more intelligent and low-carbon future world. Although the industry faces many challenges such as multi-regional development, supply chain reconstruction, higher export freights, trade protectionism, etc., we firmly believe that with the general trend of interconnection of everything, intelligence and low carbon, the new energy industry will also usher in upgrades, and the downstream application scenarios are constantly expanding and upgrading. We will continue to adhere to the high-quality development strategy, actively grasp the structured opportunities, keep developing our local and overseas businesses based on our strengths of being a platform-based enterprise and in international operations, enhance our product power and improve our internal operation capability by putting more efforts into technological innovation, and at the same time, accelerate the development of overseas market, strengthen applications in the emerging industries and increase cooperation with the top customers to increase the market share. During the reporting period, we achieved growth in both revenue and gross profit rate in all the business sectors. In the first half of 2024, with the efforts of all Topband employees, we realized an operating income of RMB 5.016 billion, with a year-on-year growth rate of 17.85%, a net profit attributable to shareholders of the listed company of RMB 389 million, with a year-on-year growth rate of 50.68%, and a net profit attributable to shareholders of the listed company of RMB 373 million after deducting non-recurring profits and losses, with a year-on-year growth rate of 46.85%. In the 2nd quarter, we realized a revenue of RMB 2.698 billion, a new high in a single quarter, with a quarter-on-quarter growth rate of 16.37% and a year-on-year growth rate of 19.31%, and a net profit attributable to parent company of RMB 204 million after deducting non-recurring profits and losses, with a quarter-on-quarter growth rate of 20.32% and a year-on-year growth rate of 25.18%. In the 2nd quarter, we achieved a net cash flow of RMB 371 million from operating activities, with a quarter-on-quarter growth rate of 272.82%. In the 2nd quarter, the exchange rates fluctuated less than the same period last year, and the net profit after deducting non-recurring profits and losses and profits and losses on foreign exchange achieved a substantial increase on a year-on-year basis. (I) We realized an operating income of RMB 5.016 billion during the reporting period, with a year-on- year growth rate of 17.85%. The business developments in the first half of 2024 are as follows: 1. Power tool sector: The economic sentiment indexes of the sector in the first half of 2024 recovered, and the downstream inventory reached the minimum level. Our power tool sector realized a revenue of RMB 1.959 billion, with a year-on-year growth rate of 20.90%, and a gross profit rate of 24.62%, with a year-on-year growth rate of 1.12%. Electrification and cordless is the trend for power tools and OPE products. Electric and cordless tools have the product advantages of better user experience, cost effectiveness, environmental protection and low noise, and are expected to accelerate the substitution of manual and fuel tools and devices. In European and American markets, power tools are very popular, and the demands for new products and technological upgrading continue to increase. In the emerging markets, with the penetration of electrified and cordless tools to professional, industrial and consumer scenarios, it will bring continuous growth momentum for the development of the power tool industry. Top customers lay emphasis on faster supply chain transformation and product innovation to meet the market demand for high-performance power tools more quickly and to realize diversified supply and energy consumption reduction. As a partner of the power tool top customers leading in the world, we focus on the top customers and industrial and professional products with high value to continue to increase sales, make special breakthroughs in the competitive products, and incubates new business opportunities such as high-voltage and high-power tools. We have developed the core technologies on electric control, battery pack BMS, motor, IoT and intelligent system and complete machine, to provide customers with one-stop customized solutions. We are putting continuous efforts to promote industry innovation, give full play to the advantages of technology platform and product platform, provide customers with differentiated solutions based on different product positioning, and develop product application opportunities in the surrounding scenarios of power tool use. At the same time, we rely on our leading advantage of developing overseas markets and excellent operational capabilities to meet the multi-regional supply demands of the top customers to achieve further increases in the share of power tools. The share of power tools in the total revenue increased from 36.05% in 2023 to 39.05% at the end of the reporting period. 2. Home appliance sector: With the lowering of home appliance inventory and the recovery of the economic sentiment indexes, the home appliance sector realized a sales revenue of RMB 1.773 billion in the first half of 2024, with a year-on-year growth rate of 18.15%. With the increase of intelligent upgrading and low carbon needs of the industry, the pace of integration of AI, voice and IoT technologies with the current technologies has become faster, technological innovation based products have expanded the market space, and the penetration rate of intelligent home appliances in the emerging markets has increased. As Chinese enterprises with proprietary brands are developing overseas markets to building a global supply chain, the market share further concentrates towards the top enterprises. During the reporting period, there were some short-term disturbance factors such as higher raw material prices and rising sea freights in the industry, and the consumer confidence index improved and was still at a historical low, but the overall impact on our home appliance business was limited. As an important partner of home appliance brands, when brand owners pay more attention to insight into consumer needs and fast iteration of products, our advantages in platform technology can quickly empower brand customers, and enable many home appliance top customers in the European, American, Japanese and emerging markets to increase their market share. The segments we have selected have all realized growth, with the refrigerator, washing machine, air conditioner, small home appliance product, and cleaning product segment contributing most of the growth, where the air conditioner segment that mainly focusing on the overseas markets realized the largest growth and is continuously developing at a high growth rate. The concentration rate of the top 10 customers of the home appliance segment increased, and by selecting product types with high growth rate for the emerging markets, we supplied more cost effective products in virtue of our strengths in product power and supply chain to realize higher growth rates; we have made deployment in many regions in a prospective way to stabilize the share subject to the industrial transfer of customers, and have also developed business opportunities of overseas merger and acquisition and overseas customers for Chinese enterprises. We will continue to intensively develop opportunities with the existing customer and expand new categories to realize multi-category coverage for the major customers, and actively develop various incremental markets and new customers to further increase the market share. In the future, we are expected to maintain a stable growth rate while the industry develops. 3. New energy sector: With the core technologies on charging, cell, cloud platform, BMS, PCS and EMS, we supply two major categories of products to customers, i.e. controller and components, and complete machine and system, which are mainly applied in the energy storage and new energy vehicle fields. We actively grasp the incremental market opportunities in grid-side energy storage, C&I energy storage, and new energy vehicle charging. In the first half of 2024, we realized a sales revenue of RMB 1.04 billion in the new energy sector, with a year-on- year growth rate of 13.74%. We realized a revenue of RMB 760 million in the energy storage sector, with a year-on-year growth rate of sector both bring about a decline in costs and accelerate the rapid increase in end demands. By supplying autonomous and controllable components and products, complete machine products with proprietary brand and multi-scenario solutions, we actively expand the application of household energy storage, industrial and commercial energy storage, PV power generation, energy storage and charging, "zero-carbon park" and other scenarios in Europe, America, Asia, South Africa, West Africa and other countries to meet the differentiated needs of different customer types such as complete machine factories, operators, and government entities. During the reporting period, we realized fast growth in the grid-side energy storage, commercial and industrial energy storage and BMS segments, and made breakthroughs for inverter angle customers, and launched some new products, including hydraulic cooling all-in-one unit, PV power generation, energy storage and charging cloud, BMS of the new generation for commercial and industrial energy storage. The product power continued to increase. The energy storage demand is huge in the context of global energy transition. We will continue to provide multi-scenario integrated energy storage solutions and digitalization based upgrading for these sectors to accelerate the process of energy transition. （未完）  |