[年报]泸州老窖(000568):2024年年度报告（英文版）
原标题:泸州老窖:2024年年度报告（英文版） 2024 Annual Report 【April 2025】 2024 Annual Report Section I Important Statements, Contents and Definitions The Board of Directors, Board of Supervisors, directors, supervisors and senior management guarantee that the information presented in this report is free of any false records, misleading statements or material omissions, and shall individually and together be legally liable for truthfulness, accuracy and completeness of its contents. Liu Miao, responsible person for the Company, Xie Hong, responsible person for accounting work and Song Ying, responsible person for the Company’s financial affairs (Accounting Supervisor) have warranted that the financial statements in this report are true, accurate and complete. Other directors attended the board meeting to deliberate this report by themselves except the following directors.
Affected by risks, uncertainties and assumptions, the forward-looking statements concerning business objectives and future plans made in this report based on the subjective assumptions and judgments of the future policies and economic conditions may be significantly different from the actual results. Such statements shall not be considered as virtual promises of the Company to investors, and the investors and relevant persons shall maintain adequate risk awareness and shall understand the differences between plans, forecasts and commitments. In the annual report, the potential risks in the operation of the Company have been disclosed. Investors are kindly reminded to pay attention to possible investment risks. The profit distribution plan approved by the board of directors: based on 1,471,951,503 shares, a cash dividend of CNY 45.92 (tax inclusive) will be distributed for every 10 existing shares held, 0 shares of bonus shares (tax inclusive), and reserves would not be converted into share capital. On January 24, 2025, the Company carried out the 2024 interim dividend payout of CNY 13.58 (tax inclusive) for every 10 existing shares held, totaling CNY 1,998,910,141.07 (tax inclusive). If the said profit distribution plan is approved at a general meeting of shareholders, the total cash dividend payout for 2024 would be CNY 8,758,111,442.85 (tax inclusive), accounting for approximately 65.00% of the net profits attributable to shareholders of the Company in 2024. This Report has been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese version shall prevail. Contents Section I Important Statements, Contents and Definitions ............................................ 2 Section II Company Profile and Key Financial Results .................................................. 6 Section III Management Discussion and Analysis ........................................................ 12 Section IV Corporate Governance .................................................................................. 52 Section V Environmental and Social Responsibility .................................................... 82 Section VI Significant Events ......................................................................................... 95 Section VII Changes in Shares and Information about Shareholders ....................... 103 Section VIII Preferred Shares ........................................................................................ 116 Section IX Information about Bond .............................................................................. 116 Section X Financial Report ........................................................................................... 122 Documents Available for Reference 1. Financial statements signed and stamped by the responsible person for the Company, the responsible person for accounting work and the responsible person for the Company’s financial affairs (Accounting Supervisor); 2. The original of the auditor’s report with the seal of the accounting firm, and signed and stamped by CPAs; and 3. The originals of all company documents and announcements that are disclosed to the public during the reporting period. Definitions
Section II Company Profile and Key Financial Results 1. Corporate information
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3. Information disclosure and place where the annual report is kept
4. Company registration and alteration
5. Other relevant information Accounting firm engaged by the Company
Sponsors engaged by the Company to continuously perform its supervisory function during the reporting period □ Applicable ? N/A Financial adviser engaged by the Company to continuously perform its supervisory function during the reporting period. ? Applicable ? N/A? 6. Key accounting data and financial indicators Whether the Company performed a retroactive adjustment to or restatement of accounting data. ? Yes ? No
Whether the lower of the net profits before and after non-recurring gains and losses was negative for the last three accounting years, and the latest auditor’s report indicated that there was uncertainty about the Company’s ability to continue as a going concern ? Yes ? No Whether the lowest of the audited total profits before tax, net profits, and net profits before non- recurring gains and losses for the last accounting year was negative ? Yes ? No 7. Differences in accounting data under domestic and overseas accounting standards 7.1. Differences in the net profits and net assets disclosed in the financial reports prepared under the international and China accounting standards ? Applicable ? N/A? No such differences for the reporting period. 7.2. Differences in the net profits and net assets disclosed in the financial reports prepared under the overseas and China accounting standards ? Applicable ? N/A? No such differences for the reporting period. 8. Key financial results by quarter Unit: CNY
Whether there are any material differences between the financial indicators above or their summations and those which have been disclosed in quarterly or semi-annual reports ? Yes ? No 9. Non-recurring profits and losses ? Applicable ? N/A Unit: CNY
Other items that meet the definition of non-recurring gain/loss: ? Applicable ? N/A? Explain the reasons if the Company classifies any non-recurring gain/loss item mentioned in the Explanatory Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public-Non-Recurring Gains and Losses as a recurring gain/loss item. ? Applicable ? N/A? No such cases for the reporting period. Section III Management Discussion and Analysis 1. Industry overview for the reporting period In 2024, the baijiu industry entered a new adjustment cycle. Over the coming period, the industry is expected to undergo accelerated “differentiation”, with market competition becoming increasingly intense. The industry is trending towards younger consumers, lower alcohol content, and a focus on health. Only companies that continue to innovate will be able to seize development opportunities. 2. Business scope in the reporting period The Company shall comply with the disclosure requirements for companies engaging in food & liquor and wine production of the Guidelines No. 3 of the Shenzhen Stock Exchange on Self-regulation of Listed Companies—Industry-specific Information Disclosure. Holding three food business licenses, the Company operates within the baijiu subdivision industry which belongs to the liquor & wine, beverage and refined tea production industry with specialized baijiu product design, production and sales as its main business model. The Company’s primary products are baijiu series such as "National Cellar 1573" and "Luzhou Laojiao", and its main comprehensive performance indicators rank high in the baijiu industry. For the reporting period, operating revenue amounted to CNY 31.196 billion, up 3.19% year on year; and the net profit attributable to the shareholders of the listed company reached CNY 13.473 billion, up 1.71% year on year. For the Company's brand operations, please refer to "4.1 Overview" under “4. Analysis of main business” in this section. The Company’s main products are classified as follows:
Main sales models: Currently, the Company has two main sales models: 1. Traditional channel operation model: It is mainly authorized distribution of the offline distributors. The Company establishes cooperative relationships with the distributors by product lines and regions. The Company directly supplies goods to the distributors, and then distributors sell them to consumers and terminal outlets. 2. Emerging channel operation model: It is mainly online sales operations. The Company establishes cooperative relationships with e-commerce platforms, self-media and webcasters, and sells the goods to consumers through flagship stores, specialty stores, live streaming rooms on online platforms and other network terminals. Distribution models: ? Applicable □N/A 1. Main sales models Unit: CNY
2. Distributors
3. Main settlement method for distributors and distribution method The Company's main settlement method for distributors is payment before delivery. The distribution method is authorized distribution. 4. Top five distributors The Company had no accounts receivable from the top five distributors at the end of the period. For details, please refer to Section III 4.2.8. "Main customers and suppliers". Store sales terminals accounted for more than 10% □ Applicable ? N/A Online direct sales ? Applicable □N/A For the sales of the Company's main products, please refer to Section III 4.2.1. "Breakdown of operating revenues". The Company's complete series of products are sold online. Its main cooperation platforms included JD.com and Tmall. Sales price of main products contributing over 10% of the total operating revenues for the current period changed by more than 30% from the previous reporting period □ Applicable ? N/A Purchase model and purchase content Unit: CNY
The purchase of raw materials from cooperatives or farmers accounted for more than 30% of the total purchase amount □ Applicable ? N/A The price of main raw materials purchased externally changed by more than 30% year-on-year □ Applicable ? N/A Main production model: The Company's main production model is self-production. Commissioned processing and production □ Applicable ? N/A Main breakdown items of cost of sales Unit: CNY
Center was put into operation during the reporting period. Production volume and inventory 1. Production volume, sales volume and inventory of main products
2. Inventory at the end of the reporting period Unit: Ton
3. Capacity Unit: Ton
3. Analysis of core competitiveness A. Geographical advantage Luzhou City, where the Company is located, sits in the transitional area between the southern rim of the Sichuan Basin and the Yunnan-Guizhou Plateau, featuring a warmer and more humid sub-tropical climate compared to other areas at the same latitude, with a temperature above 0℃ throughout the year. The unique climate and soil are agreeable to grow grains for baijiu brewing. The glutinous red sorghum and soft wheat grown in this area are the primary raw materials for the baijiu of the Company. The cellars in which the Company brews its baijiu are made of the local loessal clay characterized by strong viscosity, rich minerals and excellent moisture retention. In addition, the abundant and quality water in the region creates a unique geographical advantage for the production of the Company’s baijiu. B. Advantage of cellars and brewing technique Aged cellars are the most essential condition for a strong aromatic baijiu maker to produce good quality baijiu. The Cellars of National Treasure 1573, founded in 1573, was granted by the State Council as the first Cultural Relic of National Importance in the industry under the Protection of the State in December 1996. 1,619 cellars of Luzhou Laojiao which have been continuously used for over 100 years, together with its 16 ancient brewing workshops and three natural cellar holes, were all selected as the fourth batch of Cultural Relics of National Importance under the Protection of the State in 2013. They are unique resources that cannot be replicated. In both 2006 and 2012, Luzhou Laojiao Daqu Cellars were twice selected into the preliminary list of China for World Heritage. In November 2018, Luzhou Laojiao Cellars and Brewing Workshops were selected into China’s Industrial Heritage List. The time-honored Traditional Brewing Technique of Luzhou Laojiao is a 24-generation inheritance and a classic brewing technique for strong aromatic baijiu. This technique was selected as the first batch of National Intangible Cultural Heritage in May 2006. The Cellars of National Treasure 1573 and the Traditional Brewing Technique of Luzhou Laojiao together provide the most essential basis and assurance for the quality of the product series of National Cellar 1573 and Luzhou Laojiao. Additionally, Huangyi Brewery Eco-Park has moved into full production in late 2020. Upholding the cultural connotations of “inheritance of ancient ways, pure-grain brewing, traditional techniques, and intelligent technologies”, the Company carried out brewing technical renovation featuring automatic, intelligent and information technology-based transformation. As such, it has established a baijiu brewery eco-park comprising brewing workshops, leaven making workshops, and base baijiu storage cellars, along with energy and sewage treatment facilities. This brewery eco-park brings with it new production capacities of 100,000 tons of quality pure-grain solid baijiu and 100,000 tons of leaven in addition to a new storage capacity of 380,000 tons of baijiu per year, marking a substantial increase in the Company’s production capacity. C. Brand advantage Brand is a key business resource for baijiu producers. The Company’s reputation is greatly built on its superiority in brand. National Cellar 1573, which is of a connoisseurship level, is a world-famous high- end brand. Luzhou Laojiao Tequ, a classic brand for strong aromatic baijiu, was selected in 1952 by the first national tasting competition judges as one of the four most famous baijiu brands in China. It is the only strong aromatic baijiu brand that won the title of “National Famous Baijiu” for five consecutive times, as well as the pioneer with regard to the “Tequ” variety of baijiu. In recent years, the Company has successfully put in place a brand system of “dual brands, three product series, and major single products” with great clarity and focus. The programs carried out to promote the brand of National Cellar 1573 and revive the brand of Luzhou Laojiao have produced remarkable results, with significant improvement in brand influence. The Company’s baijiu is increasingly known by consumers as a national brand of strong aromatic baijiu and of authentic flavor. D. Quality and R&D advantage The Company is committed to producing high-quality baijiu, advocating a healthy lifestyle and “making the quality visible”. The first “Organic Sorghum Planting Base” was established and the six-factor management system (including organic, quality, safety, environment, measurement and energy) was built and improved. The research platforms are established, including National Engineering Research Center of Solid-State Brewing, National Liquor Test Center, National Postdoctoral Workstation, etc., which all support the innovation and upgrading of products with their strong technical force. In recent years, the Company has put in a lot of efforts in researching Tequ production, informatization and intelligent transformation of brewing and packaging. Relying on the technological innovation platforms such as the National Industrial Design Center, and continuously deepening the cooperation with universities and scientific research institutes including the Chinese Academy of Sciences and the Jiangnan University, the Company has undertaken dozens of national- or provincial-level projects and has been granted hundreds of invention or utility model patents. And remarkable results have been achieved with respect to improvement of the quality of base Baijiu, as well as production efficiency improvement. E. Talent advantage The Company has 1 inheritor of national intangible cultural heritage, 4 masters of Chinese brewing, 2 masters of Chinese baijiu, 2 Chinese liquor connoisseurs, 1 master of Chinese baijiu technique, 18 senior professor engineers, 8 experts who receive special allowances from the State Council, 4 national technicians, 3 national model workers, 5 national Labor Day Medal winners, 4 academic and technologic leaders of Sichuan province, 1 expert with outstanding contribution in Sichuan province, 1 technology leader of Tianfu, 1 excellent engineer of Tianfu, 1 skills leader of Tianfu, 3 craftsmen of Tianfu, 5 craftsmen of Sichuan province, 1 technological elite of Tianfu, 2 young science and technology talents of Tianfu, 4 technicians of Sichuan province, as well as hundreds of highly skilled personnel including national baijiu judges, as well as master technicians, senior technicians and technicians in baijiu brewing and tasting. The comprehensive and professional personnel system assures the sound development of the Company. 4. Analysis of main business 4.1. Overview 2024 marked the 700th anniversary of the birth of Luzhou Laojiao’s strong aromatic baijiu. The Company remained firmly committed to the annual development theme of “proceeding with confidence, overcoming challenges, innovating, and collaborating”, continuously strengthening its internal growth momentum, enhancing market competitiveness, and maintaining a sound and stable development trend. Over the past year, the Company achieved the following key results: A. Multi-pronged efforts yielded marketing breakthroughs The Company actively implemented the marketing theme of “strategic determination, digital innovation, efficient collaboration, and comprehensive breakthroughs”. Market value was further consolidated and expanded, sales performance grew steadily, and the Company’s development resilience and strength became increasingly evident. Market value advanced steadily. The National Cellar brand firmly maintained its position in the CNY 20 billion echelon, while the Luzhou Laojiao brand surpassed the CNY 10 billion mark. Market coverage and penetration continued to expand. Digital and intelligent transformation in marketing accelerated. The Company launched five-code products, promoted scenario code application, and reshaped the consumer channel system, driving a shift toward a “right- side strategy” focused on consumer-driven bottle-opening and scanning. Marketing collaboration empowered efficiency. Full collaboration across the sales team was advanced, enabling headquarters to support sales, back-end to support front-end, and teams to support customers, thereby unleashing coordinated growth momentum. Circle development achieved remarkable results. Relying on a three-tier public relations system at the headquarters, sales company, and sales unit levels, the Company continuously conducted public relations efforts, achieving notable progress in expanding target customer circles. B. Culture-driven branding elevation Centered around the theme of “Chinese Strong Aromatic Baijiu for 700 Years”, the Company extensively carried out various cultural activities to promote the continuous recovery of the value of Luzhou Laojiao as a famous baijiu brand. Brand connotation deepened. The Company meticulously organized the “Chinese Strong Aromatic Baijiu for 700 Years” themed exhibition and vigorously advanced cultural tourism projects, earning certification as the “Origin of Chinese Strong Aromatic Baijiu”. Branding events were effectively implemented. Leveraging cultural IP events such as the “Baijiu Seal-off Ceremony”, global events including the Paris Olympics, and the 60th anniversary of China-France diplomatic relations, the Company consistently elevated its brand image. Brand presence was strengthened. By leveraging cultural and artistic resources such as the Chinese Nebula Awards and the Hundred Flowers Awards for Popular Films, the Company infused its brand with fashion and artistic appeal. Through the “letting the world taste the Chinese flavor” global cultural tour, it continued expanding its international presence. In 2024, National Cellar 1573 was ranked among the top 10 of the Hurun Most Valuable China Brands, and the Luzhou Laojiao brand was listed on the “China’s 500 Most Valuable Brands” ranking. C. Enhancing quality and efficiency to strengthen production assurance The Company remained firmly committed to upholding the bottom lines of quality assurance, production capacity assurance, and supply chain assurance, thereby laying a more solid foundation for high-quality development. Quality assurance continuously strengthened. The eight organic raw grain planting bases successfully passed organic recertification. The external audit pass rate for quality, food safety, and other management systems reached 100%. By focusing on process execution and key control points, the Company further improved the quality of base Baijiu and upgraded packaging quality. Production capacity assurance was solid and effective. The utilization rate of brewing resources and production efficiency continued to improve. The Luzhou Laojiao 950-mu Technical Upgrade Project of Intelligent Brewing achieved phased progress, accelerating the steps toward the goal of building a “digital lighthouse factory for baijiu brewing”. Supply chain assurance gained new momentum. The Luzhou Laojiao Intelligent Packaging Center, the first in the baijiu industry constructed to “lighthouse factory” standards, officially started operations. The Company added a new production capacity of 100,000 tons in intelligent bottling, further solidifying product assurance. Luzhou Laojiao was recognized as the first “National Intelligent Manufacturing Benchmark Enterprise” in the baijiu industry. D. Technological innovation stimulating endogenous growth The Company is committed to building a “moat” of technological innovation, leveraging strong technological capabilities to safeguard quality, enhance brand value, and empower sales. An innovation-driven R&D ecosystem has taken shape. The Company fully utilized major innovation platforms such as the National Engineering Research Center of Solid-state Brewing and the Sichuan Provincial Technological Innovation Center. By collaborating with top universities and research institutes, the Company tackled and applied key common and frontier-leading technologies, cultivating a large pool of senior scientific and technical talent. The Company officially released the “Top Ten Scientific and Technological Innovation Achievements of Luzhou Laojiao from 2015 to 2024”, showcasing the industry-leading technological strength of the Company. Implementation of innovation projects accelerated. The Company led the application for 16 key projects, successfully obtained approval for 11 government-funded science and technology projects, and completed acceptance inspections for 10 projects with a 100% pass rate. R&D achievements continued to emerge. The Company presided over and participated in the formulation and revision of 21 national, industry, association, and local standards. A total of 38 scientific papers were published. The Company submitted 165 patent applications and obtained 53 patent authorizations. The Company received multiple prestigious awards, including the Special Prize for Technological Invention from the China General Chamber of Commerce, First Prize for Employee Technological Innovation Achievements from the China Association for Science and Technology, First Prize for Scientific and Technological Progress from the Chinese Institute of Food Science and Technology, and First Prize for Technological Invention from the China Alcoholic Drinks Association. E. Strengthening headquarters capabilities The Company focused on refined management, continuously improving a management framework that integrates authorization, systems, and processes, forming an efficient, sound, and diversified compliance operation system. The corporate governance system was continuously optimized. The Company implemented the deployment of deepening reform and enhancement actions for state-owned enterprises, established and improved the decision-making mechanism of “decision-making on major issues, appointment and removal of important personnel, investment decisions on major projects, and （未完）  |