[年报]洋河股份(002304):2024年年度报告（英文版）
原标题:洋河股份:2024年年度报告（英文版） 2024 Annual Report April 2025 Section I Important Statements, Contents and Definitions The board of directors, board of supervisors, directors, supervisors and senior management of Jiangsu Yanghe Distillery Co., Ltd. (hereinafter referred to as the Company) hereby 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. Mr. Zhang Liandong, the responsible person for the Company, Mr. Yin Qiuming, the responsible person for accounting affairs and Mr. Zhao Qike, the responsible person for accounting department (the accounting supervisor) have warranted that the financial statements in this report are true, accurate and complete. Except for the directors listed below, all other directors attended the board meeting in person to review this annual report.
The future plans and other forward-looking statements mentioned in this annual report, due to their inherent uncertainties, shall not be regarded as substantive commitments of the Company to investors. Investors and people concerned should maintain adequate risk awareness and understand the difference between plans, predictions and promises. Investors are kindly reminded to pay attention to possible investment risks. In the annual report, the possible risks in the operation of the Company are described in detail (see 11. Outlook for the Future Development of the Company in Section III Management Discussion and Analysis). Investors are kindly reminded to pay attention to relevant content. The profit distribution plan approved by the board of directors: based on 1,506,445,074 shares, a cash dividend of CNY 23.17 (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. The Company’s Chinese 2024 Annual Report was publicly disclosed on the Shenzhen Stock Exchange and www.cninfo.com.cn on 29 April 2025. If there are any differences between the English version and the Chinese one, please refer to the latter. Contents Section I Important Statements, Contents and Definitions……………………………….2 Section II Company Profile and Key Financial Results……………………………………….6 Section Ⅲ Management Discussion and Analysis……………………………………………11 Section Ⅳ Corporate Governance…………………………………………………………………..37 Section Ⅳ Environment and Social Responsibility…………………………………………..72 Section Ⅳ Significant Events…………………………………………………………………………..79 Section Ⅳ Changes in Shares and Information about Shareholders……………….. 94 Section Ⅳ Information about Preference Shares…………………………………………… 104 Section Ⅳ Information about Bonds…………………………………………………………….. 105 Section Ⅳ Financial Reports……………………………………………………………………………106 Document Catalog (I) Financial statements containing the signatures and seals of the person in charge of the Company, the accounting head, and the person in charge of the accounting body (accounting manager). (II) The original audit reports with the seal of the accounting firm and the signatures and seals of the certified public accountants. (III) The originals of all Company documents and announcements publicly disclosed during the reporting period. Definitions
Section II Company Profile and Key Financial Results I. Corporate information
III. Information disclosure and place where the annual report is kept
IV. Company registration and alteration
V. 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 VI. Key accounting data and financial indicators Whether the Company performed a retroactive adjustment or restatement of accounting data ?Yes ?No
negative, and the audit report of the last year shows that the Company's ability to continue operating is uncertain □Yes ?No The net profit before or after deducting non-recurring profits and losses is negative □Yes ?No VII. Differences in accounting data under domestic and overseas accounting standards 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 during this period. 2. Differences in the net profits and net assets disclosed in the financial reports prepared under the outbound and China accounting standards □Applicable ?N/A No such differences during this period. VIII. Key financial results by quarter Unit: CNY
which have been disclosed in quarterly or semi-annual reports. □Yes ?No IX. Non-recurring profits and losses Unit: CNY
The company has no specific circumstances of other profit and loss items that meet the definition of non-recurring profit and loss. □Applicable ?N/A Explanatory Announcement No. 1 on Information Disclosure for Listed Companies -Non-recurring Profits and Losses as recurring profit and loss items. Section Ⅲ Management Discussion and Analysis I. Industry conditions faced by the company during the reporting period During the reporting period, the competition in the liquor industry continued and became increasingly fierce, gradually shifting from diversified and differentiated competition to the competition centering on the leading enterprises. The characteristics of strong concentration and strong differentiation became more prominent, indicating increased Matthew effect. According to the data from the National Bureau of Statistics, the output of liquor (equivalent to 65 degrees, commodity volume) of enterprises above designated size in China was 4.145 million kiloliters in 2024, a year-on-year decrease of 1.80%. Yanghe is a large Chinese Baijiu production enterprise possessing high brand awareness and reputation nationwide. It is the only enterprise in the Chinese Baijiu industry that owns two famous Chinese Baijiu brands, Yanghe and Shuanggou, two time-honored Chinese brands, six well-known Chinese trademarks, and two 4A level scenic spots. The company's major products are Dream Blue, Sky Blue, Ocean Blue, Sujiu, Zhenbaofang, Yanghe Daqu, Shuanggou Daqu and so on, which have high brand recognition and reputation throughout China. II. Main Businesses of the Company During the Reporting Period The company shall comply with the disclosure requirements of food and wine manufacturing industries in Self- Section Ⅲ Management Discussion and Analysis I. Industry conditions faced by the company during the reporting period During the reporting period, the competition in the liquor industry continued and became increasingly fierce, gradually shifting from diversified and differentiated competition to the competition centering on the leading enterprises. The characteristics of strong concentration and strong differentiation became more prominent, indicating increased Matthew effect. According to the data from the National Bureau of Statistics, the output of liquor (equivalent to 65 degrees, commodity volume) of enterprises above designated size in China was 4.145 million kiloliters in 2024, a year-on-year decrease of 1.80%. Yanghe is a large Chinese Baijiu production enterprise possessing high brand awareness and reputation nationwide. It is the only enterprise in the Chinese Baijiu industry that owns two famous Chinese Baijiu brands, Yanghe and Shuanggou, two time-honored Chinese brands, six well-known Chinese trademarks, and two 4A level scenic spots. The company's major products are Dream Blue, Sky Blue, Ocean Blue, Sujiu, Zhenbaofang, Yanghe Daqu, Shuanggou Daqu and so on, which have high brand recognition and reputation throughout China. II. Main Businesses of the Company During the Reporting Period The company shall comply with the disclosure requirements of food and wine manufacturing industries in Self- The main business engaged The main business of the company is the production and sale of Chinese Baijiu, that is manufactured by solid-state fermentation and traded mainly through two modes: wholesale distribution and online direct sales. The company's "C15 wine, beverage and refined tea manufacturing industry". Information about brand operation The Company’s products include Dream Blue, Sujiu, Sky Blue, Zhenbaofang, Ocean Blue, Yanghe Daqu, Shuanggou Daqu, Guijiu, Sidus Wine and so on. According to the price range standard of ex-factory price, the Company categorizes the products into mid/high end and ordinary products. The mid/high end products refer to those with ex-factory price ≥ CNY 100 / 500ml, mainly including Dream Blue craft class, Dream Blue M9, Dream Blue M6 +, Dream Blue Crystal version, Su Jiu, Sky Blue, Zhenbaofang (Difang, Shengfang), Ocean Blue and so on. Ordinary products refer to those with ex-factory price ＜ CNY 100 / 500ml, mainly consisting of Yanghe Daqu and Shuanggou Daqu etc. The revenue of various products is as follows: Unit: CNY
The company sells its products mainly through distributors. Its sales models include wholesale distribution and online direct selling, among which wholesale distribution is the main sales model. ?Applicable □N/A 1. Disclosure of main business composition by different types Unit: CNY
medium/high end products ≥ 100 CNY / 500ml and ordinary products < 100 CNY / 500ml. 2. Disclose the number of distributors according to regional classification
3. Settlement method and distribution method The Company mainly adopts the bank transfer method for settlement, and applies the method of payment before goods for product sales. 4. Sales amount and sales proportion of the top five distributors In 2024, the total sales amount of the top five distributors was CNY 2,351.77 million, accounting for 8.15% of the total sales of this year. Among the sales of the top five distributors, the sales from related parties were CNY 0, accounting for 0% of the total sales of this year. The total amount of receivables of the top five distributors at the end of the period was zero. Retail sales accounted for more than 10%. □Applicable ?N/A Online direct selling ?Applicable □N/A Unit: CNY
The sales price of the main products contributing more than 10% of the total operating revenue of the current period changed by more than 30% compared with the previous reporting period □Applicable ?N/A Procurement mode and content Unit: CNY
amount □Applicable ?N/A The price of major outsourced raw materials changed by over 30% year on year □Applicable ?N/A Main production mode The Company's production mode is self-produced mode, with major parts including raw material crushing, fermentation, distillation, grade storage, liquor body design and combination, product packaging, etc. Commissioned production □Applicable ?N/A The main components of operating costs Unit:CNY
Output and inventory 1. Production volume, sales volume and inventory of major products
III. Analysis of core competitiveness The Company has significant advantages in natural environment, quality technology, brand building, marketing network and so on. The Company has formed its unique core competencies, which remain unchanged during the reporting period. 1. Natural environment advantage The Company is located in Suqian, the capital of Chinese Baijiu with 'three rivers, two lakes and one wetland’. As one of the three famous wetlands in the world, Suqian enjoys equal popularity with the Scotch whisky producing area and the French Cognac producing area. The long history and unique ecological environment provide a good source of water, soil and air for production for liquor production. Especially the microorganism condition is significantly beneficial to production. The Yanghe distillery originated in the Sui and Tang Dynasties, flourished in the Ming and Qing Dynasties. It had been sold in Jianghuai area during the period of Yong Zheng of Qing Dynasty. It has a good reputation that 'dainty taste derived from fortune spring and liquor ocean, which made Yanghe rank first in Jianghuai area'. Shuanggou alongside Yanghe was praised as the origin of Chinese natural liquor by domestic and overseas experts due to the discovery of drunken ape fossils in Xiacaowan. 2. Quality advantage Considering the diversification and individuation of consumption demand, the Company took the lead in breaking the traditional classification of Baijiu flavor. The Company classifies Baijiu based on taste and emphasizes the value of taste. The Company strengthens the mellowness of Baijiu, puts forward the new style of the mellow Baijiu quality, and deeply meets core demand of target consumers. It has successfully established new craft of mellow Baijiu production and system framework of mellowness mechanism, which caters to market consumption. In June 2008, "Mellowness", a special type of Yanghe, was first written into the national standard in China Protected Geographical Indication Product- Yanghe Daqu (Standard No. GB/T22046-2008). In 2019, the company formulated the group standard named "Mellow Baijiu" (i.e., T/CBJ2104-2019), which further enriched and improved the relevant standards of mellow Baijiu. In 2022, the company formulated the standards of "Baijiu Wetland Real Estate Area" (T/CBJ2305-2022) and "Wetland Baijiu" (T/CBJ2110-2022), which promoted the specification of technical Development Report”, and comprehensively constructed the “mellow system”. 3. Talent advantage The Company has 56 Masters of Chinese Baijiu, 78 provincial Baijiu tasting committee members and 2,009 technicians. The Company also has 10 national and provincial technical research and development platforms. The distinctness advantage of technical talents provides technical support for the continuous improvement of mellow Baijiu quality. In 2024, the company's three scientific and technological achievements, including "Key Technologies for Analysis and Application of Microbiome in the Brewing Process of Mellow Liquor", have been appraised by the China Light Industry Federation, five scientific research projects have won provincial and above awards, and the company won the first and second places in the Second China Liquor Chief Taster Competition. 4. Brand advantage The Company, as one of the eight traditional well-known Baijiu enterprises, is the only one in China's liquor industry that has two Chinese famous baijiu, Yanghe and Shuanggou, two Chinese time-honored brands, six well-known Chinese trademarks such as Yanghe, Shuanggou, Blue Classic, Zhenbaofang, Dream Blue, Su, two national 4A scenic spots, two national industrial heritages, and a national key cultural relics protection unit. In the research report "Top 500 Most Valuable Chinese Brands in 2024" released by GYBrand Global Brand Research Institute, the company ranked third in China's liquor industry with a brand value of 90.979 billion yuan; in the "Global Most Valuable Liquor Brands List in 2024" released by Brand Finance, a world-renowned brand value research organization, the company ranked fifth in the world with a brand value of 6.3 billion US dollars. 5. Marketing network advantage The company has a marketing team with innovative ideas and strong execution. Its marketing network has penetrated into all counties and regions in China. The high-speed channel for distribution has been basically built, laying a solid foundation for future market expansion and category extension. Meanwhile, as a traditional enterprise, Yanghe has consistently optimized new sales model and advanced digital transformation. The sales digitalization of Yanghe has become a case study for Tsinghua University, showcasing the leading position of Yanghe in internet application. IV. Analysis of main business 1. Overview At the beginning of the reporting period, the company planned to strive for a year-on-year growth of 5%-10% in operating income in 2024. During the reporting period, the liquor industry entered the stage of zero-sum competition, and the market competition became more intense. The medium and sub-high-end price categories which the company's main products compete in were under great pressure. In the view of principles of scientific and sustainable development, the company actively adjusted its business strategies to cope with changes in the external environment and problems in its own development. In 2024, the company achieved operating income of 28.876 billion yuan, a year-on-year decrease of 12.83%; the net profit attributable to shareholders of listed company was 6.673 billion yuan, a year-on-year reduction of 33.37%. 2024 was a year of enterprise readjustment, the company concentrated on long-termism, main responsibilities and primary businesses, and comprehensively promoted the following tasks: Promoting productions quality steadiness. The company deepened the application of mellow mechanism, optimized the key processes and parameters that affect the quality of base liquor, and continuously improved the distilling process system. Therefore, the company’s base liquor achieved outstanding output and quality, with distinctive characteristics and a complex aroma of mellow taste. Three scientific and technological achievements have been appraised by the China Light Industry Federation, and five scientific research projects have won provincial and above awards. The company also took the first and second places of Second China Liquor Chief Sommelier Competition, and the technical strength of the company sustained. The digital management platform for liquor body was launched to facilitate the interaction between liquor body design and intelligent digitalization, thus further securing the stability of product quality. Highlighting value of productions through three-dimensional dissemination. The company released the strategy of aged liquor with mellow taste, highlighting the core value of "Aged liquor produced by hand-made skills from intangible cultural heritage ", and launched the Chinese high-end aged liquor - Mengzhilan Hand-made Class, which made the company become the first aged liquor in the industry to be authorized by the "China Alcoholic Drinks Association" and authoritatively certified by the third-party certification agency "Fangyuan Group", further raising the brand reputation as well. Centralizing the theme of mellowness of a great country, the company propagated its main tune of the brand in stereoscopic dimension, by presenting a tribute to the 60th anniversary of the establishment of diplomatic relations between China and France, participating major international events such as the G20 Summit and the Davos Forum, and launching the "Yanghe Mengzhilan" Jielong III carrier rocket. All those efforts were dedicated to the further enhancement of brand image. Focusing on marketing and constructed an unshakable basis. Based on the principle of "streamlining and efficiency, strengthening the overall management", the company optimized its marketing organization structure, raised the regional focus by brands, and enhanced synergy between different brands. The management distinguished the market into four categories: highland, model, weak, and blank markets, and accordingly applied local policies with matched resources. The company deepened the provincial base camp market and the Yangtze （未完）  |