司公限有份股心中游旅海东大南海 2015 文全告报度年年
Short Form of the Stock: Donghai-A, Donghai-B Stock Code: 000613, 200613
海南大东海旅游中心股份有限公司
Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd.
Annual Report 2015
(Full Text)
Disclosure Date: 26 March 2016
1
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section I. Important Notice, Contents and Paraphrase
Important Notice:
Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of
Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, misleading statements, or
important omissions carried in this report, and shall take all responsibilities, individual and/or
joint, for the reality, accuracy and completion of the whole contents.
All directors are attending the Board Meeting for Report deliberation.
The Company has no plan of cash dividends carried out, bonus issued and capitalizing of
common reserves either.
Li Yuanbin, Principal of the Company, Fu Zongren, person in charger of accounting works and
Liu Xianghai, person in charge of accounting organ (accounting principal) hereby confirm that
the Financial Report of 2015 Annual Report is authentic, accurate and complete.
Concerning the forward-looking statements with future planning involved in the Report, they
do not constitute a substantial commitment for investors. Investors are advised to exercise
caution of investment risks.
Content
Annual Report 2015 .............................................................................................................................1
Section I Important Notice, Contents and Paraphrase ........................................................................2
Section II Company Profile and Main Finnaical Indexes ..................................................................4
Section III Summary of Company Business ......................................................................................8
Section IV Discussion and Analysis by the Management Team ........................................................9
Section V Important Events ..............................................................................................................20
Section VI Changes in shares and particular about shareholders ......................................................27
Section VII Preferred Stock………………………………………………………………………..34
Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees................35
Section IX Corporate Governance .....................................................................................................42
Section X Financial Report ................................................................................................................50
Section XI Documents available for reference ................................................................................121
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Paraphrase
Items Refers to Contents
CSRC Refers to China Securities Regulation Commission
SSE Refers to Shenzhen Stock Exchange
Company Law Refers to Company Law of The People’s Republic of China
Securities Law Refers to Securities Law of The People’s Republic of China
Rules of Listing Refers to Rules of Shenzhen Stock Exchange for the Listing of Stocks
Company/the Company Refers to Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd.
Article of Association of Hainan Dadonghai Tourism Centre (Holdings)
Article of Association Refers to
Co., Ltd.
Shareholders’ General Meeting of Hainan Dadonghai Tourism Centre
Shareholders’ General Meeting Refers to
(Holdings) Co., Ltd.
Board Refers to Board of Hainan Dadonghai Tourism Centre (Holdings) Co., Ltd.
Supervisory Committee of Hainan Dadonghai Tourism Centre
Supervisory Committee Refers to
(Holdings) Co., Ltd.
Yuan Refers to RMB
In the reporting period, the reporting period Refers to 2015-1 -1 to 2015 -12 -31
Major Risk Warning
Concerning the forward-looking statements with future planning involved in the Report, they do not
constitute a substantial commitment for investors. Investors are advised to exercise caution of
investment risks.
Securities Times, Hong Kong Commercial Daily and Juchao Website (www.cninfo.com.cn) are the
media for information disclosure appointed by the Company for year of 2016, all information under
the name of the Company disclosed on the above said media shall prevail.
The report is prepared in bilingual versions of Chinese and English respectively, in the event of any
discrepancy in understanding the two aforementioned versions, the Chinese version shall prevail.
Investors are advised to exercise caution of investment risks.
3
Section II Company Profile and Main Finnaical Indexes
I. Company information
Short form of the stock Donghai-A , Donghai-B Stock code 000613 、 200613
Short form of the Stock after
N/A
changed
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
Chinese)
司公限有份股心中游旅海东大南海
Short form of the Company
(in Chinese)
海东大
Foreign name of the Company Hainan Dadonghai Tourism Centre (Holdings) Co.,Ltd.
Foreign name of short form of
DADONGHAI
the Company
Legal representative Li Yuanbin
Registrations add. Dadonghai Sanya
Code for registrations add 572021
Offices add. Dadonghai Sanya
Codes for office add. 572021
Company website http://www.cninfo.com.cn
Email hnddhhn@21cn.com
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Wang Hongjuan
Contact add. Dadonghai Sanya
Tel. 0898-88219921
Fax. 0898-88214998
E-mail hnddhhn@21cn.com
III. Information disclosure and preparation place
Newspaper appointed for information disclosure Securities Times, Hong Kong Commercial Daily
Website for annual report publish appointed by CSRC http://www.cninfo.com.cn
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Preparation place for annual report Security department of the Company
IV. Registration changes of the Company
Organization code Unified social credit code 91460000201357188U
Changes of main business since listing No changes
1. The Company listed A-stock in January 1997, and 96.327 million A-stock shares are
held by Hainan Dadonghai Tourism Centre Group Co., ltd., a 26.46% in total share capital
of the Company and is the first majority shareholder of the Company also.
2. On 25 December 1998, the shares held by Hainan Dadonghai Tourism Centre Group
Co., ltd were transfer to Sanya ABC through the courts of justice, and after obtained the
shares in December 1998, Sanya ABC entrust wholly-owned subordinate enterprise Sanya
Bank-Agriculture Industrial Development Corp. to hold the aforesaid shares, than the first
majority shareholder of the Company comes to Sanya Bank-Agriculture Industrial
Development Corp.
3. On 12 December 2000, the aforesaid equity was stripped to name of China Greatwall
Previous changes for controlling
Assets Management Corporation, the first majority shareholder of the Company.
shareholders
4. On 19 September 2001, China Greatwall Assets Management Corporation entered into
“Equity Transfer Agreement” with Haikou Food Co., Ltd for 60 million shares transfer; and
gained approval of [2002] No.: 430 from Ministry of Finance dated 18 October 2002, than
the first majority shareholder of the Company comes to Haikou Food Co., Ltd.
5. On 24 April 2008, Haikou Agriculture & Industry & Trade Luoniushan Co., Ltd. entered
into the “Statement”, confirmed that the 60 million shares held by Haikou Food Co., Ltd.
were under the name of Haikou Agriculture & Industry & Trade Luoniushan Co., Ltd., the
shares’ ownership have been transfer dated 29 January 2010. Therefore, Haikou
Agriculture & Industry & Trade Luoniushan Co., Ltd. comes to the first majority
shareholder of the Company.
V. Other relevant information
CPA engaged by the Company
Name of CPA BDO CHINA Shu Lun Pan Certified Public Accountants LLP
Offices add. for CPA 4# Building, No. 61, Nanjing Rd.(E), Shanghai
Signing Accountants Liu Zebo, Zhu Meirong
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
□ Yes √ No
2015 2014 Changes over last year 2013
Operating income (RMB) 15,885,922.90 20,202,134.10 -21.37% 23,660,779.80
Net profit attributable to shareholders
-7,477,866.40 2,503,486.47 -398.70% -2,199,319.96
of the listed company(RMB)
Net profit attributable to shareholders
of the listed company after deducting -9,474,005.29 -2,709,988.03 -249.60% -2,283,020.26
non-recurring gains and losses(RMB)
Net cash flow arising from operating
-1,745,526.28 2,432,068.08 -171.77% 2,615,368.77
activities(RMB)
Basic earnings per share (RMB/Share) -0.0205 0.0069 -397.10% -0.0060
Diluted earnings per share
-0.0205 0.0069 -397.10% -0.0060
(RMB/Share)
Return on Equity -9.27% 3.01% -12.28% -2.65%
Changes over end of
End of 2015 End of 2014 End of 2013
last year
Total assets (RMB) 104,887,596.60 114,080,998.28 -8.06% 113,960,862.69
Net assets attributable to shareholder
76,937,467.93 84,415,334.33 -8.86% 81,911,847.86
of listed company (RMB)
VII. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.
VIII. Quarterly main financial index
In RMB
First quarter Second quarter Third quarter Fourth quarter
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Operating income 6,260,948.00 2,160,348.50 2,839,915.00 4,624,711.40
Net profit attributable to
-112,934.03 -3,279,032.61 -3,054,236.00 -1,031,663.76
shareholders of the listed company
Net profit attributable to
shareholders of the listed company
-1,347,584.53 -3,449,529.47 -3,085,920.00 -1,590,971.29
after deducting non-recurring gains
and losses
Net cash flow arising from
953,736.43 -122,826.02 -1,036,666.14 -1,539,770.55
operating activities
Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial
index disclosed in the company’s quarterly report and semi-annual report
□Yes √ No
IX. Items and amounts of extraordinary profit (gains)/loss
√Applicable □ Not applicable
In RMB
Item 2015 2014 2013 Note
Gains/losses from the disposal of non-current asset (including the
-90,560.75 5,119,583.45 -39,699.50
write-off that accrued for impairment of assets)
Capital occupation fees charged by non financial enterprises
422,000.00
recorded in the current profits and losses
Other non-operating income and expenditure except for the
1,664,699.64 93,891.05 123,399.80
aforementioned items
Total 1,996,138.89 5,213,474.50 83,700.30 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section III Summary of Company Business
I. Main businesses of the company in the reporting period
The company's main business is hotel accommodation and catering services. Procurement of goods is mainly the
goods and materials necessary for hotel and catering operations by taking the principle of low price and fine
quality, some goods are purchased by directly signing purchase contracts with suppliers, and some good are
purchased by procurement agents. The selling is mainly based on internet marketing and supplemented by the
individual travelers of non-internet marketing and business and the tourists from travel agencies. The hotel is
located at the central zone of Dadonghai scenic spot in Sanya City, Hainan Province, and it has become a member
of the nationwide famous hotels because of the convenient transportation, beautiful environment, long history, and
rich culture. However, in recent years, the local high-, middle- and low-grade hotels or guesthouses numerously
emerge, resulting in the supply much larger than the market demand, the industry competition is rather fierce, and
the pressure of decline in business remains.
II. Major changes in main assets
1. Major changes in main assets
□ Applicable √ Not applicable
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
The company takes hotel accommodation and catering services as the principle works, locates at Dadonghai bay
which is one of the China “Top 40 scenery” and the only AAAA scenic spot open for free in Sanya and has the
maximum passenger flow volume in Sanya City, and is about a 5-minute drive from downtown of Sanya City and
about a 30-munite drive from Sanya Phoenix Airport. The hotel is only tens of meters distant from the sea level,
possesses beautiful landscaping full of blooming flowers all the year round, and enjoys exceptional geography,
natural environmental advantages. The hotel has opened for more than two decades which is one of the oldest
hotels in Sanya and has received many domestic and foreign heads of state and national leaders. In the recent
years, the company has comprehensively upgraded and rebuilt the hotel’s software and hardware facilities, further
improved the hotel's internal and external business environment, and effectively enhanced the business
competitiveness. Currently, the management of the company’s hotel is still in the front rank among hotels in the
same area, with the same scale, and at the same level.
In the future work, the company will keep trying to improve the hotel’s internal and external business
environment, strengthen the sales efforts and the staff construction, and further improve the operational capability.
During the reporting period, the company's core competence had no significant change.
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section IV Discussion and Analysis by the Management Team
1. Introduction
During the reporting period, the company realized main business income of 15,885,900 yuan, reduced by 4,316,
200 yuan compared with the same period last year, a decrease of 21.37%; investment income of 422,000 yuan,
reduced by 3,598,000 yuan compared with the same period last year, a decrease of 89.50%; operating profit loss
of 9,052,000 yuan, increased by 8,342,000 yuan compared with the same period last year, an increase of
1,174.93%; net non-operating income of 1,574,100 yuan, reduced by 1,639,100 yuan compared with the same
period last year, a decrease of 51.02%; net profit loss of 7,477,900 yuan, increased by 9,981,400 yuan compared
with the same period last year, an increase of 398.70%.
During the reporting period, the global economy has been weak, domestic economic development has had a
slowdown, tourism market has been sluggish, domestic and foreign tourist customer market has reduced, and the
company's hotel has adjusted the internal operating management and decorated some rooms, which have made the
hotel’s management downturn pressure intensify. In face of the severe management situation, the company has
taken the market as a guide, positively adjusted the marketing strategy, expanded the marketing channels,
increased the hardware and software facilities, enhanced the product quality, improved the internal control system,
reduced the risks and consumption, and has basically completed the business objectives the company made at the
beginning of the year. The main work is as follows:
1. Take the market as a guide, positively adjust the marketing strategy, and expand the marketing channels
During the reporting period, the company has taken the market as a guide, made a flexible management for
product prices and sales, and actively expanded the sales of network individual travelers. The selling has been
mainly based on network individual travelers and supplemented by the individual travelers of business and the
tourists from travel agencies, strengthened the cooperation with the domestic leading network companies related
to travel such as Ctrip and Qunar, and made full use of network channels and e-commerce platforms to expand the
sales network; further consolidated the existing customers, expanded the direct selling travel agencies in the first-
and second-tier cities in the east, southwest and south regional markets, and increased the sales channels for travel
agency teams and individual travelers. During the reporting period, the market share of the company’s individual
travelers and network sales revenue have significantly improved, achieved the main business income of
15,885,900 yuan, reduce by 4,316,200 yuan compared with the same period last year, a decrease of 21.37%, and
curbed the sharp drop in business.
2. Increase investment into the hotel software and hardware facilities, improve the product quality, and enhance
the competitiveness
Due to long years of aging, some guest rooms were damaged and could not meet the market demands. During the
reporting period, the company has taken advantage of off-season business, decorated and rebuilt all guest rooms
and Chinese and western restaurants in Building of the hotel, and upgraded the corresponding equipments and
facilities. At the same time, based on the employment concept of "people first", the company has engaged and
introduced talents at various levels for services, management and marketing; based on the business philosophy of
"customer highest, service first", the company has continued to strengthen the cultural construction and staff
construction of the hotel, strengthened the hotel management and the professional skill and knowledge training to
the staff, further improved the service quality and management level of hotel, and enhanced the quality and
competitiveness of the hotel’s products.
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
3. Improve the internal control system, strengthen the management, reduce risks and consumption, increase
revenue and reduce expenditures, realize safety production, and maximize the interests of enterprise
During the reporting period, the company has continued to strengthen and standardization the implementation of
internal controls, and ensured the rational and effective internal controls; actively adjusted the compression
mechanism, established posts as needed, reduced management positions, enriched the front-line team, taken "fixed
posts, fixed responsibilities, fixed staff" as the main content, rationally adjusted the human resources, improved,
adjusted and optimized the personnel management system and the human resource allocation; in addition, strictly
and reasonably controlled all expenses, resolutely and completely eradicated extravagance and waste, improved
procurement management system, increased efforts to control procurement costs, increased investment in
energy-saving and cost-reducing, clearly defined the management responsibilities of safety production, effectively
improved the operational efficiency, and ensured the company's safety operations.
In 2016, the company will continue to consolidate and expand sales channels, improve the hotel’s product quality
and service quality, and enhance the comprehensive competitive ability and sustainable operation ability of the
company so as to lay a solid foundation for the company's sustainable and stable operation and development.
II. Main business analysis
1. Introduction
See the “I-Introduction” in “Discussion and Analysis by the Management Team”
2. Revenue and cost
(1) Constitute of operation revenue
In RMB
2015 2014
Increase/decrease
Ratio in operation Ratio in operation
Amount Amount y-o-y
revenue revenue
Total of operation
15,885,922.90 100% 20,202,134.10 100% -21.37%
revenue
According to industries
Tourism & catering 15,885,922.90 100.00% 20,202,134.10 100.00% -21.37%
According to products
Room revenue 12,264,036.40 77.20% 16,901,455.60 83.66% -27.44%
Catering
entertainment 1,307,608.50 8.23% 734,678.50 3.64% 77.98%
revenue
Rental revenue 2,314,278.00 14.57% 2,566,000.00 12.70% -9.81%
According to region
Hainan area 15,885,922.90 100.00% 20,202,134.10 100.00% -21.37%
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
(2) About the industries, products, or regions accounting for over 10% of the company’s operating income
or operating profit
√Applicable □ Not applicable
In RMB
Increase/decrease Increase/decrease Increase/decrease
Operating
Operating cost Gross profit ratio of operating of operating cost of gross profit
revenue
revenue y-o-y y-o-y ratio y-o-y
According to industries
Tourism &
15,885,922.90 626,661.16 96.06% -21.37% 85.52% -2.27%
catering
According to products
Room revenue 12,264,036.40 100.00% -27.44% -100.00% 0.00%
Catering
entertainment 1,307,608.50 626,661.16 52.08% 77.98% 90.29% -1.94%
revenue
Rental revenue 2,314,278.00 100.00% -9.81% 0.00%
According to region
Hainan area 15,885,922.90 626,661.16 96.06% -21.37% 85.52% -2.27%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on
latest one year’s scope of period-end
□ Applicable √ Not applicable
(3) Income from physical sales larger than income from labors
□ Yes √ No
(4) Fulfillment of the company’s signed significant sales contracts up to this reporting period
□ Applicable √ Not applicable
(5) Constitute of operation cost
Industry classification
In RMB
2015 2014
Increase/decrease
Industries Item Ratio in operation Ratio in operation
Amount Amount y-o-y
cost cost
Tourism & Cost of tourism &
626,661.16 100.00% 337,785.89 100.00% 85.52%
catering catering
Explanation: Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
(6) Whether the changes in the scope of consolidation in Reporting Period
□ Yes √ No
(7)Major changes or adjustment in business, product or service of the Company in Reporting Period
□ Applicable √ Not applicable
(8) Major sales and main suppliers
Major sales client of the Company
Total top five clients in sales (RMB) 4,759,672.87
Proportion in total annual sales volume for top five clients 29.96%
Information of top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
Sanya branch of Guangzhou South Holiday
1 1,291,446.00 8.13%
International Travel Service Co., Ltd.
Qunar (Tianjin) International Travel Service Co.,
2 1,151,280.00 7.25%
Ltd.
Beijing Jiaxin Haoyuan Information Technology
3 1,057,687.22 6.66%
Co. Ltd.
Shanghai Ctrip International Travel Service Co.,
4 928,651.65 5.85%
Ltd.
Shenzhen Xinghai Holiday International Travel
5 330,608.00 2.08%
Service Co., Ltd.
Total -- 4,759,672.87 29.96%
Other situation of main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 3,839,518.39
Proportion in total annual purchase amount for top five
85.44%
suppliers
Information of top five suppliers of the Company
Serial Name Sales (RMB) Proportion in total annual sales
Sanya Power Supply Bureau of Hainan
1 1,321,143.95 29.40%
Power Grid
2 Liu Wunan 845,130.00 18.81%
Sanya Dafeng Agricultural Comprehensive
3 603,274.41 13.42%
Development Co. Ltd.
4 Sanya Jierun Washing Co., Ltd. 579,404.52 12.89%
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
5 Sanya Sinofrench Water Supply Co., Ltd. 490,563.51 10.92%
Total -- 3,839,518.39 85.44%
Other notes of main suppliers of the Company
□ Applicable √ Not applicable
3. Expenses
In RMB
Increase/decreas
2015 2014 Note of major changes
e y-o-y
Sales expense 12,968,461.37 11,783,411.89 10.06%
Management expense 10,272,262.86 11,423,202.87 -10.08%
Because handing charge decreased than last year,
Financial expense -109,213.80 39,516.35 -376.38%
deposit interest income increased.
4. R&D expenses
□ Applicable √ Not applicable
5. Cash flow
In RMB
Item 2015 2014 Y-o-y changes
Subtotal of cash in-flow from
20,454,444.34 23,049,988.56 -11.26%
operation activity
Subtotal of cash out-flow from
22,199,970.62 20,617,920.48 7.67%
operation activity
Net cash flow from operation
-1,745,526.28 2,432,068.08 -171.77%
activity
Subtotal of cash in-flow from
9,429,510.00 14,024,200.00 -32.76%
investment activity
Subtotal of cash out-flow from
10,451,881.00 741,664.00 1,309.25%
investment activity
Net cash flow from investment
-1,022,371.00 13,282,536.00 -107.70%
activity
Net increased amount of cash and
-2,767,897.28 15,714,604.08 -117.61%
cash equivalent
Main reasons for y-o-y major changes in aspect of relevant data
√ Applicable □ Not applicable
13
司公限有份股心中游旅海东大南海 2015 文全告报度年年
1. The net cash flow from operating activities decreased mainly due to a decrease in the operating income in this year;
2. The cash inflow of investing activities decreased mainly due to the amount of transfer of shares is larger in the previous year;
3. The cash outflow of investing activities increased mainly due to the short-term investments during the year;
4. The net cash flow from investing activities decreased mainly because the transfer of shares not only took back the investment but
also received dividends in the previous year;
5. The net increase in cash and cash equivalents decreased mainly because the operating income reduced in this year and the transfer
of shares not only took back the investment but also received dividends in the previous year.
Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company
□ Applicable √ Not applicable
III. Analysis of the non-main business
√Applicable □ Not applicable
In RMB
Ratio in total
Amount Note Whether be sustainable
profit
Investment
422,000.00 5.64% Short term investment in this year Yes
income
Mainly due to the accrual reduced-value allowance for
Asset
684,275.50 9.15% the company to build illegal seafood rooms, boxes and No
impairment
multifunctional conference hall
Mainly because Pan Guoping, the company’s
second-largest shareholder, illegally operated the
company’ shares and confiscated income of
Non-operatin
1,664,926.64 22.26% 1,194,445.50 yuan, and Sun Hongjie, the former general No
g income
manager of South China Hotel, handed in he hotel’s
target profit of 342,738.77yuan in accordance with the
management responsibility.
Non-operatin
90,787.75 1.21% Mainly due to disposal loss of fixed assets No
g expense
IV. Assets and liability
1. Major changes of assets composition
In RMB
End of 2015 End of 2014
Ratio
Ratio in total Ratio in total Notes of major changes
Amount Amount changes
assets assets
Monetary fund 19,782,392.26 18.86% 22,550,289.54 19.77% -0.91% -
Account 460,197.28 0.44% 2,632,379.02 2.31% -1.87% -
14
司公限有份股心中游旅海东大南海 2015 文全告报度年年
receivable
Inventory 218,075.43 0.21% 307,057.29 0.27% -0.06% -
Fix assets 51,279,986.58 48.89% 56,301,360.07 49.35% -0.46% -
2. Assets and liability measured by fair value
□ Applicable √ Not applicable
V. Investment
1. Overall situation
√Applicable □ Not applicable
Investment in the same period of last year
Investment in the reporting (RMB) Changes
( RMB)
9,000,000.00 4,500,000.00 100.00%
2. The major equity investment obtained in the reporting period
□ Applicable √ Not applicable
3. The major non-equity investment doing in the reporting period
□ Applicable √ Not applicable
4. Financial assets investment
(1) Securities investment
□ Applicable √ Not applicable
The company had no securities investment in the reporting period.
(2) Derivative investment
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
5. Application of raised proceeds
□ Applicable √ Not applicable
The Company has no application of raised proceeds in the Period
15
司公限有份股心中游旅海东大南海 2015 文全告报度年年
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
VII. Analysis of main holding company and stock-jointly companies
□ Applicable √ Not applicable
The Company had no information of main holding company and stock-jointly companies disclosed in the reporting period.
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Future Development Prospects
1. Industrial development trend and competition facing the Company
With the improvement of people's living quality and living standards, the enhancement of tourist consumption
awareness, as well as the aggravation of atrocious weather and haze air environment outside the island, Hainan
tourism market has a good development prospect due to the internationalization and unique natural environment
in Hainan Island and the preferential policy like tax-free offshore island. However, during the report period, the
global economy has been weak, the tourism market has continued to sluggish, the high-, middle- and low-grade
hotels or guesthouses in the island have been numerously emerging resulting in the supply much larger than the
market demand, the industry competition has become increasingly fierce, the operating costs such as the staff
salary have been increasing, the market operating profits have been reducing, and the overall operation downturn
pressure in hotel industry has been increasing.
In the future work, the company will continue to strengthen the updating and transformation of the hotel’s
equipment and facilities, improve and upgrade the hardware and software equipments and facilities and the quality
of internal and external business environment, enhance the construction of enterprise culture and staff teams,
actively expand the sales channels, make full use of the internet platform, expand the sales network, increase the
market share, and further improve the management level and core competitiveness.
2. The Company’s future development planning and 2016 annual business plan
(1) Further to strengthen the quality control for hard and soft equipments and facilities, promote the brand image
of the hotel, centered on enterprise benefit, take the innovation as the driving force and make the brand of major
business bigger and stronger.
(2) Continue to expand the financing channels, combine the actual situation of the Company and look for the
projects and opportunities in favor of the Company’s development, enrich the industrial structure and enlarge the
enterprise scale.
16
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(3) Continue to strengthen the standard management of internal control, perfect the corporate governance structure,
standardize the management and operation, and effectively control the risks.
3. Fund demands and use plan required for the future development of the Company
The Company utilizes owned funds or financing methods to raise the funds demanded for development, and
completes the development planning of the Company.
4. The risks may cause adverse effects on the future development strategy and realization of operation target of
the Company
(1) Marco Policy risks
In order to normalize and optimize tourism market or further to promote clear-party construction, related
departments may further issue some relative policies. While these polices may cause restrain and effect on
regional tourism development. Main business income may be affected since we are engaged in tourism service.
Countermeasures: The Company will further to improve the hard and soft equipments and facilities of the hotel
while expanding the business scope, and win more market shares via high-class service and comfortable
environment so as to ensure the main business income level.
(2) Natural disaster risks
In recent years, various natural disasters take place frequently, Hainan Island belongs to oceanic climate, where
has high incidence of disastrous weather in summer. If Sanya becomes the landing place of typhoon, it may cause
great damages to the facilities of the Company and affect the Company’s normal operation.
Countermeasures: The Company will strengthen the construction and maintenance for infrastructure, continue to
buy property insurances, positively adopt effective prevention measures, and improve the ability of resisting
natural disasters.
(3) Human resource risks
The ceaseless rising and rapid development of the same industry make the demands for marketing and
management talents of the hotel industry grow with each passing day, and the talent flow of the hotel is rather
strong, so the human resource strategy of the Company appears to be very important. Though the Company has
rather perfect human resources mechanism construction, the Company will still confronting the risks of
development restriction caused by the brain drain.
Countermeasures: The Company will keep consummating the talent introduction, training and motivation system,
and improving the employee's remuneration, welfare and insurance benefits, and strive to attract the talents, foster
the talents and retain the talents. At the same time, the Company will strengthen the training to the quality, skill
and management ability of existing staff. Furthermore, the Company will further enhance the enterprise culture
construction, strengthen the cohesive force, and ensure the stability of core management staff and technical staff.
(4) Operational risks of main business
With the ceaseless development of global tourist industry constantly and ceaseless rising of high-class,
middle-class and low-class hotels, the tourist sources keep shunting, and the competition of tourism service
industry in Sanya becomes increasingly fierce. While the main business of the Company is just a small-scale hotel,
as the main business is single and the business scope is limited, the tourist market conditions and tourist quantity
directly make significant affects on the company performance.
Countermeasures: The Company will keep striving to be better, devote to macroscopic project, carry out scientific
management and scientific decision-making, strengthen the risk consciousness, and establish and consummate the
corresponding systems so as to avoid the risks. Expand the business scope based on the original selling network,
17
司公限有份股心中游旅海东大南海 2015 文全告报度年年
take the advantage of superior geographical environment, constantly develop the high-end tourist markets at home
and abroad, and improve the occupancy rate. Besides, the Company will positively look for the projects and
opportunities in favor of the Company’s development, expand the operating items, and enlarge the enterprise
scale.
X. Reception of research, communication and interview
1. In the report period, reception of research, communication and interview
√Applicable □ Not applicable
Time Way Type Basic situation index of investigation
Telephone Investor surnamed Lin in Shenyang inquired about how to reimburse and
2015-01-08 communica Individual advance for the company’s stock reform and lift a ban, no material has been
tion provided yet
Telephone Investor surnamed Zhang in Hainan inquired about 2014 annual performance of
2015-01-20 communica Individual
the company, no material has been provided yet
tion
Telephone Investor surnamed Lu in Jilin inquired about the company’s business condition,
2015-02-06 communica Individual
no material has been provided yet
tion
Telephone Investor surnamed Huang in Shenzhen inquired about the business condition of
2015-02-25 communica Individual the company’s hotel during the Spring Festival, no material has been provided
tion yet
Telephone Investor surnamed Wang in Shanghai inquired about the company’s business
2015-03-20 communica Individual
condition, no material has been provided yet
tion
Telephone Investor surnamed Han in Shanghai inquired about the company’s business
2015-04-08 communica Individual
condition in the first quarter, no material has been provided yet
tion
Telephone Investor surnamed Wang in Guangdong inquired about how to reimburse and
2015-05-15 communica Individual
advance for the stock reform and lift a ban, no material has been provided yet
tion
Telephone Investor surnamed Zhou in Shenzhen inquired whether the company has
2015-06-26 communica Individual undisclosed information that should be disclosed, no material has been provided
tion yet
Telephone Investor surnamed Lin in Beijing inquired about the company’s semi-annual
2015-07-06 communica Individual
business condition, no material has been provided yet
tion
Telephone Investor surnamed Wang in Shenzhen inquired whether the company has
2015-08-18 communica Individual undisclosed information that should be disclosed, no material has been provided
tion yet
Telephone Investor surnamed Zhou in Shanghai inquired about the company’s development
2015-09-24 communica Individual
prospect, no material has been provided yet
tion
Telephone Investor surnamed Wu in Beijing inquired about the company’s business
2015-10-16 communica Individual condition in the third quarter and the disclosure time of the third quarterly report,
tion no material has been provided yet
Telephone Investor surnamed Liu in Jilin inquired about the company’s business condition
2015-10-26 communica Individual
in the third quarter, no material has been provided yet
tion
Telephone
2015-11-20 Individual Investor surnamed Zhang in Hainan inquired about the listing condition of the
communica
18
司公限有份股心中游旅海东大南海 2015 文全告报度年年
tion company’s former internal employee stock, no material has been provided yet
Telephone Investor surnamed Lan in Beijing inquired about the company’s business
2015-12-08 communica Individual
condition in the third quarter, no material has been provided yet
tion
Telephone Investor surnamed Yu in Shanghai inquired about the disclosure time of the
2015-12-28 communica Individual
company’s 2015 annual report, no material has been provided yet
tion
Reception (times) 17
Number of hospitality 0
Number of individual reception 17
Number of other reception 0
Disclosed, released or let out major
No
undisclosed information
2. From the end of reporting period to the disclosure date, reception of research, communication and
interview
√Applicable □ Not applicable
Time Way Type Basic situation index of investigation
Telephone Investor surnamed Lin in Guangzhou inquired about the implementation of
2016-01-12 communica Individual commitments on reorganization made by the company’s strong shareholder, no
tion material has been provided yet
Telephone Investor surnamed Wang in Shenzhen inquired about 2015 annual business
2016-01-15 communica Individual
performance of the company, no material has been provided yet
tion
Telephone Investor surnamed Chen in Heilongjiang inquired about 2015 annual business
2016-02-25 communica Individual
performance of the company, no material has been provided yet
tion
Telephone Investor surnamed Li in Hubei inquired about 2015 annual business performance
2016-03-04 communica Individual
of the company, no material has been provided yet
tion
Reception (times) 4
Number of hospitality 0
Number of individual reception 4
Number of other reception 0
Disclosed, released or let out major
No
undisclosed information
19
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section V. Iimportant Events
I. Profit distribution plan of common stock and capitalizing of common reserves plan
Formulation, Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash Dividend policy during
the Reporting Period
√ Applicable □ Not applicable
Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest three years
(including the reporting period)
According to the auditing reports issued by certified public accountants, the net income realized in nearly three
years (including the reporting period) was used to make up the losses in the previous year; the undistributed profit
during this reporting remained a minus. The Company did not take profit allocation nor capitalization of capital
reserve during the reporting period.
Cash dividend of common stock in latest three years (including the reporting period)
In RMB
Net profit attributable to Ratio in net profit attributable to
Year for Amount for Proportion for
Amount for cash bonus common stock shareholders of common stock shareholders of
bonus cash bonus by cash bonus by
(tax included) listed company in consolidation listed company contained in
shares other ways other ways
statement for bonus year consolidation statement
2015 0.00 -7,477,866.40 0.00% 0.00 0.00%
2014 0.00 2,503,486.47 0.00% 0.00 0.00%
2013 0.00 -2,199,319.96 0.00% 0.00 0.00%
The Company gains profits in reporting period and the retained profit of common stock shareholders provided by parent company is
positive but no plan of cash dividend proposed of common stock
□ Applicable √ Not applicable
II. Profit distribution plan and capitalizing of common reserves plan for the Period
□ Applicable √ Not applicable
The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either for
the year.
III. Implementation of commitment
1. Commitments that the company, shareholders, actual controller, offeror, directors, supervisors, senior
management or other related parties have fulfilled during the reporting period and have not yet fulfilled by
the end of reporting period
√Applicable □ Not applicable
Com Com
Prom Type mitm mit
Commitments Content of commitments Implementation
ise of ent ment
date term
20
司公限有份股心中游旅海东大南海 2015 文全告报度年年
com
mitm
ents
On May 30, 2007, Luoniushan Co.,
Ltd. made commitments in the
Company’s "Instructions for reform of
Since the Company's
non-tradable shares" (Revision) and
implementation of reform
"Instructions for reform of
of non-tradable shares, the
non-tradable shares" (Abstract of
Company has avoided the
revision) that in view of Dadonghai
Luon other risk of delisting and
Company’s losses in successive years With
iusha co improved the financial
Commitments for and on the verge of delisting, in order 2014- in 3
n mm situation accordingly with
Share Merger Reform to reverse the company's business 06-27 year
Co., itm efforts of all parties. Up to
difficulties, improve profitability and s
Ltd ents now, Luoniushan Co.,
recover the continuous business
Ltd. has not found the
capacity, Luoniushan Co., Ltd., the
appropriate restructuring
controlling shareholder of Dadonghai
parties for the company’s
Company made commitments to
reorganization.
actively seek restructuring parties to
reorganize the assets of Dadonghai
Company at the appropriate time.
Commitments in report of acquisition or
equity change
Commitments in assets reorganization
Commitments make in initial public offering
or re-financing
Equity incentive commitment
Based on the confidence in the future
sustainable development of
Dadonghai, as well as the long-term
com
investment value of domestic capital
mitm
market, Luoniushan Co., Ltd. shall
ents
take practical action and participate in
Luon of
maintaining the capital market With
iusha incre
Other commitments for medium and small stability. In accordance with the 2015- 6
n asing Completed
shareholders relevant provisions of China Securities 07-10 mon
Co., or
Regulatory Commission and Shenzhen ths
Ltd decre
Stock Exchange, Luoniushan Co., Ltd.
asing
plans to take chances to increase
share
holding of shares in Dadonghai
s
through Shenzhen Stock Exchange
within six months from the date of this
announcement, the amount of
21
司公限有份股心中游旅海东大南海 2015 文全告报度年年
increased holding of shares should be
no less than RMB 5 million yuan, and
does not automatically reduce holding
of shares in Dadonghai during the
increased holding period, within six
months after the increased holding of
shares and within the legal time limit.
Completed on time(Y/N) Yes
If the commitments is not fulfilled on time,
shall explain the specify reason and the next N/A
work plan
2. Concerning assts or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast
□ Applicable √ Not applicable
IV. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Qualified Opinion” that issued by CPA
□ Applicable √ Not applicable
VI. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
□ Applicable √ Not applicable
No particulars about the changes in aspect of accounting policy, estimates or calculation method in Period.
VII. Major accounting errors within reporting period that needs retrospective restatement
□ Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.
VIII. Compare with last year’s financial report; explain changes in consolidation statement’s
scope
√Applicable □ Not applicable
New established subsidiary: Sinopharm Holding Guangzhou Medical Management Co., Ltd.
IX. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
22
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Name of domestic accounting firm BDO CHINA Shu Lun Pan Certified Public Accountants LLP
Remuneration for domestic accounting firm (in 10
31
thousand Yuan)
Continuous life of auditing service for domestic
5
accounting firm
Name of domestic CPA Liu Zebo, Zhu Meirong
Re-appointed accounting firms in this period
□Yes √No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√Applicable □ Not applicable
On 29 January 2015, the Company holding the 4th meeting of 8th session of the Board, and decided to appointed
BDO CHINA Shu Lun Pan Certified Public Accountants LLP as the auditing institute of the internal control for
year of 2015 and the decision has been deliberated and approved in general meeting of 2014. During the period,
auditing fee 80,000 Yuan in total has been paid to the institute for internal control auditing.
X. Particular about suspended and delisting after annual report disclosed
□ Applicable √ Not applicable
XI. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period
XII. Significant lawsuits and arbitrations of the Company
□Applicable √Not applicable
No significant lawsuits and arbitrations occurred in the reporting period
XIII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
XIV. Integrity of the company and its controlling shareholders and actual controllers
□ Applicable √ Not applicable
XV. Implementation of the company’s stock incentive plan, employee stock ownership plan or
other employee incentives
□ Applicable √ Not applicable
During the reporting period, the company has no stock incentive plan, employee stock ownership plan or other employee incentives
23
司公限有份股心中游旅海东大南海 2015 文全告报度年年
that have not been implemented.
XVI. Major related transaction
1. Related transaction with routine operation concerned
√Applicable □Not applicable
Whethe
Trading r over
Related
Clearin Availabl
Content transacti Proporti limit the Index
Type of g form Date of
of Pricing Related on on in approve approve e similar of
Related Relation related for
related principl transacti amount similar disclosu
party ship transacti related market
transacti e on price (in 10 transacti d (in 10 d disclos
on transacti re
on thousan ons thousan limited price ure
on
d Yuan)
d Yuan) or not
(Y/N)
Same as
Same as
the
First the
Luoniush Accom transacti
majority Consum Market Market transacti
an Co., modatio 2.9 0.18% 0 Yes on with
sharehol ption price price on with
Ltd. n non-rela
der non-rela
ted
ted party
party
Total -- -- 2.9 -- 0 -- -- -- -- --
Detail of sales return with major
N/A
amount involved
Report the actual implementation of
the daily related transactions which
were projected about their total N/A
amount by types during the reporting
period
Reasons for major differences
between trading price and market Not applicable
reference price
2. Related transactions by assets acquisition and sold
□ Applicable √ Not applicable
No related transactions by assets acquisition and sold for the Company in reporting period
3. Main related transactions of mutual investment outside
□ Applicable √ Not applicable
No main related transactions of mutual investment outside for the Company in reporting period
4. Contact of related credit and debt
□ Applicable √ Not applicable
The Company had no contact of related credit and debt in the reporting period.
24
司公限有份股心中游旅海东大南海 2015 文全告报度年年
5. Other related transactions
□ Applicable √ Not applicable
The company had no other significant related transactions in reporting period.
XVII. Significant contract and implementations
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in reporting period
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
(3) Leasing
√Applicable □ Not applicable
Note of leasing
Item (storefront) Tenantry Lease term
Dilute room Zhong Liping 2011-9-1 to 2016-8-31
Physical therapy Li Fumin 2011-11-20 to 2015-11-19 (terminated on 25 May 2015)
center
Western food Li Fumin 2013-11-15 to 2016-4-14 (terminated on 25 May 2015)
bar
Chinese Sanya Dadonghai Dragon Palace 2012-7-1 to 2016-4-30
restaurant Delicacy
Seaside Fu Yumei 2010-10-1 to 2016-4-30 (terminated on 31 August 2015)
shopping mall
5S Marketing Sanya Haiyuan aodar Tourism 2014-11-1 to 2015-10-31
Center Development Co., Ltd.
Gains/losses to the Company from projects that reached over 10% in total profit of the Company in reporting period
√Applicable □ Not applicable
Leasing
The
assets Leasing Basis for
impact of Whether
Name of involved Lease income determinin
Name of Leasing Lease start leasing be related Associatio
the leasing in the terminatio (in 10 g the
lessor assets date income on transaction n relation
party amount (in n date thousand leasing
the s
10 yuan) income
company
thousand
25
司公限有份股心中游旅海东大南海 2015 文全告报度年年
yuan)
Sanya
Dadonghai Accounted
The Chinese 2012-07-0 2016-04-3
Dragon 1,500 180 Contract for 11.33% No N/A
Company restaurant 1 0
Palace of revenue
Delicacy
2. Major Guarantee
□Applicable √ Not applicable
The Company had no guarantee in the reporting period.
3. Entrust others to cash asset management
(1) Trust financing
□ Applicable √ Not applicable
The Company had no trust financing in the reporting period.
(2) Entrusted loans
□ Applicable √ Not applicable
The company had no entrusted loans in the reporting period.
4. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
XVIII. Explanation on other significant events
□ Applicable √ Not applicable
The Company had no explanation on other significant event in the reporting period.
XIX. Significant event of subsidiary of the Company
□ Applicable √ Not applicable
XX. Social responsibility
□ Applicable √ Not applicable
XXI. Issuance of corporate bonds
Whether the company has corporate bonds that have been publicly issued and listed on the stock exchange, and not yet due or due but
not fully cashed on the approval date of annual report
No
26
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Share Capital
1. Changes in Share Capital
In Share
Before the Change Increase/Decrease in the Change (+, -) After the Change
New Capitalizatio
Proportio Bonus
Amount shares n of public Others Subtotal Amount Proportion
n shares
issued reserve
I. Restricted shares 15,535,200 4.27% -462,000 -462,000 15,073,200 4.14%
1. State-owned shares
2. State-owned corporate
3,029,400 0.83% -660,000 -660,000 2,369,400 0.65%
shares
12,505,800 3.44% 198,000 198,000 12,703,800 3.49%
3. Other domestic shares
Including: Domestic
12,373,800 3.40% 198,000 198,000 12,571,800 3.45%
legal person shares
Domestic natural person
132,000 0.04% 0 0 132,000 0.04%
shares
II. Unrestricted shares 348,564,800 95.73% 462,000 462,000 349,026,800 95.86%
260,564,800 71.56% 462,000 462,000 261,026,800 71.69%
1. RMB common shares
2.Domestically listed
88,000,000 24.17% 0 0 88,000,000 24.17%
foreign shares
III. Total shares 364,100,000 100.00% 364,100,000 100.00%
Reasons for share changed
√ Applicable □ Not applicable
In the process of subsequent work of share-trading reform of the Company, according to relevant regulations the
release procedures were in process and part of the shareholders handling the payment of account paid in advance.
Thus, the share structure changes in the report period but retained the same in total share capital.
Approval of share changed
□ Applicable √ Not applicable
Ownership transfer of share changes
□ Applicable √ Not applicable
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common
shareholders of Company in latest year and period
□ Applicable √ Not applicable
Other information necessary to disclose or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
27
司公限有份股心中游旅海东大南海 2015 文全告报度年年
2. Changes of restricted shares
√ Applicable □ Not applicable
In Share
Number of
Number
shares Number of Number of
of shares
restricted new shares shares Restriction
Shareholders’ name released Released date
at restricted restricted at reasons
in the
Period-begi in the Year Period-end
Year
n
Legal After remove
Yangpu Tongrong Investment
4,420,800 0 198,000 4,618,800 commitment in restricted procedures
Management Consultation Co., Ltd.
share reform complete
Legal After remove
Sanya Zhongxing Development Co.,
2,541,000 0 0 2,541,000 commitment in restricted procedures
Ltd.
share reform complete
Legal After remove
Sanya Real Estate Valuation Agent 924,000 0 0 924,000 commitment in restricted procedures
share reform complete
Hainan Hong Kong-Macao Legal After remove
International Trade Development Co., 924,000 0 0 924,000 commitment in restricted procedures
Ltd. share reform complete
Legal After remove
Haikou Dongfang Urban credit
924,000 0 0 924,000 commitment in restricted procedures
Cooperative
share reform complete
Legal After remove
Hainan Branch of Bank of
924,000 0 0 924,000 commitment in restricted procedures
Communications Co., Ltd.
share reform complete
Legal After remove
Guangzhou Dongzhan Industrial Co.
924,000 0 0 924,000 commitment in restricted procedures
LTD
share reform complete
Legal After remove
Shenyang Jin’an Industrial
831,600 0 0 831,600 commitment in restricted procedures
Corporation
share reform complete
Legal After remove
Hainan Dadonghai Tourism Co. 739,200 0 0 739,200 commitment in restricted procedures
share reform complete
Legal After remove
Guangzhou Company of Hainan
660,000 0 0 660,000 commitment in restricted procedures
International Investment Co., Ltd.
share reform complete
Southern Industrial and Trading Legal After remove
660,000 0 0 660,000
Corporation commitment in restricted procedures
28
司公限有份股心中游旅海东大南海 2015 文全告报度年年
share reform complete
Legal After remove
Beijing Xueli Clothing Accessories
132,000 0 0 132,000 commitment in restricted procedures
Co., Lt.d
share reform complete
Legal After remove
Xiao Tiefeng 132,000 0 0 132,000 commitment in restricted procedures
share reform complete
Legal After remove
Sanya Wangli Building Materials Sales 92,400 0 0 92,400 commitment in restricted procedures
share reform complete
Legal After remove
Hainan Nongkeng Sanya Timber Mill 46,200 0 0 46,200 commitment in restricted procedures
share reform complete
Legal After remove
Hainan Dongda Ocean Transport
660,000 462,000 0 0 commitment in restricted procedures
Company
share reform complete
Total 15,535,200 462,000 198,000 15,073,200 -- --
II. Securities issuance and listing
1. Security offering (without preferred stock) in Reporting Period
□ Applicable √ Not applicable
2. Changes of total shares and shareholders structure as well as explanation on changes of assets and
liability structure
□ Applicable √ Not applicable
3. Existing internal staff shares
□ Applicable √ Not applicable
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
In Share
Total preference
Total common Total preference shareholders with
stock Total common stock shareholders at shareholders with voting rights
shareholders in 20,633 end of last month before annual report 19,865 voting rights recovered 0 recovered at end of 0
reporting disclosed at end of reporting last month before
period-end period annual report
disclosed
29
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Particulars about shares held above 5% by shareholders or top ten shareholders
Total Amount Number of share
Amount of
Proportio shareholders Changes in of pledged/frozen
Nature of n of un-restricte
Full name of Shareholders at the end report restricted
shareholder shares d shares State of
held of report period shares Amount
held share
period held
Domestic non
Luoniushan Co., Ltd. state-owned 16.81% 61,190,270 0 0 61,190,270
corporate
Domestic nature
Pan Guoping 8.48% 30,879,791 0 0 30,879,791 Pledged 30,000,000
person
Guangdong New Value
Investment Co., Ltd. - Other 5.02% 18,293,924 18,293,924 0 18,293,924
Securities Investment Fund
Guangdong Yuecai Trust Co.,
Ltd. - securities investment Other 3.13% 11,410,000 11,410,000 0 11,410,000
capital trust scheme
First Shanghai Securities
Foreign corporate 2.68% 9,760,998 9,760,998 0 9,760,998
Limited
Changxin Fund- Shanghai
Pudong Development Bank -
Other 1.68% 6,106,235 6,106,235 0 6,106,235
Gold Investment Asset No.2
Management Plan
Yangpu Tongrong Investment Domestic non
Management Consultation Co., state-owned 1.27% 4,618,800 198,000 4,618,800 0
Ltd. corporate
Huarong International Trust
Co., Ltd – HuarongYunhui
Other 1.24% 4,500,000 4,500,000 0 4,500,000
securities investment capital
trust scheme
CITRINE CAPITAL LIMITED Foreign corporate 0.90% 3,265,200 0 0 3,265,200
Domestic nature
Sun Huiming 0.79% 2,888,690 2,888,690 0 2,888,690
person
Strategy investors or general legal person
N/A
becomes top 10 shareholders due to rights issued
The Company is unknown whether there exists associated relationship or belongs to the
Explanation on associated relationship or
consistent actor regulated by the Management Measure of Information Disclosure on
accordant action among the aforesaid shareholders
Change of Shareholding for Listed Company among the other shareholders.
Particular about top ten shareholders with un-restrict shares held
30
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Type of shares
Shareholders’ name Amount of un-restrict shares held at Period-end
Type Amount
RMB common
Luoniushan Co., Ltd. 61,190,270 61,190,270
share
Domestically listed
Pan Guoping 30,879,791 30,879,791
foreign share
Guangdong New Value Investment Co., Ltd. - RMB common
18,293,924 18,293,924
Securities Investment Fund share
Guangdong Yuecai Trust Co., Ltd. - securities RMB common
11,410,000 11,410,000
investment capital trust scheme share
Domestically listed
First Shanghai Securities Limited 9,760,998 9,760,998
foreign share
Changxin Fund- Shanghai Pudong Development
RMB common
Bank - Gold Investment Asset No.2 Management 6,106,235 6,106,235
share
Plan
Huarong International Trust Co., Ltd –
RMB common
HuarongYunhui securities investment capital trust 4,500,000 4,500,000
share
scheme
Domestically listed
CITRINE CAPITAL LIMITED 3,265,200 3,265,200
foreign share
Domestically listed
Sun Huiming 2,888,690 2,888,690
foreign share
RMB common
Sanya Rural Credit Cooperative 2,310,000 2,310,000
share
Expiation on associated relationship or consistent
The Company is unknown whether there exists associated relationship or belongs to the
actors within the top 10 un-restrict shareholders
consistent actor regulated by the Management Measure of Information Disclosure on
and between top 10 un-restrict shareholders and
Change of Shareholding for Listed Company among the other shareholders.
top 10 shareholders
Explanation on shareholders involving margin
business about top ten common stock shareholders N/A
with un-restrict shares held
Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back
agreement dealing in reporting period
□ Yes √ No
The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.
2. Controlling shareholder of the Company
Nature of controlling shareholders: community collective holding
31
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Type of controlling shareholders: legal person
Legal
person/perso Date of
Controlling shareholders Organization code Main operation business
n in charge foundation
of the unit
Business scope: planting and breeding industry;
initiating industry; real estate development and
management; building decoration works; sales
of agricultural and animal by-products, aquatic
products and feed processing; machinery and
automobile and motorcycle parts, electronic
Unified social credit products, metal materials (except for the
Luoniushan Co., Ltd. Xu Zili 1987-12-19 code monopoly), chemical products (except for the
9146000284089747P monopoly)), household appliances, modern
office supplies, stationery, daily necessities,
building materials, sales of agricultural and
native products; the development and
construction of trading market; leasing services;
warehousing services; collecting and remitting
water and electricity costs.
Equity of other domestic/oversea
listed company control by Found more details in full text of Annual Report 2015 of Luoniushan Co., Ltd.(Short form of the
controlling shareholder as well as stock: Luoniushan, Stock code: 000735)
stock-joint in report period
Changes of controlling shareholders in reporting period
□ Applicable √ Not applicable
The Company had no changes of controlling shareholders in reporting period
3. Actual controller of the Company
Nature of actual controller: domestic natural person
Type of actual controller: natural person
Whether obtained right of residence of other countries or
Name of actual controller Nationality
regions or not
Xu Zili P.R.C No
Xu Zili, male, was born in 1966, is a senior engineer with a master degree. He
successively served as Vice President of Hubei Huangshi Mine Bureau Machinery;
General Manager of Haikou Animal Husbandry Machinery Engineering Co., Ltd.;
Chairman of Tianjin Baodi Agricultural Technology Co., Ltd.; Vice Chairman and
Profession and title in latest five years General Manager of the Company from August 2006 to November 2011; serves as
Chairman of the Company since November 2011; he took as the 6th CPPCC member of
Hainan Province, the 13th session of the standing committee of CPPCC of Haikou City,
the deputy chairman of national federation of industry and agriculture industry chamber
of commerce and the deputy chairman of Hainan Entrepreneur Society.
Listed company in and out of China N/A
32
司公限有份股心中游旅海东大南海 2015 文全告报度年年
controlled in past decades
Changes of actual controller in reporting period
□ Applicable √ Not applicable
No changes of actual controllers for the Company in reporting period.
Property right and controlling relationship between the actual controller and the Company is as follow:
Actual controller controlling the Company by entrust or other assets management
□ Applicable √ Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
□ Applicable √ Not applicable
5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers,
restructuring side and other commitment subjects
□ Applicable √ Not applicable
33
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the Period.
34
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section VIII. Particulars about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Amount Amount
Shares Shares
Wor of shares of shares
held at Other held at
king Start dated of office End date of office increased decreased
Title Sex Age period-b changes period-e
Name statu term term in this in this
egin (share) nd
s period period
(Share) (Share)
(Share) (Share)
Curr
Li ently
Chairman,
Yuanbi in M 65 2001-10-25 2017-05-22 0 0 0 0 0
General Manager
n offic
e
Curr
ently
Zhao Independent
in F 63 2014-05-22 2017-05-22 0 0 0 0 0
Man Director
offic
e
Curr
Tang ently
Independent
Guopin in M 51 2014-05-22 2017-05-22 0 0 0 0 0
Director
g offic
e
Curr
Leng ently
Independent
Mingqu in M 60 2014-05-22 2017-05-22 0 0 0 0 0
Director
an offic
e
Curr
ently
Li Wei Director in M 54 2002-06-16 2017-05-22 0 0 0 0 0
offic
e
Curr
Liu ently
Director M 47 2002-06-16 2017-05-22 0 0 0 0 0
Juntao in
offic
35
司公限有份股心中游旅海东大南海 2015 文全告报度年年
e
Curr
Chairman of ently
Huang
supervisory in M 46 2002-06-16 2017-05-22 0 0 0 0 0
Wencai
committee offic
e
Curr
ently
Wang
Supervisor in F 49 2011-06-16 2017-05-22 0 0 0 0 0
Jialing
offic
e
Curr
Liu ently
Xiangh Supervisor in M 39 2014-05-22 2017-05-22 0 0 0 0 0
ai offic
e
Curr
Fu ently
Person in charge
Zongre in M 48 2015-04-15 2017-05-22 0 0 0 0 0
of finance
n offic
e
Curr
Vice president & ently
Wang
Hongju secretary of the in F 39 2008-04-27 2017-05-22 0 0 0 0 0
an
Board offic
e
Leav
Chen e the
CFO F 51 2014-10-18 2015-04-01 0 0 0 0 0
Zhen offic
e
Total -- -- -- -- -- -- 0 0 0 0 0
II. Changes of directors, supervisors and senior executives
Name Title Type Date Reasons
Chen Zhen CFO Leave the post 2015-04- 01 Leaving for personal reason
III. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors, supervisors and
senior executive
Major working experience of directors, supervisors and senior executive at the present in latest five years
36
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Directors
Mr. Li Yuanbin: born in June 1950, Han nationality, Master degree, MBA degree, senior engineer. He once held
the position of Chairman of Board of Haikou Haiyuan Co. Ltd and Yangpu Tiandi Sunshine Industry Co., Ltd,
director and general manager of the Company, now he is chairman of the Board and general manager, vice
chairman of Hainan Entrepreneurs’ Association, and permanent member of Hainan Federation of Industry
Chamber of Industry & Commerce and Vice-president of Hainan Provincial Association for Beverages Hotels and
Food, and Vice-president of Hubei Commerce Association in Hainan Province.
Mr. Liu Juntao: born in Oct. 1968, Han nationality, undergraduate degree, economist. Mr. Liu once held the
position of deputy director of Construction Bank branch, secretary of the Board of Director of Luoniushan Co.
Ltd., Deputy General Manager of the Company and Deputy General Manager of Softto Co., Ltd., Secretary of the
Board of Tianmao Industry Group Co., Ltd., currently hold the post of Assistant of GM and secretary of the Board
of Tianping Auto Insurance Co., Ltd. Serve as the director of the Company since 2002.
Mr. Li Wei: born in Sep. 1961, Master Degree, CPA, Party member. Mr. Li once held the position of finance
director of Yingshan County Silk Making Plant, director and vice director of Yingshan county auditing office,
bailiff of Yingshan county Chengguan county, supervisor of Hainan Province Internal Auditing Institute, he held
the position of deputy general manager and finance officer. Now, he serves as GM of Sanya Haiya Toutism Co.,
Ltd. right now; he held the position of director of the Company since 2002.
Independent Directors
Ms. Zhao Man, born in Feburary 1952, member of the CPC, Doctor of Economic, a professor and doctorial tutor.
Professional affiliations so far: member of social sciences commission of the Ministry of Education, committee of
experts member of the MHRSS, committee of experts member of the Ministry of Civil Affairs, director of
academic council of the Center for Social Security Study of Wuhan University, the key research center for social
sciences by CECC, standing director of The China Association for Labor Studies, standing director of China
Social Insurance Association, member of Advisory Committee of Hubei Provincial Peoples Government,
decision-support expert of CPC Hubei Provincial Committee, consultant expert of budget expert group for the
Wuhan People’s Congress Standarding Committee and member of Expert Consultation Committee of CPC Hubei
Provincial Committee Organization Department. Now she serves as independent director of Hubei Kaile
Technology Co., Ltd. and she took post as independent director of the Company since May 2014.
Mr. Leng Mingquan, born in April 1955, on-job graduate and Master of Administration. He was secretary and
section chief of CPC Suizhou Municipal propaganda Department and director of Haikou Office of the Suizhou
Government. Now he serves as executive vice president, secretary and legal representative of the Confederation of
Hainan Enterprise and Hainan Association of Enterpreneurs; executive chairman of Hainan labor relations
tripartie meeting; inspector of Hainan Procuratorate; police-style inspector of Hainan Provincial Public Security
Department; specially-invited inspector of Hainan Provincial Supervision Department; member of Hainan
Provincial Literature Dederation; member of Hainan Federation of Social Science; member of Hainan Provincial
Arbitration Committee; director of Hainan Enterprise Credit Evaluation Administration; Chairman of Hainan
Dashun Movie & TV Cultrual Communication Co., Ltd.; independent director of Hainan Yedao Group and
independent director of Haima Automobile Gourp Co., Ltd. He serves as independent directors of the Company
37
司公限有份股心中游旅海东大南海 2015 文全告报度年年
since May 2014.
Mr. Tang Guoping, born in August 1964, graduated from Zhongnan University of Economics and Law. Hold
Doctor Degree, a professor, Chinese CPA and member of CPC. He was awarded the second-class award of the
Ministry of Education issued the second session of the humanities and social scientific research award of the
national ordinary high school, the third-class award of theHubei Province People's Government issued the
outstanding teaching achievement award, the Ministry of Finance cross century academic leaders, the Ministry of
education "for outstanding young teachers Subsidy Scheme" selected persons, Hubei Province has outstanding
contribution expert of the youth, Hubei famous teacher (high education teacher) and other awards and honors,
served as independent director of Wuhan Boiler Co., Ltd. He participated in (2012) the China Securities
Regulatory Commission independent director training, and obtained the post qualification. He serves as
independent directors of the Company since May 2014.
Supervisors
Mr. Huang Wencai: was born in Jan. 1969, undergraduate degree, Mr. Huang once held the position of vice
director of Haikou meat association factory, director of Haikou food Co. Ltd. and assistant of general manager of
Haikou food Co. Ltd., deputy GM of Haikou Luoniushan Food Processing Co., Ltd. and currently held the post of
deputy GM of Hainan Luoniushan Meat Co., Ltd.; he held the position of Chairman of Supervisory Committee of
the Company since 2002.
Ms. Wang Jialing: was born in Feb. 1966, once served as accountant of financial dept of the Company; she serves
as staff supervisor of the Company since 2011.
Mr. Liu Xianghai, born in April 1976, member of CPC, a senior accountant and senior economist; he was the
manager of finance department ( finance manager) of Shandong Highway & Bridge Construction Co., Ltd., and
CFO of the Haikou Xinxi Trading Co., Ltd. He serves as employee supervisor of the Company since May 2014.
Ms. Wang Hongjuan, was born in Feb. 1976, Undergraduate Degree, an attorney; she serves as supervisor of the
Company and Office Director, now she serves as vice president and secretary of the Board of the Company.
Mr. Fu Zongren, born in February 1967, intermediate accountant, served as financial manager of the Company,
financial controller of Sanya Yalong Bay Universal Resort, and general manager of Financial Management Center
of Hainan Sunup Group, and serves as the financial administrator of the Company since April 2015.
Post-holding in shareholder’s unit
□ Applicable √ Not applicable
Post-holding in other unit
□ Applicable √ Not applicable
Punishment of securities regulatory authority in recent three years to the company’s current and outgoing directors, supervisors and
senior management during the reporting period
□ Applicable √ Not applicable
38
司公限有份股心中游旅海东大南海 2015 文全告报度年年
IV. Remuneration for directors, supervisors and senior executives
Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives
1. Pursuant to the Company's Articles of Association, the pay of directors, supervisor personnel are approved by
general meeting after the review of the board of directors and board of supervisors respectively; the pay of senior
management is approved by the board. Directors, supervisors and senior managers get their payment
corresponding to their post provided by the general meeting and the board meeting.
2. In line with performance of their duties, directors, independent directors and supervisors should receive the
reimbursement from the Company on travel expense and Articles of Association implementation expense.
Remuneration for directors, supervisors and senior executives in reporting period
In 10 thousand Yuan
Total Whether
remuneration remuneration
Post-holding
Name Title Sex Age obtained from the obtained from
status
Company (before related party of
taxes) the Company
Chairman, Currently in
Li Yuanbin M 65 45.99 No
General Manager office
Independent Currently in
Zhao Man F 63 3.6 No
Director office
Independent Currently in
Tang Guoping M 51 3.6 No
Director office
Independent Currently in
Leng Mingquan M 60 3.6 No
Director office
Currently in
Liu Juntao Director M 47 3.6 No
office
Currently in
Li Wei Director M 54 3.6 No
office
Currently in
Huang Wencai Supervisor M 46 1.8 No
office
Currently in
Liu Xianghai Supervisor M 39 12.04 No
office
Currently in
Wang Jialing Supervisor F 49 10.35 No
office
Vice president
Currently in
Wang Hongjuan and Secretary of F 39 28.02 No
office
the Board
Person in charge
Chen Zhen F 51 Leave the post 4.28 No
of finance
39
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Person in charge Currently in
Fu Zongren M 49 18.36 No
of finance office
Total -- -- -- -- 138.84 --
Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable √ Not applicable
V. Particulars of workforce
1. Number of staff, professional composition and education background
The number of current employees of parent company (people) 152
The number of current employees of main subsidiaries (people) 0
Total number of current employees (people) 152
The total number of current employees to receive pay (people) 152
The total number of retired staff and workers that the parent
0
company and main subsidiaries need to bear the costs (people)
Professional composition
Category of professional composition Number of professional composition people （ ）
Production staff 80
Salesman 6
Technical staff 23
Financial staff 15
Administrative staff 28
Total 152
Education background
Category of education Number （ people
）
Junior college above 28
High shool and below 124
Total 152
2. Remuneration policy
The compensation of company’s employees includes wages, bonuses, and benefits, which take the principle of
distributing according to the work, giving priority to efficiency and taking count of equity simultaneously, wage
increase adapting to the company’s business development and benefits improvement, optimizing the labor
allocation, pay level agreeing with the local average in the same industry. Set or adjust the wage standards in
accordance with the job valuation result, the local pay level in the same industry, the company’s annual operation
target and operational budget, and the individual performance.
3. Training programs
Strengthen the training of senior executives by combining the voluntary organization of training and the external
training, widen the thought, and enhance the decision-making ability and modern operation and management
40
司公限有份股心中游旅海东大南海 2015 文全告报度年年
ability. Strengthen the training of middle management, improve the overall quality of managers, improve the
knowledge structure, and enhance the comprehensive management capability, innovation capability and
implementation capability. Strengthen the training of professional and technical personnel, improve the theoretical
level of technology and professional skills, and enhance the technological innovation, technical transformation
capability. Strengthen the technical training of hotel service staff, constantly improve the professional skills and
service skills of service staff, and enhance the ability to strictly fulfill their responsibilities. Strengthen the cultural
training, improve the cultural level of personnel at all levels, and enhance the overall cultural quality of the staff
team.
4. Labor outsourcing
□ Applicable √ Not applicable
41
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section IX. Corporate Governance
I. Corporate governance of the Company
During reporting period, the Company further completed governance structure and system, perfected internal
control mechanism and system construction and normalized corporate operation, strictly in accordance with
relative rules and regulations of the Company Law, Securities Law and Listing Rules. Till end of reporting period,
governance structure of the Company is basically in line with requirement of the Governance Rules of Listed
Company.
1. During the reporting period, the Company’s general meeting, board meeting and supervisors meeting exercised
the decision rights, execution rights and supervision rights respectively with clear responsibilities, mutual restrict,
operation specification and effective operation. The procedures of meeting holding, proposal review, and
decision-making in these three meetings were in compliance with relevant provisions. The board meeting
comprises strategy and development committee, audit committee, nomination committee, remuneration and
appraisal committee, who carry out smoothly their duties accordingly to their working conditions, providing a
strong support for the board meeting’s major scientific management decision.
2. In strict accordance with the requirements of Rules Governing the Listing of Stock, directors performed its
duties with honest, trust, diligence and independence, protected the legitimate rights and interests of minority
shareholders with loyalty to their interests; Supervisors effectively supervised and checked independent directors,
senior management and their financial situations.
Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for
listed company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance
for listed company from CSRC.
II. Independency of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, organization and finance
Statement of Five Independences between the Company and the Controlling Shareholders
1. Business Independence: the Company business operates independently with integrated structure, and is free
from horizontal competition with controlling shareholders. The controlling shareholders do not intervene the
Company’s operation either directly or indirectly.
2. Personnel Independence, the Company is independent on controlling shareholders in the aspects of labor,
personnel and Remuneration management.
3. Assets Independence: the Company has proprietary rights and control rights on its assets. Controlling
shareholders occupy no assets or funds of the listed company.
4. Institution Independence: the company's board of directors and board of supervisors, managers and other
internal institutions operate independently and manage independently with integrated structures.
5. Financial Independence: the Company has an independent financial sector, and sets up independent accounting
system and financial management system. The Company opens independent bank accounts and pay independent
taxes to laws without controlling shareholders’ intervention.
42
司公限有份股心中游旅海东大南海 2015 文全告报度年年
III. Horizontal competition
□ Applicable √ Not applicable
IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Session of Ratio of investor Date of
Type Date Index of disclosure
meeting participation disclosure
Annual The “Resolution Notice of Annual Shareholders’
Annual General Meeting of 2014” (No.: 2015-008) published
general
general 0.07% 2015-03-10 2015-03-11 on Securities Times, Hong Kong Commercial Daily
meeting
meeting and Juchao website (http://www.cninfo.com.cn) dated
2014 11March 2015 respectively
Institutional investor
Nil
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
V. Responsibility performance of independent directors
1. The attending of independent directors to Board meetings and general meeting
The attending of independent directors to Board Meeting
Times of Board
Times of
meeting Times of
Name of Times of attending by Times of Absent the Meeting for the
supposed to entrusted
independent director Presence communicati Absence second time in a row (Y/N)
attend in the presence
on
report period
Zhao Man 5 1 4 0 0 No
Tang Guoping 5 1 4 0 0 No
Leng Mingquan 5 1 4 0 0 No
Times for attending general meeting
1
from independent directors
Explanation of absent the Board Meeting for the second time in a row: Nil
2. Objection for relevant events from independent directors
Independent directors come up with objection about Company’s relevant matters
□Yes √No
Independent directors has no objections for relevant events in reporting period
3. Other explanation about responsibility performance of independent directors
The opinions from independent directors have been adopted
43
司公限有份股心中游旅海东大南海 2015 文全告报度年年
√ Yes □ No
Explanation on advice that accepted/not accepted from independent directors
Suggestion of re-enforce foreign capital introduction and good assets while operated currently main business with
purpose of change the single operation in main business; The Company has been working on it and no results
come at present.
VI. Duty performance of the special committees under the board during the reporting period
The board meeting comprises four special committees, who carry out smoothly their duties accordingly to their
working conditions, providing a strong support for the board meeting’s major scientific management decision.
Each special committee performed their duties as follows:
1. Audit Committee
During the reporting period, the audit committee audited the first quarter and the three quarter financial report of
2015, and the 2015 semi-annual financial report. In the process of annual financial report auditing 2015 process,
audit committee members worked in accordance with the relevant requirements by faithfully performing audit
committee’s responsibilities:
Before the entrance of annual examination certified public accountants, the audit committee members listened to
the management statements of the Company's operating condition in 2015 and the financial status as well as the
report on annual financial report audit work arrangement of 2014, communicated with annual examination
certified public accountants about issues such as personnel structure of the working group, audit plan, risk
judgment, annual audit focus and so on; In early January 2016, in annual report audit process, audit committee
members listened to the work report by annual examination certified public accountants and the company
management; At the middle of March 2016, audit committee members reviewed submitted financial and
accounting reports. The financial and accounting reports audited was formatted strictly to Accounting Standards for
Business Enterprises and Accounting System for Business Enterprises, and this report fairly reflected the Company’s assets,
liabilities, rights and interests and operating situation without significant errors and omissions. The annual audit
report of 2015 by audit institutions was agreed to be submitted to the board.
The Company's board of directors regarded that the external auditors Lixin Certified Public Accountants (special
ordinary partnership) faithfully performed the audit responsibility, and suggested to renew as the Company’s
annual financial audit of 2016.
2. Remuneration committee
During the reporting period, the remuneration committee members of the Company board carried out their duties
strictly to relevant regulations, inspected remuneration policies and programs for directors, supervisors and senior
managers, led the company to perfect the remuneration system, and appraised the performance of directors,
supervisors and senior management according to senior manager remuneration appraisal. By the end of the
reporting period, the Company has not implemented option scheme.
3. Strategy committee
During the reporting period, the board strategy committee put forward valuable opinions on decision-making such
as development planning and investment decisions, thus enhanced the scientific decision-making and core
competitiveness of the Company, improved the Company’s efficiency of major investment decisions and decision
quality.
4. Nomination committee
During the reporting period, on April 13, 2015, Ms. Chen Zhen, the former CFO of the Company, requested to
44
司公限有份股心中游旅海东大南海 2015 文全告报度年年
resign the CFO position since April 1, 2015 for personal reasons. On April 14, 2015, the fifth interim meeting of
the eighth board of directors of the company decided to engage Mr. Fu Zongren as the company’s financial
administrator, and his tenure is the same as the eighth board of directors of the company.
VII. Works from Supervisory Committee
The Company has risks in reporting period that found in supervisory activity from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
VIII. Examination and incentives of senior management
1. Pursuant to People-oriented Principle, the Company employs outstanding persons in long-term, and admits the
best candidates on the premise of openness, fairness, justice. Those who pass trial comprehensive appraisal and be
nominated by general managers and approved by the board meeting can be employed as senior management of the
Company.
2. The Company adopts a clear appraisal system in which assessment methods are made to the performance and
duty fulfillment of senior management. Assessments are carried out monthly and annually by the same level and
higher level and the results are taken as factors for post lift and rewards and punishment of senior management.
3. The company sets up effective incentive mechanism, including material incentives and spiritual incentives. The
clear rewards and punishments, balance between remuneration and work performance, survival of fittest
encourage senior management to make constantly progress and improve their own comprehensive ability which in
turn help the Company develop rapidly.
IX. Internal Control
1. Details of major defects in IC appraisal report that found in reporting period
√ Yes □ No
Details of major defects in appraisal report of internal control that found in reporting period
The company’s board of directors has made self-evaluation to the validity of design and operation of the company’s internal
controls up to December 31, 2015 in accordance with the requirements of "Basic Norms of Enterprise Internal Control",
"Evaluation Guidelines of Enterprise Internal Control" and other laws and regulations, and issued "2015 annual evaluation report of
internal control" of the company, and made following conclusions: during the reporting period, the company has no significant
internal control deficiencies.
2. Appraisal Report of Internal Control
Disclosure date of full internal control
2016-03-26
evaluation report
Disclosure index of full internal control Relevant information found in Self-evaluation Report of Internal Control for 2015 published
evaluation report on Juchao Website dated 26 March 2016.
The ratio of the total assets of units included in
the scope of evaluation accounting for the total
100.00%
assets on the company's consolidated financial
statements
45
司公限有份股心中游旅海东大南海 2015 文全告报度年年
The ratio of the operating income of units
included in the scope of evaluation accounting
100.00%
for the operating income on the company's
consolidated financial statements
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
Major deficiencies: the company is lack of democratic
decision-making process; the company’s
Major deficiencies: fraud of directors, supervisors
decision-making process leads to major mistakes; the
and senior management; material misstatements are
company violates the state laws and regulations and is
found in current financial statements by the
severely punished; serious brain drain of the
certified public accountant but are not found in the
company’s senior management personnel and senior
process of internal control; major deficiencies of
technical staff; frequent negative news on media
internal controls found and reported to the
covering a wide range and the negative effects are not
management are not corrected within the required
eliminated; the company’s significant business is lack
time; the supervision of the audit committee to the
of system control or systematicness is invalid; the
company’s external financial reports and internal
major deficiencies and significant deficiencies of the
control of financial reports is invalid.
company’s internal controls have not been rectified
Significant deficiencies: the selection and
and reformed; the company is punished by CSRC or
application of accounting policies are not in
warned by stock exchange.
Qualitative criteria accordance with the GAAP; anti-fraud program
Significant deficiencies: the company has democratic
and control measures have not been established; the
decision-making process which is not complete; the
accounting treatment of unusual or special
company’s decision-making process leads to general
transactions has no appropriate control mechanisms
mistakes; the company violates the enterprise internal
or have not implemented the control mechanisms
regulations which causes losses; serious brain drain of
and has no appropriate compensatory controls; the
the company’s business personnel in key positions;
control to period-end financial reporting process
negative news on media affecting local areas; the
has one or more deficiencies and cannot reasonably
company’s significant business system has
ensure that the organizational financial statements
deficiencies; the significant deficiencies and general
are true and accurate.
deficiencies of the company’s internal controls have
General deficiencies: other internal control
not been rectified and reformed;
deficiencies do not constitute major or significant
General deficiencies: other internal control
deficiencies.
deficiencies do not constitute major or significant
deficiencies.
Major deficiencies: misstatements ≥ direct property
Major deficiencies: misstatements ≥ 10% of total
loss of 100,000 yuan; Significant deficiencies: direct
profits; Significant deficiencies: 5% of total profits
Quantitative standard property loss of 10,000 yuan ≤ misstatements < direct
≤ misstatements <10% of total profits; General
property loss of 100,000 yuan; General deficiencies:
deficiencies: misstatements <5% of total profits.
misstatements < direct property loss of 10,000 yuan.
Amount of significant defects in
0
financial reports
Amount of significant defects in 0
46
司公限有份股心中游旅海东大南海 2015 文全告报度年年
non-financial reports
Amount of important defects in
0
financial reports
Amount of important defects in
0
non-financial reports
X. Auditing report of internal control
√ Applicable □ Not applicable
Deliberations in Internal Control Audit Report
To All Shareholders of Hainan Dadonghai Tourism Center (Holdings) Co., Ltd.:
In accordance with Audit Guideline for Enterprise Internal Control and relevant requirement of the practicing
standards of Chinese Certified Public Accountant, we audited the effective-ness of the financial report’s internal control
for Hainan Dadonghai Tourism Center (Holdings) Co., Ltd. (the Company) dated 31 December 2015.
I. As for responsibility of internal control, the Company established and improved and implemented internal control
effectively pursuit to Basic Norms of Enterprises Internal Control, Supporting Guidelines for Enterprise Internal Control
and Evaluation Guild lines for Enterprises Internal Control, and board of the director is responsible for evaluating its
effectiveness.
II. Auditor’s responsibilities: Our responsibility is to express an opinion on the effectiveness of internal control for the
financial statements based on our audit. And disclosed major deficits of noted internal control without financial
statement concerned.
III. Inherent feature of internal control: the internal control has an inherent limitation, and exist mistakes that can not
prevent and being discovered. Moreover, the internal control might be inappropriate due to the changes of conditions, or
fails to follow the controlling policies and procedures, to speculate future effectiveness of the internal control in line
with the auditing result has a certain risks.
IV. Auditing opinion: in our opinion, the Company, in line with Basic Norms of Enterprises Internal Control and
relevant regulations, shows an effectiveness internal control of financial report in all major aspects dated 31 December
2015.
BDO CHINA Shu Lun Pan Certified Public Accountant of China:Liu Zebo
Certified Public Accountants LLP
Certified Public Accountant of China:Zhu Meirong
Shanghai, China 24 March 2016
Disclosure details of audit report of
Disclosed
internal control
Disclosure date of audit report of
2016-03-26
internal control (full-text)
Index of audit report of internal Relevant information found in Self-evaluation Report of Internal Control for 2015 published on Juchao
control (full-text) Website dated 26 March 2016.
Opinion type of auditing report of
Standard unqualified
IC
whether the non-financial report No
47
司公限有份股心中游旅海东大南海 2015 文全告报度年年
had major defects
Carried out modified opinion for internal control audit report from CPA
□Yes √ No
The internal control audit report, issued by CPA, has concerted opinion with self-evaluation report, issued from the Board
√ Yes □ No
48
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section X. Financial Report
I. Audit report
Type of audit opinion Standard unqualified opinion
Signing date of audit report 2016-03-24
Name of audit institute BDO CHINA Shu Lun Pan Certified Public Accountants LLP
Document serial of audit report PCPAR [2016] No.110934
Name of the CPA Liu Zebo, Zhu Meirong
Auditor’s Report
To All Shareholders of Hainan Dadonghai Tourism Center (Holdings) Co., Ltd.:
We have audited the accompanying financial statements of Hainan Dadonghai Tourism Center (Holdings) Co., Ltd. (hereinafter
referred to as “the Company”), which comprise the balance sheet as at December 31, 2015, and the income statement, statement of
cash flows and statement of changes in owners’ equity for the year then ended, and notes to the financial statements.
I. Management’s Responsibilities for the Financial Statements
Management of the Company is responsible for the preparation and fair presentation of these financial statements. This
responsibility includes: (1) preparing the financial statements in accordance with the requirements of Accounting Standards for
Business Enterprises to achieve a fair presentation; (2) designing, implementing and maintaining internal control that is necessary
to ensure that the financial statements are free from material misstatements, whether due to frauds or errors.
II. Auditor’s Responsibilities
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance
with Auditing Standards for Certified Public Accountants in China. Those standards require that we comply with professional and
ethical requirements of Chinese certified public accountants, and plan and perform the audit to obtain reasonable assurance whether
the financial statements are free from material misstatements.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.
The procedures selected depend on the auditor’s judgments, including the assessment of the risks of material misstatements of the
financial statements, whether due to fraud or error. In making those risk assessments, we consider the internal control relevant to
the preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the
management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
III. Opinion
In our opinion, the financial statements of the Company are prepared, in all material respects, in accordance with Accounting
Standards for Business Enterprises and present fairly the financial position of the Company as at December 31, 2015 and its
operating results and cash flows for the year then ended.
BDO CHINA Shu Lun Pan Certified Public Accountant of China:Liu Zebo
Certified Public Accountants LLP
Certified Public Accountant of China:Zhu Meirong
Shanghai, China 24 March 2016
II. Financial Statement
Expressed in Renminbi unless otherwise stated
1. BALANCE SHEET
49
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Prepared by HAINAN DADONGHAI TOURISM CENTER (HOLDINGS) CO., LTD.
2015-12-31
In RMB
Item Closing Balance Opening Balance
Current assets:
Monetary funds 19,782,392.26 22,550,289.54
Settlement funds
Lending funds
Financial liability measured by fair value and with
variation reckoned into current gains/losses
Derivative financial liability
Notes receivable
Accounts receivable 460,197.28 2,632,379.02
Prepayments 42,358.16 40,778.52
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance receivable
Interest receivable
Dividends receivable
Other receivables 211,946.37 332,661.26
Purchase restituted finance asset
Inventories 218,075.43 307,057.29
Divided into assets held for sale
Non-current assets maturing within one year 532,500.00 196,354.90
Other current assets
Total current assets 21,247,469.50 26,059,520.53
Non-current assets:
Loans and payments on behalf
Available-for-sale financial assets 4,500,000.00 4,500,000.00
Held-to-maturity investments
Long-term receivables
Long-term equity investments
Investment real estate
Fixed assets 51,279,986.58 56,301,360.07
Construction in progress
Project materials
50
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets 26,351,390.52 27,220,117.68
Research and development costs
Goodwill
Long-term deferred expenses 1,508,750.00
Deferred tax assets
Other non-current assets
Total non-current assets 83,640,127.10 88,021,477.75
Total assets 104,887,596.60 114,080,998.28
Current liabilities
Short-term borrowings
Loan from central bank
Absorbing deposit and interbank deposit
Capital borrowed
Financial liability measured by fair value and with
variation reckoned into current gains/losses
Derivative financial liability
Notes payable
Accounts payable 2,415,602.37 2,390,345.19
Accounts received in advance 1,153,854.95 1,360,245.91
Selling financial asset of repurchase
Commission charge and commission payable
Wage payable 2,150,364.40 3,451,674.05
Taxes payable -1,422,221.33 -1,155,972.31
Interest payable
Dividend payable
Other accounts payable 23,652,528.28 23,619,371.11
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Divided into liability held for sale
Non-current liabilities due within 1 year
Other current liabilities
51
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Total current liabilities 27,950,128.67 29,665,663.95
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 27,950,128.67 29,665,663.95
Owners’ equity:
Share capita 364,100,000.00 364,100,000.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 54,142,850.01 54,142,850.01
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve
Provision of general risk
Retained profit -341,305,382.08 -333,827,515.68
Total owner’s equity attributable to parent Company 76,937,467.93 84,415,334.33
Minority interests
Total owner’s equity 76,937,467.93 84,415,334.33
Total liabilities and owner’s equity 104,887,596.60 114,080,998.28
Legal Representative: Li Yuanbin
Accounting Principal: Fu Zongren
Accounting Firm’s Principal: Liu Xianghai
2. Profit statement
52
司公限有份股心中游旅海东大南海 2015 文全告报度年年
In RMB
Item Current Period Last Period
I. Total operating income 15,885,922.90 20,202,134.10
Including: Operating income 15,885,922.90 20,202,134.10
Interest income
Insurance gained
Commission charge and commission income
II. Total operating cost 25,359,928.19 24,932,122.13
Including: Operating cost 626,661.16 337,785.89
Interest expense
Commission charge and commission expense
Cash surrender value
Net amount of expense of compensation
Net amount of withdrawal of insurance contract reserve
Bonus expense of guarantee slip
Reinsurance expense
Operating tax and extras 917,481.10 1,135,598.54
Sales expenses 12,968,461.37 11,783,411.89
Administration expenses 10,272,262.86 11,423,202.87
Financial expenses -109,213.80 39,516.35
Losses of devaluation of asset 684,275.50 212,606.59
Add: Changing income of fair value(Loss is listed with “-”)
Investment income (Loss is listed with “-”) 422,000.00 4,020,000.00
Including: Investment income on affiliated Company and joint venture
Exchange income (Loss is listed with “-”)
III. Operating profit (Loss is listed with “-”) -9,052,005.29 -709,988.03
Add: Non-operating income 1,664,926.64 3,220,345.27
Including: Disposal earnings of non-current asset 3,126,454.22
Less: Non-operating expense 90,787.75 6,870.77
Including: Disposal loss of non-current asset 90,560.75 6,870.77
IV. Total Profit (Loss is listed with “-”) -7,477,866.40 2,503,486.47
Less: Income tax
V. Net profit (Net loss is listed with “-”) -7,477,866.40 2,503,486.47
Net profit attributable to owner’s equity of parent Company -7,477,866.40 2,503,486.47
Minority shareholders’ gains and losses
53
司公限有份股心中游旅海东大南海 2015 文全告报度年年
VI. Net after-tax of other comprehensive income
Net after-tax of other comprehensive income attributable to owners of parent company
(I) Other comprehensive income items which will not be reclassified subsequently to
profit of loss
1. Changes as a result of re-measurement of net defined benefit plan liability or
asset
2. Share of the other comprehensive income of the investee accounted for using
equity method which will not be reclassified subsequently to profit and loss
(II) Other comprehensive income items which will be reclassified subsequently to profit
or loss
1. Share of the other comprehensive income of the investee accounted for using
equity method which will be reclassified subsequently to profit or loss
2. Gains or losses arising from changes in fair value of available-for-sale financial
assets
3. Gains or losses arising from reclassification of held-to-maturity investment as
available-for-sale financial assets
4. The effect hedging portion of gains or losses arising from cash flow hedging
instruments
5. Translation differences arising on translation of foreign currency financial
statements
6. Other
Net after-tax of other comprehensive income attributable to minority shareholders
VII. Total comprehensive income -7,477,866.40 2,503,486.47
Total comprehensive income attributable to owners of parent Company -7,477,866.40 2,503,486.47
Total comprehensive income attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share -0.0205 0.0069
(ii) Diluted earnings per share -0.0205 0.0069
Legal Representative: Li Yuanbin
Accounting Principal: Fu Zongren
Accounting Firm’s Principal: Liu Xianghai
3. Cash flow statement
In RMB
Item Current Period Last Period
54
司公限有份股心中游旅海东大南海 2015 文全告报度年年
I. Cash flows arising from operating activities:
Cash received from selling commodities and providing labor services 18,373,063.44 19,224,101.23
Net increase of customer deposit and interbank deposit
Net increase of loan from central bank
Net increase of capital borrowed from other financial institution
Cash received from original insurance contract fee
Net cash received from reinsurance business
Insured savings and net increase of investment
Net increase of amount from disposal financial assets that measured by fair
value and with variation reckoned into current gains/losses
Cash received from interest, commission charge and commission
Net increase of capital borrowed
Net increase of returned business capital
Write-back of tax received
Other cash received concerning operating activities 2,081,380.90 3,825,887.33
Subtotal of cash inflow arising from operating activities 20,454,444.34 23,049,988.56
Cash paid for purchasing commodities and receiving labor service 5,408,681.93 4,327,919.22
Net increase of customer loans and advances
Net increase of deposits in central bank and interbank
Cash paid for original insurance contract compensation
Cash paid for interest, commission charge and commission
Cash paid for bonus of guarantee slip
Cash paid to/for staff and workers 8,669,137.40 8,787,810.43
Taxes paid 2,666,423.71 2,575,932.59
Other cash paid concerning operating activities 5,455,727.58 4,926,258.24
Subtotal of cash outflow arising from operating activities 22,199,970.62 20,617,920.48
Net cash flows arising from operating activities -1,745,526.28 2,432,068.08
II. Cash flows arising from investing activities:
Cash received from recovering investment 9,000,000.00 10,000,000.00
Cash received from investment income 422,000.00 4,020,000.00
Net cash received from disposal of fixed, intangible and other long-term assets 7,510.00 4,200.00
Net cash received from disposal of subsidiaries and other units
Other cash received concerning investing activities
Subtotal of cash inflow from investing activities 9,429,510.00 14,024,200.00
Cash paid for purchasing fixed, intangible and other long-term assets 1,451,881.00 167,410.00
Cash paid for investment 9,000,000.00 574,254.00
55
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Net increase of mortgaged loans
Net cash received from subsidiaries and other units
Other cash paid concerning investing activities
Subtotal of cash outflow from investing activities 10,451,881.00 741,664.00
Net cash flows arising from investing activities -1,022,371.00 13,282,536.00
III. Cash flows arising from financing activities:
Cash received from absorbing investment
Including: Cash received from absorbing minority shareholders’ investment
by subsidiaries
Cash received from loans
Cash received from issuing bonds
Other cash received concerning financing activities
Subtotal of cash inflow from financing activities
Cash paid for settling debts
Cash paid for dividend and profit distributing or interest paying
Including: Dividend and profit of minority shareholder paid by subsidiaries
Other cash paid concerning financing activities
Subtotal of cash outflow from financing activities
Net cash flows arising from financing activities
IV. Influence on cash due to fluctuation in exchange rate
V. Net increase of cash and cash equivalents -2,767,897.28 15,714,604.08
Add: Balance of cash and cash equivalents at the period -begin 22,550,289.54 6,835,685.46
VI. Balance of cash and cash equivalents at the period -end 19,782,392.26 22,550,289.54
4. Statement on Changes of Owners’ Equity
Current Period
In RMB
Current Period
Owners’ equity attributable to the parent Company
Other Ot R
Pr M
equity he e
Le ov in
instrum r as S
ss: isi or
ent co o ur
In on it
Item P P m n pl
ve of y Total owners’
re e Capital pr a us
Share capital nto ge Retained profit in equity
fe r reserve eh bl re
O ry ne te
rr p en e se
th sh ra re
e et si re rv
er are l st
d u ve se e
s ris s
st al in rv
k
o c co e
56
司公限有份股心中游旅海东大南海 2015 文全告报度年年
c a m
k p e
it
al
s
e
c
u
ri
ti
e
s
I. Balance at the end of the last year 364,100,000.00 54,142,850.01 -333,827,515.68 84,415,334.33
Add: Changes of accounting
policy
Error correction of the last
period
Enterprise combine under
the same control
Other
II. Balance at the beginning of this
364,100,000.00 54,142,850.01 -333,827,515.68 84,415,334.33
year
III. Increase/ Decrease in this year
-7,477,866.40 -7,477,866.40
(Decrease is listed with “-”)
(i) Total comprehensive income -7,477,866.40 -7,477,866.40
(ii) Owners’ devoted and decreased
capital
1.Common shares invested by
shareholders
2. Capital invested by holders of other
equity instruments
3. Amount reckoned into owners
equity with share-based payment
4. Other
(III) Profit distribution
1. Withdrawal of surplus reserves
2. Withdrawal of general risk
provisions
3. Distribution for owners (or
shareholders)
4. Other
(IV) Carrying forward internal
owners’ equity
1. Capital reserves conversed to
capital (share capital)
2. Surplus reserves conversed to
capital (share capital)
3. Remedying loss with surplus
reserve
4. Other
(V) Reasonable reserve
57
司公限有份股心中游旅海东大南海 2015 文全告报度年年
1. Withdrawal in the report period
2. Usage in the report period
(VI)Others
IV. Balance at the end of the report
364,100,000.00 54,142,850.01 -341,305,382.08 76,937,467.93
period
Last Period
In RMB
Last Period
Owners’ equity attributable to the parent Company
Other
equity
instrum
ent Ot
P he R
M
er Le r e Pr
in
p ss: co as S ov
or
P et In m o ur isi
it
Item re u ve pr n pl on
y Total owners’
fe al Capital nt eh a us of
Share capital Retained profit in equity
rr c reserve or en bl re ge
O te
e a y si e se ne
th re
d pi sh ve re rv ral
er st
st ta are in se e ris
s
o l s co rv k
c se m e
k c e
ur
iti
es
I. Balance at the end of the last year 364,100,000.00 54,142,850.01 -336,331,002.15 81,911,847.86
Add: Changes of accounting
policy
Error correction of the last
period
Enterprise combine under
the same control
Other
II. Balance at the beginning of this
364,100,000.00 54,142,850.01 -336,331,002.15 81,911,847.86
year
III. Increase/ Decrease in this year
2,503,486.47 2,503,486.47
(Decrease is listed with “-”)
(i) Total comprehensive income 2,503,486.47 2,503,486.47
(ii) Owners’ devoted and decreased
capital
1.Common shares invested by
shareholders
2. Capital invested by holders of other
equity instruments
3. Amount reckoned into owners
equity with share-based payment
58
司公限有份股心中游旅海东大南海 2015 文全告报度年年
4 Other
(III) Profit distribution
1. Withdrawal of surplus reserves
2. Withdrawal of general risk
provisions
3. Distribution for owners (or
shareholders)
4. Other
(IV) Carrying forward internal
owners’ equity
1. Capital reserves conversed to
capital (share capital)
2. Surplus reserves conversed to
capital (share capital)
3. Remedying loss with surplus
reserve
4. Other
(V) Reasonable reserve
1. Withdrawal in the report period
2. Usage in the report period
(VI)Others
IV. Balance at the end of the report
364,100,000.00 54,142,850.01 -333,827,515.68 84,415,334.33
period
III. Company profile
Hainan Dadonghai Tourism Center (Holdings) Co., Ltd. (hereinafter referred to as “the Company”), was founded
as a standardized LLC on April 26, 1993, reorganized and incorporated on the basis of the former Hainan Sanya
Dadonghai Tourism Center Development Ltd. and approved by the Hainan Provincial Stock System
Experimentation Leading Team Office with a document of Qiong Gu Ban Zi [1993] No. 11. On May 6, 1996, the
Company underwent a restructuring and a corresponding division under the approval of the Hainan Provincial
Securities Administration Office with a document of Qiong Zheng Ban [1996] No. 58. On October 8, 1996 and
January 28, 1997, the Company, with duly approval, went public by issuing 80 million shares of B stock and 14
million shares of A stock respectively on Shenzhen Security Exchange. On June 20, 2007, the Company
experienced a reform of non-tradable shares, through which non-tradable share holders of the Company got
circulating right of their shares by paying shares to tradable share holders, and tradable share holders got paid
three shares for every ten of their shares. The Company operates business in the industry of tourism and catering
services.
As of December 31, 2014, the Company’s total capital stock is 364,100,000 shares. The Company’s registered
capital is RMB 364.1 million. The legal representative is Li Yuanbin. The registeration number of its Business
License for Enterprise Legal Person (Duplicate) is 4600001003983. The legal registerred residence is Dadonghai,
Hedong District, Sanya. Its scope of business includes: accomodation and catering industry (limited to those
59
司公限有份股心中游旅海东大南海 2015 文全告报度年年
operated by branches); photography; operation of ornamental plant bonsai, knitwear and textiles, general
merchandise, hardware and electrical equipment, chemical products (excluding those require specialized licenses),
daily necessities, industrial means of production (excluding those require specialized licenses), metal materials
and machinery equipment; commission sale of plane, bus, train and ship tickets (items in require of administrative
permission shall be operated under license).
These financial statements have been approved by all directors of the Company on March 24, 2016 for disclosure.
The scope of consolidated financial statements include the Company headquarter and South China Grand Hotel
with Independent accountability.
The scope of consolidated financial statements of the Company had no change in the year.
IV. Basis of preparation for financial statements
1. Basis of preparation
Based on going concern, according to actually occurred transactions and events, the Company prepares its
financial statements in accordance with the Accounting Standards for Business Enterprises – Basic Standards and
concrete accounting standards, Accounting Standards for Business Enterprises – Application Guidelines,
Accounting Standards for Business Enterprises – Interpretations and other relevant provisions (collectively known
as “Accounting Standards for Business Enterprises”), as well as the disclosure requirements of Regulation on the
Preparation of Information Disclosure of Companies Issuing Public Shares No.15 - General Requirements for
Financial Reports (as revised in 2014) by the China Securities Regulatory Commission.
2. Going concern
The Company currently has sufficient operating capital and no debt service pressure, the business circumstance
has been improved after the new general manager of the Company’s subsidiary South China Hotel worked in the
year of 2015. So far, the Company is operating nomal and expected to continue operate as going cocern in the next
twelve months.
V. Principal accounting policies and estimates
Tips of accounting policies and estimates: Nil
1. Statement on compliance with Accounting Standards for Business Enterprises
The financial statements prepared by the Company meet the requirements of the Accounting Standards for
Business Enterprises and truly and completely reflect the Company’s financial position, operating results, cash
flows and other information.
2. Accounting period
The accounting year is from January 1 to December 31 in calendar year.
60
司公限有份股心中游旅海东大南海 2015 文全告报度年年
3. Operating cycle
The operating cycle of the Company is twelve months.
4. Functional currency
RMB is adopted as the functional currency.
5. Accounting treatment for business combinations under the same control and those not under the same
control
6. Methods for preparation of consolidated financial statements
7. Accounting treatment for joint venture and joint operation
8. Recognition criteria of cash and cash equivalents
For the purpose of preparing the statement of cash flows, the term “cash” refers to the cash on hand and the
unrestricted deposit. The term “cash equivalents” refers to short-term (maturing within three months from
acquisition) and highly liquid investments that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of change in value.
9. Foreign business and foreign currency transactions
Foreign currency transactions are converted into RMB for recording purpose at the spot exchange rate on the date
when the transaction occurs.
Balances of foreign currency monetary items are measured at the spot exchange rate on the balance sheet date.
The exchange difference arising therefrom shall be included in the current profit and loss, except that those
exchange differences arising from the special borrowings of foreign currency related to the acquired and
constructed assets qualified for capitalization shall be dealt with according to the principle of borrowing cost
capitalization. Foreign currency non-monetary items measured at historical costs shall still be converted at the
spot exchange rates on the date when the transactions occur, and the amount in functional currency shall remain
unchanged. Foreign currency non-monetary items measured at fair value shall be translated at the spot exchange
rates on the date when the fair value is determined. The exchange difference arising therefrom shall be included in
the current profit and loss or capital reserves.
10. Financial instruments
Financial instruments include financial assets, financial liabilities and equity instruments.
1. Classification of financial instruments
Financial assets and liabilities are classified into the following categories according to the purpose of acquisition:
financial assets or financial liabilities measured at fair value and whose variation is included in the current profit
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and loss, including financial assets or financial liabilities held for trading and financial assets or financial
liabilities directly designated to be measured at fair value through current profit and loss, held-to-maturity
investments, accounts receivables, available-for-sale financial assets and other financial liabilities, etc.
2. Recognition basis and measurement method of financial instruments
(1) Financial assets (financial liabilities) measured at fair value and whose variation is included in the current
profit and loss
Financial assets (financial liabilities) are initially recorded at fair values when acquired (deducting cash dividends
that have been declared but not distributed and bond interests that have matured but not been drawn). Relevant
transaction expenses are included in the current profit and loss.
The interests or cash dividends to be received during the holding period are recognized as investment income.
Change in fair values is included in the current profit and loss at the end of the period.
Difference between the fair value and initial book-entry value is recognized as investment income upon disposal;
meanwhile, adjustment is made to gains or losses from changes in fair values.
(2) Held-to-maturity investments
Held-to-maturity investments are initially recorded at fair values plus the related trade expenses when acquired
(deducting bond interests that have matured but not been drawn). The interest revenue calculated at amortization
cost and effective interest rate (nominal interest rate is adopted when the difference between the actual interest
rate and the nominal interest rate is minor) during the holding period is recognized as investment income.
Effective interest is recognized when obtained, and remains unchanged in the predictable holding period or
applicable shorter period.
The difference between the amount received and the book value of the investment is included in the investment
profit and loss upon disposal.
(3) Accounts receivable
For creditor’s rights receivable arising from external sales of goods or rendering of service by the Company and
other creditor's rights of other enterprises (excluding liability instruments quoted in an active market) held by the
Company, including accounts receivable, other receivables, notes receivable and prepayments, etc., the initial
recognition amount shall be the contract price or agreement price receivable from purchasing party. Accounts
receivable with financing nature are initially recognized at their present values.
The difference between the amount received and the book value of the accounts receivable is included in the
current profit and loss upon recovery or disposal.
(4) Available-for-sale financial assets
Available-for-sale financial assets are initially recorded at fair values plus the related trade expenses when
acquired (deducting cash dividends that have been declared but not been paid or bond interests that have matured
but not been drawn).
The interests or cash dividends to be received during the holding period are recognized as investment income. It is
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measured in fair value at the end of the period and change in fair values is included in other comprehensive
income at the end of the period. However, the equity instrument investments unquoted in an active market and
whose fair value cannot be measured reliably, and the derivative financial assets which are connected with the said
equity instrument and must be settled by delivering the said equity instrument shall be measured on the costs
basis.
The difference between the amount received and the book value of the financial asset is included in the investment
profit and loss upon disposal. Meanwhile, the corresponding part of fair value accumulated change accounted as
other comprehensive income is transferred into investment profit or loss.
(5) Other financial liabilities
Other financial liabilities are initially recognized at the sum of fair value and transaction expenses and
subsequently measured at amortized costs.
3. Recognition basis and measurement method of transfer of financial assets
When transfer of financial assets occurs, if nearly all of the risks and rewards of ownership of the financial assets
have been transferred to the transferee, the Company derecognizes the financial assets; if nearly all of the risks
and rewards of ownership of the financial assets are retained, the Company shall not derecognize the financial
assets.
The principle of substance over form is adopted to determine whether the transfer of a financial asset satisfies the
criteria as described above for derecognition of a financial asset. The Company shall classify the transfer of a
financial asset into the entire transfer and the partial transfer of financial asset. If the entire transfer of financial
asset satisfies the criteria for derecognition, the difference between the amounts of the following two items shall
be included in the current profit and loss:
(1) The book value of the transferred financial asset;
(2) The sum of the consideration received from the transfer and the accumulated amount of the changes in fair
value originally and directly included in owners’ equity (the situation where the financial asset transferred is an
available-for-sale financial asset is involved in)
If the partial transfer of financial asset satisfies the criteria for derecognition, the entire book value of the
transferred financial asset shall be split into the derecognized and recognized part according to their respective fair
value and the difference between the amounts of the following two items shall be included in the current profit
and loss:
(1) The book value of derecognized part;
(2) The sum of the consideration for the derecognized part and the portion of derecognition corresponding to the
accumulated amount of the changes in fair value originally and directly included in owners’ equity (the situation
where the financial asset transferred is an available-for-sale financial asset is involved in).
If the transfer of financial assets does not meet the derecognition criteria, the financial assets shall continue to be
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recognized, and the consideration received will be recognized as a financial liability.
4. Derecognition criteria of financial liabilities
A financial liability shall be totally or partly derecognized if its present obligations are totally or partly dissolved.
Where the Company enters into an agreement with a creditor so as to substitute the existing financial liabilities
with any new financial liability, and the new financial liability is substantially different from the contractual
stipulations regarding the existing financial liability, it shall derecognize the existing financial liability, and shall at
the same time recognize a new financial liability.
Where substantial revisions are made to some or all of the contractual stipulations of the existing financial liability,
the Company shall derecognize the existing financial liability totally or partly, and at the same time recognize the
financial liability with revised contractual stipulations as a new financial liability.
Upon total or partial derecognition of financial liabilities, the difference between the book value of the financial
liabilities derecognized and the consideration paid (including non-cash assets surrendered or new financial
liabilities assumed) shall be included in the current profit and loss.
Where the Company redeems part of its financial liabilities, it shall, on the redemption date, allocate the entire
book value of whole financial liabilities according to the comparative fair value of the part that continues to be
recognized and the de-recognized part. The difference between the book value allocated to the derecognized part
and the considerations paid (including non-cash assets surrendered and the new financial liabilities assumed) shall
be included in the current profit and loss.
5. Method of determining the fair value of financial assets and financial liabilities
For financial instruments with active market, their fair values are determined with quoted market price. For
financial instruments without active market, their fair values are determined by using valuation technique. During
the valuation, the company use valuation techniques that are appropriate in the circumstances and for which
sufficient data and other information are available to measure fair value, select inputs that are consistent with the
characteristics of the asset or liability that market participants would take into account in a transaction for the asset
or liability, and give priority to the use of relevant ovservable inputs. Unobservable inputs are only adopted when
relevant observable inputs cannot be obtained or are impracticable to obtain.
6. Providing of impairment provision on financial assets (exclude receivable accounts)
The Company performs inspection on the book value of financial assets apart from those financial assets
measured at fair value through current profit and loss on the balance sheet date. Impairment provision is required
if objective evidences of impairment occurs to the financial assets.
(1) Impairment provision of available-for-sale financial assets:
If there is a serious decline in fair value of the available-for-sale financial assets at the end of the period, or such
decline is not temporary after considering various factors, the impairment shall be confirmed, the accumulated
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losses due to decreases in fair value previously included in owner’s equity shall be reversed, the impairment loss
shall be recognized.
If, in a subsequent period, the carrying amount of available-for-sale debt instruments investments increases and
the increase can be related objectively to an event occurring after the impairment was recognized, the previously
recognized impairment losses are reversed, included in current profit or loss.
The impairment losses of available-for-sale equity instruments cannot be reversed through profit or loss.
(2) Impairment provision of held-to-maturity investment:
Measurement of held-to-maturity investment impairment loss is governed by measurement of account receivables
impairment loss.
11. Accounts receivable
(1) Provision for bad debts of account receivables that are individually significant
Assessment basis or
standard of amount Top five accounts receivable and other receivables in terms of individual amount at the end of the year.
individually significant
After separate impairment test, provision for bad debts shall be made at the difference of present value
Method of provision for of estimated future cash flows in short of their book values, and shall be include in current profit and
bad debts of accounts loss. For accounts receivable with no impairment found after separate tests, they shall be included in
receivable that are
corresponding portfolios for provisions for bad debts. For accounts receivable with confirmed
individually significant
impairment losses after separate tests, they shall not be included in portfolios of accounts receivable
with similar credit risk features for impairment tests.
(2) Provision for bad debts of accounts receivable made on the basis of portfolio
Portfolio Provision for bad debts
Aging portfolio Aging analysis method
Proportions of provision for bad debts on the basis of aging analysis in portfolios:
√Applicable □Not applicable
Proportion of provision for account Proportion of provision for other
Aging
receivable receivables
1 － 2 years 5.00% 5.00%
2 － 3 years 15.00% 15.00%
3 － 4 years 25.00% 25.00%
4 － 5 years 50.00% 50.00%
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More than five years 100.00% 100.00%
In portfolio, adopting balance percentage method for bad debt provision
□ Applicable √Not applicable
In portfolio, adopting other method for bad debt provision
□ Applicable √Not applicable
(3) Accounts receivable that are individually insignificant but with bad debt provision provided on an
individual basis
For account receivable with an individual balance lower than the top five at the end of the year and
Reason for bad debt
with objective evidence showing it may be impaired, and for uncollectible accounts receivable
provision provided on an
individual basis arising from repeal and liquidation of debtor after taking legal clearance procedures, their provision
for bad debts shall be provided on an individual basis.
For accounts receivable with objective evidence showing they may be impaired, they shall be
separate from relevant portfolios and separately tested for impairment to recognize the impairment
losses. Other remarks: provision for impairment of accounts receivable, excluding debts receivable
and other receivables, shall be made at the specific identification method. If there is evidence
Method of provision for bad
showing that the value of the account receivable has been recovered, and that the recovery is
debt
objectively related to events after recognition of the loss, the originally recognized impairment loss
should be reversed and included in current profit and loss. However, the book values after such
reversal shall not exceed the amortized costs of the account receivable on the reversal date, assuming
there is no provision for impairment.
12. Inventories
1. Classification of inventories
Inventories are classified into raw materials, stock commodities, low-cost consumables, food materials, fuels, etc.
2. Measurement method of dispatched inventories
Stock commodities are measured at selling price and their purchase and sale price differential are amortized over
every month at the method of comprehensive differential. The purchasing and storage of stock materials are
measured at actual cost, and at the first-in-first-out method when fetched for use. Low-cost consumables are
amortized in full when fetched for use.
3. Determination basis of net realizable values of inventories and provision method of inventory
depreciation reserve
After the comprehensive inventory count at the end of the period, provisions for inventory depreciation reserve are
made or adjusted at the lower of their costs or net realizable values.
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In normal operation process, for merchandise inventories for direct sale, including stock commodities and
materials for sale, their net realizable values are determined at the estimated selling prices minus the estimated
selling expenses and relevant taxes and surcharges; for inventories held to execute sales contract or service
contract, their net realizable values are calculated on the basis of contract price. If the quantities of inventories
specified in sales contracts are less than the quantities held by the Company, the net realizable value of the excess
portion of inventories shall be based on general selling prices.
At the end of the period, provisions for inventory depreciation reserve are made on an individual basis. For
inventories with large quantity and low unit price, the provisions for inventory depreciation reserve are made on a
category basis. For inventories related to the product portfolios manufactured and sold in the same area, and of
which the final usage or purpose is identical or similar thereto, and which is difficult to separate from other items
for measurement purposes, the provisions for inventory depreciation reserve shall be made on a portfolio basis.
If any factor rendering write-downs of the inventories has been eliminated, the amounts written down are
recovered and reversed from the inventory depreciation reserve, which has been provided for. The reversed
amounts are included into the current profit and loss.
4. Inventory system
Perpetual inventory system is adopted.
5. Amortization method of low-cost consumables and packaging materials
(1) Low-cost consumables are amortized at lump-sum method;
(2) Packaging materials are amortized at lump-sum method.
13. Divided into assets held for sale
14. Long-term equity investments
1. Determination basis of joint control or significant influence over the investee
Joint control is the relevant agreed sharing of control over an arrangement, and the arranged relevant activity must
be decided under unanimous consent of the parties sharing control. When the company and other joint parties do
joint control and have rights to the net assets over an investee, the investee shall be the company’s joint venture.
Significant influence is the power to participate in the financial and operating policy decisions of the investee but
is not control or joint control over those polices. When an investing enterprise is able to have significant
influences on an investee, the investee shall be its associate.
2. Determination of initial investment cost
(1) Long-term equity investments acquired from business combinations
For business combination under common control: if the company makes payment in cash, transfer non-cash assets
or bear debts and issues equity securities as the consideration for the business combination, the book value of the
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owners’ equity of the combinee obtained is recognized as the initial cost of the long-term equity investment on the
combination date. The difference between the initial investment cost and the carrying amount of cash paid,
non-cash assets transferred, liabilities assumed and par value of share issued shall be adjusted to the stock
premium in the capital reserved; if there is no sufficient premium in the capital reserve for write-downs, the
retained earnings are adjusted.
When exercising control was over an investee under common control due to additional investment or other
reasons, the initial investment cost of the long-term equity investment shall be determined by the absorbing
party’s share of the net assets of the party being absorbed in the consolidated financial statements of the ultimate
controlling party at combination date. The difference between the initial investment cost of the long-term equity
investment at combination date and the sum of the total of the carrying amount of equity investment held by the
acquirer before the combination date and the newly increased investment on the combination date shall be
adjusted to share premium. If the balance of share premium is not sufficient, any excess shall be adjusted to
retained earnings.
For business combination not under common control, the Company recognizes the combination cost determined
on the combination date as the initial cost of long-term equity investment.
When exercising control over an investee not under common control due to additional investment or other reasons,
in stand-alone financial statements, the investor shall change to the cost method and use the carrying amount of
the previously-held equity investment, together with the additional investment cost, as the initial investment cost
under the cost method. The audit, legal, valuation and consulting fees, other intermediary fees, and related
administrative fees paid by the absorbing party or acquirer for the business combination, shall be recognized in
profit or loss as invurred; the cost of issuing equity securities or debt securities as the combination consideration
shall be included in the initial cost of the equity securities or debt securities.
(2) Long-term equity investments acquired by other means
For long-term equity investments acquired from making payments in cash, the initial cost is the actually paid
purchase cost.
For long-term equity investments acquired from issuance of equity securities, the initial cost is the fair value of
the issued equity securities.
If the exchange of non-monetary assets has commercial substance, and the fair values of assets traded out and
traded in can be measured reliably, the initial cost of long-term equity investment traded in with non-monetary
assets are determined based on the fair values of the assets traded out together with relevant taxes unless there is
any conclusive evidence that the fair values of the assets traded in are more reliable. If the exchange of
non-monetary assets does not meet the above criteria, the book value of the assets traded out and relevant taxes
are recognized as the initial cost of long-term equity investment traded in.
For long-term equity investment acquired from debt restructuring, the initial cost is determined based on the fair
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value.
3. Subsequent measurement and recognition of profit or loss
(1) Long-term equity investment adopting cost method
Long-term equity investments of the Company in its subsidiaries are accounted for at cost method, except for the
actual price paid for acquisition of investment or the cash dividends or profits contained in the consideration
which have been declared but not yet distributed, the Company recognizes the proportion it shall enjoy in the cash
dividends or profits declared by the investee as current investment income.
(2) Long-term equity investment adopting equity method
A long-term equity investment in an associate or a joint venture shall be accounted for using the equity method. If
the cost of initial investment is in excess of the proportion of the fair value of the net identifiable assets in the
investee when the investment is made, the difference will not be adjusted to the initial cost of long-term equity
investment; if the cost of initial investment is in short of the proportion of the fair value of the net identifiable
assets in the investee when the investment is made, the difference will be included in the current profit and loss.
The Company recognizes the share of the investee’s net profits or losses, as well as its share of the investee’s other
comprehensive income, as investment income or losses and other comprehensive income, and adjusts the carrying
amount of the investment accordingly. The carrying amount of the investment shall be reduced by the portion of
any profit distributions or cash dividends declared by the investee that is attributable to the investor. The
investor’s share of the investee’s owners’ equity changes, other than those arising from the investee’s net profit or
loss, other comprehensive income or profit distribution, would be recognized in the investor’s equity, and the
carrying amount of the long-term equity investment shall be adjusted accordingly.
The Company recognizes its share of the investee’s net profits or losses after making appropriate adjustments
based on the fair values of the investee’s identifiable net assets at the acquisition date according to the Company’s
accounting policies and accounting period. When holding the investment, if the investee is capable of providing
consolidated financial statements, the profit or loss shall be measured based on the net profit , other
comprehensive income and other changes in owners’ equity attributed to the company recorded in the
consolidated financial statements.
The unrealized profits or losses resulting from transactions between the company and its associate or joint venture
are eliminated in proportion to the company’s equity interest in the investee, based on which investment income or
losses shall be recognized. Any losses resulting from transactions between the investor and the investee, which are
attributable to asset impairment shall be recognized in full. The transactions of investing or selling assets between
the company and its associate or joint venture are accounted for under relevant accounting policies when the asset
constitutes a business.
When the Company confirms that it should share losses of the investee, treatment shall be done in following
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sequence: firstly, the book value of the long-term equity investment shall be reduced; secondly, where the book
value is insufficient to cover the share of losses, investment losses are recognized to the extent of book value of
long-term equity which form net investment in the investee in substance and the book value of long-term equity
shall be reduced; finally, after all the above treatments, if the Company is still responsible for any additional
liabilities in accordance with the provisions stipulated in the investment contracts or agreements, estimated
liabilities are recognized and included into current investment loss according to the obligations estimated to
undertake. If the investee achieves profit in subsequent periods, the treatment is in the reversed sequence
described above, i.e. after deduct any unrecognized investment losses, reduce book value of estimated liabilities
recognized, restore book values of other long-term equity which form net investment in the investee in substance,
and of long-term equity investment, and recognize investment income at the same time.
(3) Disposal of long-term equity investment
On disposal of a long-term equity investment, the difference between the proceeds actually received and the
carrying amount shall be recognized in profit or loss for the current period.
For a long-term equity investment accounted for using the equity method, any other comprehensive income
previously recognized shall be accounted for on the same basis as would have been required if the investee had
directly disposed of the related assets or liabilities on a por-rata basis upon the disposal of the equity investment.
The owners’ equity recognized due to the investor’s share of the investee’s owners’ equity changes, other than
those arising from the investee’s net profit or loss, other comprehensive income or profit distribution, is included
in current profit or loss on a pro-rata basis.
When the Company can no longer exercise joint control of or significant influence over an investee due to partial
disposal of equity investment or other reasons, the remaining equity investment shall be accounted for in
accordance with “Accounting Standard for Business Enterprises No.22-Financial Instruments: Recognition and
Measurement”. The difference between the fair value and the carrying amount at the date of the loss of joint
control or significant influence shall be charged to profit or loss for the current period. When the previously-held
equity investment is accounted for under the equity method, any other comprehensive income previously
recognized shall be accounted for on the same basis as would have been required if the investee had directly
disposed of the related assets or liabilities for the current period upon dis-countinuation of the equity method. The
owners’ equity recognized due to the investor’s share of the investee’s owners’ equity changes, other than those
arising from the investee’s net profit or loss, other comprehensive income or profit distribution, is transferred to
current profit or loss upon discontinuation of the equity method.
When no longer exercise control over an investee due to partial disposal of equity investment or other reasons,
and with the retained interest, still has joint control of, or significant influence over, the investee, when preparing
the individual financial statements, the Company shall change to the equity method and adjust the remaining
equity investment as if the equity method had been applied from the date of the first acquisition. If the Company
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can not exercise joint control of or significant influence over the investee after partial disposal of equity
investment, the remaining equity investment shall be accounted for in accordance with “Accounting Standard for
Business Enterprises No.22-Financial Instruments: Recognition and Measurement”, and the difference between
the fair value and carrying amount at the date of the loss of control shall be chared to profit or loss for the current
period.
The equity investment disposed was obtained over additional investment or other reasons through business
combination, when preparing the individual financial statements, and the remaining equity investment accounted
on cost method or equity method, the other comprehensive income and other owner’s equity recognized due to the
equity investment held before acquisition date was accounted for under the equity method are carried forward on a
pro-rata basis; when the remaining equity investment is accounted for in accordance with “Accounting Standard
for Business Enterprises No. 22 – Financial Instruments: Recognition and Measurement”, the other
comprehensive income and other owner’s equity are totally carried forward.
15. Investment real estate
Measurement model of investment real estate
Not applicable
16. Fixed assets
(1) Recognition criteria
1. Recognition criteria of fixed assets Fixed assets refer to the tangible assets held for the purpose of producing commodities,
rendering services, renting or business management with useful lives exceeding one year. Fixed assets will only be recognized when
all the following criteria are satisfied: (1) It is probable that the economic benefits relating to the fixed assets will flow into the
Company; (2) The costs of the fixed assets can be measured reliably. 2 Classification of fixed assets Fixed assets are
classified into buildings and constructions, machinery equipment, transportation equipment, electronic entertainment equipment,
other equipment and Improvement. 3. Initial measurement of fixed assets Fixed assets are initially measured at their actual cost
when acquired. The costs of a purchased fixed asset are determined at the purchase price, the relevant taxes, and the traffic expenses,
loading and unloading fees, installation fees and professional service fees arising from preparing the fixed asset for its intended use.
If the payment for a fixed asset is delayed beyond the normal credit conditions and it is of financing nature in effect, the costs of the
fixed asset shall be determined based on the present value of the purchase price. The cost of a self-constructed fixed asset shall be
formed by the necessary expenses incurred for preparing the asset for its intended use. The fixed assets which the debtor uses to pay
back the debt in debt restructuring should be recognized at the fair value of the fixed assets. The difference between the book value of
restructured debts and the fair value of fixed assets used to pay back the debt should be recorded into current profit and loss; On the
premise that non-monetary asset trade is of commercial nature and the fair value of the asset traded in or out can be measured reliably,
the fixed asset traded in with non-monetary asset should be recognized at the fair value of the asset traded out, unless any
unambiguous evidence indicates that the fair value of the asset traded in is more reliable; as to the non-monetary asset trade not
meeting the aforesaid premise, the book value of the asset traded out and related taxes and surcharges payable should be recognized
as the cost of the fixed asset, with gains or losses not recognized. As for the book-entry value, the fixed assets acquired from the
absorption and merger of an enterprise under common control are recognized at the book value of the merged enterprise; the fixed
assets acquired from the absorption and merger of an enterprise not under common control are recognized at the fair value. The
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book-entry value of a fixed asset acquired under financing lease is measured at the asset’s fair value on the commencement date of
the lease or the present value of the minimum lease payment, whichever is lower.
(2) Method of provision for impairment of fixed assets
Estimated useful life Estimated net residual
Category Depreciated Annual depreciation rate
(Year) rate
Buildings and
straight-line-method 20-40 5 4.75-2.37
constructions
Machinery equipment straight-line-method 8-20 5 11.87-4.75
Electronic entertainment
straight-line-method 5-16 5 19-5.93
equipment
Transportation
straight-line-method 7-12 5 13.57-7.91
equipment
Other equipment straight-line-method 8 5 11.87
Improvement straight-line-method 5 19
(3) Recognition basis, pricing and depreciation method for fixed assets under financing lease
17. Construction in progress
The initial book values of the fixed assets are stated at total expenditures incurred before construction in progress
reaches the working condition for their intended use. For construction in progress that has reached working
conditions for its intended use but for which the completion of settlement has not been handled, it shall be
transferred into fixed assets at the estimated value according to the project budget, construction price or actual
cost, etc. from the date when it reaches the working conditions for its intended use. And the fixed assets shall be
depreciated in accordance with the Company’s policy on fixed asset depreciation. Adjustment shall be made to the
originally and provisionally estimated value based on the actual cost after the completion of settlement is handled,
but depreciation already provided will not be adjusted.
18. Borrowing costs
1. Recognition principles of capitalization of borrowing costs
Borrowing costs include the interest of borrowings, the amortization of discount or premium, auxiliary expenses,
exchange differences incurred by foreign currency borrowings, etc.
The borrowing costs incurred to the Company and directly attributable to the acquisition and construction or
production of assets eligible for capitalization should be capitalized and recorded into asset costs; other borrowing
costs should be recognized as costs according to the amount incurred and be included into current profit and loss.
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Assets eligible for capitalization refer to fixed assets, investment property, inventories and other assets which may
reach their intended use or sale status only after long-time acquisition and construction or production activities.
Borrowing costs may be capitalized only when all the following conditions are met at the same time:
(1) Asset disbursements, which include those incurred by cash payment, the transfer of non-cash assets or the
undertaking of interest-bearing debts for acquiring and constructing or producing assets eligible for capitalization,
have already been incurred;
(2) Borrowing costs have already been incurred;
(3) The acquisition and construction or production activities which are necessary to prepare the assets for their
intended use or sale have already been started.
2. Capitalization period of borrowing costs
Capitalization period refers to the period from the beginning of capitalization to the cease of capitalization,
excluding the period of capitalization suspension of borrowing costs.
Capitalization of borrowing costs should be ceased when the acquired and constructed or produced assets eligible
for capitalization have reached their intended use or sale condition.
When some projects among the acquired and constructed or produced assets eligible for capitalization are
completed and can be used separately, the capitalization of borrowing costs of such projects should be ceased.
If all parts of the acquired and constructed or produced assets are completed but the assets cannot be used or sold
externally until overall completion, the capitalization of borrowing costs should be ceased at the time of overall
completion of the said assets.
3. Period of capitalization suspension
If the acquisition and construction or production activities of assets eligible for capitalization are interrupted
abnormally and this condition lasts for more than three months, the capitalization of borrowing costs should be
suspended; if the interruption is necessary for the acquisition and construction or production to prepare the assets
for their intended use or sale, the capitalization of borrowing costs should continue. The borrowing costs incurred
during interruption are recognized in the current profit and loss, and the capitalization of borrowing costs
continues after the restart of the acquisition and construction or production activities of the assets.
4. Calculation method of capitalization amount of borrowing costs
As for special borrowings borrowed for acquiring and constructing or producing assets eligible for capitalization,
borrowing costs of special borrowing actually incurred in the current period less the interest income of the loans
unused and deposited in bank or return on temporary investment should be recognized as the capitalization
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amount of borrowing costs.
As for general borrowings used for acquiring and constructing or producing assets eligible for capitalization, the
interest of general borrowings to be capitalized should be calculated by multiplying the weighted average of asset
disbursements of the part of accumulated asset disbursements exceeding special borrowings at the end of every
month by the capitalization rate of used general borrowings. The capitalization rate is calculated by weighted
average interest rate of general loans.
As for borrowings with discount or premium, the to-be-amortized discount or premium in each accounting period
should be recognized by effective interest rate method, and the interest for each period should be adjusted.
19. Biological assets
20. Oil-and-gas assets
21. Intangible assets
(1) Measurement, service life and impairment test
1. Measurement method of intangible assets
(1) The Company initially measures intangible assets at cost on acquisition;
The cost of an externally acquired intangible asset comprises its purchase price, related taxes and surcharges and
any other directly attributable expenditure of preparing the asset for its intended use. If the deferred payment of
purchase price of intangible assets exceeding normal credit terms is substantially of financial nature, the cost of
intangible assets should be recognized at the present value of the purchase price.
The intangible assets which the debtor uses to pay back the debt in debt restructuring should be recognized at the
fair value of the intangible assets. The difference between the book value of restructured debts and the fair value
of intangible assets used to pay back the debt should be recorded into the current profit and loss;
On the premise that non-monetary assets trade is of commercial nature and the fair value of the assets traded in or
out can be measured reliably, the intangible assets traded in by the trade of non-monetary assets should be
recognized at the fair value of the assets traded out, unless any unambiguous evidence indicates that the fair value
of the assets traded in is more reliable; as to the non-monetary assets trade not meeting the aforesaid premise, the
book value of the assets traded out and related taxes payable should be recognized as the cost of the intangible
assets traded in, with gains or losses not recognized.
The intangible assets obtained by the absorption and merger of an enterprise under common control are
recognized at the book value of the merged enterprise; the intangible assets obtained by the absorption and merger
of an enterprise not under common control are recognized at the fair value.
Costs of intangible assets developed internally and independently include: the costs of materials and labor services
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
used to develop the intangible assets, the registration fee, the amortization of other patents and franchise used in
the process of development, the interest of capitalization, and other direct expenses for preparing the intangible
assets for their intended use.
(2) Subsequent measurement
The useful life of intangible asset is analyzed on acquisition.
As for intangible assets with limited useful lives, straight-line amortization method is adopted in the period when
the intangible assets generate economic benefit for enterprise; if the period when the intangible assets generate
economic benefit for enterprise cannot be forecasted, the intangible assets should be deemed as those with
indefinite useful lives and should not be amortized.
2. Estimation of useful life of intangible assets with limited useful life
Item Estimated useful life Basis
Land use right 50 years Validity term of land use certificate
The useful lives and amortization method of intangible assets with limited useful lives are reviewed at the end of
each period.
Upon review, the useful lives and amortization method of the intangible assets as at the end of the year are not
different from those estimated before.
3. Determination basis of intangible assets with indefinite useful lives
As at the balance sheet date, the Company has no intangible assets with indefinite useful lives.
(2) Accounting policy for internal research and development spending
22. Impairment of long-term assets
If there is any indication that the long-term assets such as long-term equity investment, investment properties
accounted through cost pattern, fixed assets, construction in progress, intangible assets etc. may be impaired at the
balance sheet date, an impairment test would be implemented. If the result of impairment test indicates the
recoverable amounts of the long-term assets are lower than their book values, the difference between the
recoverable amounts and book values is recognized as impairment loss, provisions for impairment of the
long-term assets are made. The recoverable amounts of the long-term assets are the higher of their fair values less
costs to disposal and the present values of the estimated future cash flows of the long-term assets. The provision
for impairment is recognized and calculated on the individual basis. If it is difficult to estimate the recoverable
amount of the individual asset, the Company estimates the recoverable amount of the asset group that the
individual asset belongs to. The asset group is the minimum asset group which can generate cash flows
independently.
The mentioned impairment loss will not be reversed in subsequent accounting period once it had been recognized.
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23. Long-term deferred expenses
Long-term deferred expenses are various expenses already incurred, which shall be amortized over current and
subsequent periods with the amortization period exceeding one year.
1. Amortization method
Long-term deferred expenses are evenly amortized over the beneficial period.
2. Amortization period
Item Amortization period
Hotel exterior wall decoration 4 years
24. Employee compensation
(1) Short-term employee benefits
The Company recognizes, in the accounting period in which an employee provides service, actually occurred
short-term employee benefits as a liability, with a corresponding charge to current profit or loss or relevant cost of
assets.
Payments made by the Company of social security contributions for employees, and union running costs and
employee education costs provided in accordance with relevant requirements, in the accounting period in which
employees provide services, is calculated according to prescribed bases and percentages of provision in
determining the amount of employee benefits.
Employee benefits which are non-monetary benefits are measured at fair value.
(2) Post-employment benefits
Payments made by the Company of basic endowment insurance and unemployment insurance in accordance with
relevant requirements of local government, in the accounting period in which employees provide services, is
calculated according to prescribed bases and percentages of provision of local requirements in determining the
amount payable, is recognized as a liability, with a corresponding charge to current profit or loss or relevant cost
of assets.
(3) Termination benefits
When the Company cannot unilaterally withdraw the offer of termination benefits because of an employment
termination plan or a curtailment proposal, or when the Company recognizes costs or expenses related to a
restructuring that involves the payment of termination benefits (the earlier is adopted), the employee benefits
liabilities caused by termination benefits are recognized and included in current profit or loss.
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(4) Accounting method for other long-term employee benefits
25. Estimated liabilities
When the Company is involved in proceedings, debt guarantees, onerous contracts and reorganization events, if
such events may require delivery of assets or rendering of services in the future and the amounts of such events
can be reliably measured, estimated liabilities are recognized.
1. Recognition criteria of estimated liabilities
The Company recognizes the estimated liabilities when obligations related to contingencies satisfy all the
following conditions:
(1) The obligation is a present obligation of the Company;
(2) The performance of the obligation is likely to result in outflow of economic benefits from the Company; and
(3) The amount of the obligation can be measured reliably.
2. Measurement method of estimated liabilities
The estimated liabilities of the Company are initially measured as the best estimate of expenses required for the
performance of relevant present obligations.
The Company, when determining the best estimate, has had a comprehensive consideration of risks with respect to
contingencies, uncertainties and the time value of money. If the time value of money is significant, the best
estimate shall be determined after discounting the relevant future outflow of cash.
The best estimate shall be accounted as follows in different circumstances:
If there is continuous range (or interval) for the necessary expenses, and probabilities of occurrence of all the
outcomes within this range are equal, the best estimate shall be determined at the average amount of upper and
lower limits within the range.
If there is no continuous range (or interval) for the necessary expenses, or probabilities of occurrence of all the
outcomes within this range are unequal despite such a range exists, the outcomes within this range are unequally
likely to occur, in case that the contingency involves a single item, the best estimate shall be determined at the
most likely outcome; if the contingency involves two or more items, the best estimate should be determined
according to all the possible outcomes with their relevant probabilities.
When all or part of the expenses necessary for the settlement of an estimated liability of the Company is expected
to be compensated by a third party, the compensation should be separately recognized as an asset only when it is
virtually certain that the compensation will be received. The amount recognized for the compensation should not
exceed the book value of the estimated liability.
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
26. Share-based payment
27. Other financial instrument as preferred stock and perpetual capital securities
28. Revenue
1. Recognition and measurement principles of revenue from sales of goods
(1) Overall recognition and measurement principles of revenue from sales of goods
When the Company has transferred significant risks and rewards of ownership of the goods to the buyer; the
Company retains neither continuous management rights associated with ownership of the goods sold nor effective
control over the goods sold; the relevant amount of revenue can be measured reliably; it is highly likely that the
economic benefits associated with the transaction will flow into the enterprise; and the relevant amount of cost
incurred or to be incurred can be measured reliably, revenue from sales of goods shall be recognized.
(2) Recognition criteria of revenue from selling goods and specific recognition timing criteria of revenue of the
Company
The Company provides hotel accommodation service as well as goods. After the recognition of both housekeeping
department and hotel reception desk, the daily business report is established. The accounting department makes
sure the significant risks and rewards of ownership of the goods have been transferred to the client, the selling
revenue is recognized.
2. Recognition and measurement principles of revenue from providing labor services
(1) The hotel room service, catering (breakfast) service etc. of the Company, after the hotel room service,
catering (breakfast) service etc. had provided, and each consumption department had checked with the receptionist,
the daily business report and detailed report of account receivables are established, and the reports are submitted
to accounting department, which recognizes the revenue after examining the daily reports.
(2) Revenue from outsourced restaurant and site rental is recognized according to contract or agreement time
period and time of collecting.
3. Recognition basis of revenue from transferring the use right of assets
The economic benefits related to the transaction may flow into entities and the amount of revenue can be reliably
measured. The amount of revenue from transferring use right of assets is recognized as follows in different
circumstances:
(1) The amount of interest income is determined by the time and effective interest rate for others to use the
monetary funds of the Company.
(2) The amount of revenue from usage is determined according to the charging time and method as agreed in
relevant contract or agreement.
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29. Government subsidies
(1) Recognition basis and accounting treatment for government subsidies related to assets
Government subsidies related to acquisition and construction of fixed assets, intangible assets and other long-term
assets are recognized as deferred income, and included in non-operating income by stages within the useful life of
the assets acquired and constructed
(2) Recognition basis and accounting treatment for government subsidies related to income
If government subsidies related to income are used to compensate the enterprise’s relevant expenses or losses in
future periods, such government subsidies should be recognized as deferred income on acquisition and be
included into the current non-operating income in the period of recognizing relevant expenses; if government
subsidies related to income are used to compensate the enterprise’s relevant expenses or losses incurred, such
government subsidies are directly included into the current non-operating income on acquisition.
30. Deferred income tax assets and deferred income tax liabilities
Deductible temporary differences are recognized as deferred income tax assets to the extent that it shall not exceed
future taxable income possibly available to be against the deductible temporary difference.
Deductible temporary differences are recognized as deferred income tax liabilities except in special
circumstances.
Special circumstances in which deferred income tax assets or deferred income tax liabilities shall not be
recognized include: the initial recognition of goodwill; other transactions or matters excluding business
combinations, which affect neither accounting profits nor the taxable income (or deductible losses) when
occurred.
If the Company has the legal right of netting and intends to settle in net amount or to obtain assets and discharge
liabilities simultaneously, the income tax assets and income tax liabilities of the Company for the current period
shall be presented based on the net amount after offset.
When the Company has the legal rights to balance income tax assets and income tax liabilities in current period
with net settlement, and deferred income tax assets and deferred income tax liabilities are related to the income
tax which imposed on the same taxpaying subject by the same tax collection authority or to different tax paying
subjects, but, in each important future period in connection with the reverse of deferred income tax assets and
liabilities, the involved tax paying subject intends to balance income tax assets and liabilities in current period
with net settlement at the time of obtaining assets and discharging liabilities, deferred income tax assets and
deferred income tax liabilities of the Company shall be presented based on the net amount after offset.
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
31. Leasing
(1) Accounting of operating lease
1. Accounting of leased assets
Lease fees paid by the Company for leased asset shall be amortized at straight-line method over the whole lease
period (including rent-free period) and shall be included in the current expenses. Initial direct costs related to lease
transactions paid by the Company shall be included in the current expenses.
If the expense related to the lease which shall be paid by the Company is assumed by the lessor of the asset, such
expenses shall be deducted from total lease fees, and residual lease fees shall be amortized over the lease period
and included in the current expenses.
2. Accounting of leasing assets
Lease fees received by the Company from leasing assets shall be amortized at straight-line method over the whole
lease period (including rent-free period), and shall be recognized as lease income. Initial direct costs related to
lease transactions paid by the Company shall be included in the current expenses; if the amount is large, it shall be
capitalized, and shall be included in the current income by stages within the whole lease period on same basis for
recognition of lease income.
If the expenses related to the lease which shall be paid by the lessee are borne by the Company, such expenses
shall be deducted from total lease income by the Company, and residual lease fees shall be amortized over the
lease period.
(2) Accounting treatment of finance lease
32. Other significant accounting policies and estimate
33. Significant accounting policies and changes of accounting estimate
(1) Changes of major accounting policies
□Applicable √ Not applicable
(2) Changes of major accounting estimate
□Applicable √ Not applicable
34. Other
VI. Taxation
1. Major tax types and tax rates
Taxation type Basis of tax assessment Tax rate
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Value added tax (VAT) Revenue from sale of goods 3%
Business tax Operating income 5%
Urban maintenance and construction tax Turnover tax 7%
Enterprise income tax Income tax payable 25%
Education surcharge Turnover tax 3%
Local education surcharge Turnover tax 2%
Remaining value after deducting 30% of
Property tax the original value of houses (including land 1.2%
price)
Land use tax Land area RMB 18/m2
As for the taxpaying body with different tax rate for enterprise income tax, disclosed explanations: Nil
2. Tax preference
3. Other
VII. Notes to the main items of financial statements
1. Monetary funds
In RMB
Item Ending balance Beginning balance
Cash 596,940.75 346,943.61
Bank deposit 19,185,451.51 22,203,345.93
Total 19,782,392.26 22,550,289.54
Other explanation
No accounts were mortgaged, frozen or restricted for their realization by other means, deposited overseas or with potential risk in
recovery among ending balance.
2. Financial assets measured by fair value and with variations reckoned into current gains/losses
Nil
3. Derivative financial assets
□Applicable √Not applicable
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
4. Notes receivables
Nil
5. Accounts receivable
(1) Accounts receivable by type
In RMB
Ending balance Beginning balance
Book balance Provision for bad debts Book balance Provision for bad debts
Type
Proporti Provisio Book value Proporti Provision Book value
Amount Amount Amount Amount
n ratio ratio
on on
Accounts
receivable
with large
single amount
1,466,400.49 54.20% 1,466,400.49 100.00% 1,464,505.49 29.36% 1,464,505.49 100.00%
and accrued
for provision
of bad debt on
a single basis
Accounts
receivable
accrued for
1,239,009.97 45.80% 778,812.69 62.86% 460,197.28 3,523,141.14 70.64% 890,762.12 25.28% 2,632,379.02
provision of
bad debt by
portfolio
100.00 100.00
Total 2,705,410.46 2,245,213.18 460,197.28 4,987,646.63 2,355,267.61 2,632,379.02
% %
Accounts receivable with large single amount and accrued for provision of bad debt on a single basis at period-end:
√ Applicable□ Not applicable
In RMB
Ending balance
Content of accounts receivable
Accounts receivable Provision for bad debts Provision ratio Reason for provision
Expected unrecoverable due to aging
Sanya Power Supply Company 775,304.98 775,304.98 100.00%
more than five years
Hainan Hong Kong & Macao Expected unrecoverable due to aging
464,563.21 464,563.21 100.00%
International Tourism Ltd. more than five years
Sanya City Council reception 101,652.32 101,652.32 100.00%
Expected unrecoverable due to aging
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
more than five years
LLC SOUTH CROSS
124,879.98 124,879.98 100.00%
TRAVELINN Had declared bankruptcy
Total 1,466,400.49 1,466,400.49 -- --
Accounts receivable accrued for provision of bad debt by aging analysis method in portfolio:
√ Applicable□ Not applicable
In RMB
Ending balance
Aging
Accounts receivable Provision for bad debts Provision ratio
Within 1 year
Within one year 381,125.85
Subtotal within one year 381,125.85
1-2 years 44,442.72 2,222.14 5.00%
2-3 years 12,696.88 1,904.53 15.00%
3-4 years 21,084.00 5,271.00 25.00%
4-5 years 20,491.00 10,245.50 50.00%
More than five years 759,169.52 759,169.52 100.00%
Total 1,239,009.97 778,812.69
Portfolio recognized:
Accounts receivable accrued for provision of bad debt by percentage of balance in portfolio:
□ Applicable√ Not applicable
Accounts receivable accrued for provision of bad debt by other methods in portfolio:
(2) Provision for bad debts accrued, regain or switch back in the Period
In the Period, 0 Yuan accrued for provision of bad debts; RMB 110,054.43 provision for bad debts regains or switch back in the
Period.
Including the followed significant amount: Nil
(3) Account receivables actually cancel after verification in Period
Nil
(4) Top five account receivables collected by arrears party at ending balance
Top five accounts receivable
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Book balance
Relationship Proportion in total
Name with the Aging accounts receivable
Company (%)
775,304.98 28.66
Non-related More than
Sanya Power Supply Company
party five years
464,563.21 17.17
Hainan Hong Kong & Macao Non-related More than
International Tourism Ltd. party five years
265,274.00 9.81
Sanya Haiyuan Aoda tourism Non-related
development co., Ltd. party 1-3 years
124,879.98 4.62
Non-related
LLC SOUTH CROSS TRAVELINN
party 1-2 years
122,729.22 4.54
Hainan Seascape Paradise International
Non-related
Co Ltd Sanya Wuzhizhou Island
party
Tourist Area 1-2 years
1,752,751.39 64.80
Total
(5) Account receivables recognition terminated due to transfer of financial assets
(6) Account receivables transferred and assets & liability formed by its continuous involvement
Other notes: Nil
6. Prepayments
(1) Aging analysis of repayment
In RMB
Ending balance Beginning balance
Aging
Amount Proportion Amount Proportion
Within 1 year 42,358.16 100.00% 40,778.52 100.00%
Total 42,358.16 -- 40,778.52 --
Reasons for significant repayment with over one year age without settle: Nil
(2) Top five prepayment collected by objects at ending balance
Other explanation:
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
7. Interest receivables
Nil
8. Dividend receivables
Nil
9. Other receivables
(1) Other receivables by type:
In RMB
Ending balance Beginning balance
Provision for bad
Book balance Book balance Provision for bad debts
Type debts
Book
Book value
Proporti Provision Proportio Provision value
Amount Amount Amount Amount
ratio ratio
on n
Other
receivables
with large
single
amount and 77,363,143.
77,363,143.31 98.79% 100.00% 77,363,143.31 98.64% 77,363,143.31 100.00%
31
accrued for
provision of
bad debt on
a single
basis
Other
receivables
accrued for 332,661.
946,271.35 1.21% 734,324.98 77.60% 211,946.37 1,064,685.19 1.36% 732,023.93 68.75%
26
provision of
bad debt by
portfolio
78,097,468. 332,661.
Total 78,309,414.66 100.00% 211,946.37 78,427,828.50 100.00% 78,095,167.24
29 26
Other receivables with large single amount and accrued for provision of bad debt on a single basis at period-end:
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
√ Applicable□ Not applicable
In RMB
Ending balance
Content of other receivables
Other receivables Provision for bad debts Provision ratio Reason for provision
Hainan Dadonghai Hotel Co.,
54,767,945.15 54,767,945.15 100.00% Unrecoverable
Ltd.
Cash dividends distributed in
16,899,000.00 16,899,000.00 100.00% Unrecoverable
1994-1996
Hainan Hong Kong & Macao
4,145,704.16 4,145,704.16 100.00% Unrecoverable
International Tourism Ltd.
Guangdong Jinma Tourism
1,200,494.00 1,200,494.00 100.00% Unrecoverable
Ltd.
Shareholder custody fee 350,000.00 350,000.00 100.00% Unrecoverable
Total 77,363,143.31 77,363,143.31 -- --
Other receivables accrued for provision of bad debt by aging analysis method in portfolio:
√ Applicable□ Not applicable
In RMB
Ending balance
Aging
Other receivables Provision for bad debts Provision ratio
Within 1 year
Within 1 year 120,020.36
Subtotal within one year 120,020.36
1-2 years 94,080.00 4,704.00 5.00%
2-3 years 3,000.00 450.00 15.00%
More than five years 729,170.99 729,170.99 100.00%
Total 946,271.35 734,324.98
Portfolio recognized:
Other accounts receivable accrued for provision of bad debt by percentage of balance in portfolio:
□ Applicable√ Not applicable
Other accounts receivable accrued for provision of bad debt by other methods in portfolio:
□ Applicable√ Not applicable
(2) Provision for bad debts accrued, regain or switch back in the Period
RMB 2,301.05 provision for bad debts accrued in the Period; and no regains or switch back in the Period.
Including the followed significant amount: Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
(3) Other account receivables actually cancel after verification in Period
Nil
(4) Other account receivables category by nature of money
In RMB
Nature of money Ending book balance Beginning book balance
Original relevant companies fund accounts 54,767,945.15 54,767,945.15
Contracting profit receivable 4,145,704.16 4,145,704.16
Distributing dividends receivable 18,099,494.00 18,099,494.00
Guarantee deposit 561,818.99 568,672.32
Advance money for custody fee 350,000.00 350,000.00
Other fund accounts 153,764.20 98,126.20
Petty money 86,446.24 158,687.15
Utilities 70,789.50 140,519.65
Money from invested items 30,500.00 30,500.00
Personal social security 、 Accumulation
37,952.42 63,179.87
fund
Project funds 3,700.00 3,700.00
Cash deposit for invoices 1,300.00 1,300.00
Total 78,309,414.66 78,427,828.50
(5) Top five other account receivables collected by arrears party at ending balance
In RMB
Proportion in total Ending balance of bad
Company name Nature of money Ending balance Aging
other receivables debt provision
Hainan Dadonghai Hotel Co., Contacts of original More than five
54,767,945.15 69.94% 54,767,945.15
Ltd. related units years
Cash dividends distributed in Dividends paid More than five
16,899,000.00 21.58% 16,899,000.00
1994-1996 receivable years
Hainan Hong Kong & Macao Contract profit More than five
4,145,704.16 5.29% 4,145,704.16
International Tourism Ltd. receivable years
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Guangdong Jinma Tourism Dividends paid Within five
1,200,494.00 1.53% 1,200,494.00
Ltd. receivable years
Replacement of More than five
Shareholder custody fee 350,000.00 0.45% 350,000.00
trustee fee years
Total -- 77,363,143.31 -- 98.79% 77,363,143.31
(6) Account receivables with government subsidies involved
Nil
(7) Other account receivables recognition terminated due to transfer of financial assets
Nil
(8) Other account receivables transferred and assets & liability formed by its continuous involvement
Nil
10. Inventories
(1) Classification of inventories
In RMB
Ending balance Beginning balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserve reserve
Stock materials 885,380.88 745,479.33 139,901.55 967,441.05 747,043.57 220,397.48
Stock
22,771.38 11,102.41 11,668.97 22,771.38 11,102.41 11,668.97
commodities
Food and
39,578.03 39,578.03 56,723.64 56,723.64
beverages
Fuels 26,926.88 26,926.88 18,267.20 18,267.20
Total 974,657.17 756,581.74 218,075.43 1,065,203.27 758,145.98 307,057.29
(2) Inventory depreciation reserve
In RMB
Increased in 2015 Decreased in 2015
Beginning
Item Reversing or Ending balance
balance Accrual Other Other
write-off
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Stock materials 747,043.57 1,564.24 745,479.33
Stock
11,102.41 11,102.41
commodities
Total 758,145.98 1,564.24 756,581.74
(3) Explanation on inventories with capitalization of borrowing costs included at ending balance
Nil
(4) Assets unsettled formed by construction contract which has completed at period-end
Nil
11. Divided into assets held for sale
Nil
12. Non-current assets maturing within one year
In RMB
Item Ending balance Beginning balance
Long-term differed expenses needed to be
532,500.00 196,354.90
amortized within one year
Total 532,500.00 196,354.90
Other note: amortization of the hotel's external wall decoration
13. Other non-current assets
Nil
14. Available-for-sale financial assets
(1) Available-for-sale financial assets
In RMB
Ending balance Beginning balance
Item Provision for Provision for
Book balance Book value Book balance Book value
impairment impairment
Available-for-sale equity
9,500,000.00 5,000,000.00 4,500,000.00 9,500,000.00 5,000,000.00 4,500,000.00
instruments:
Measured at cost 9,500,000.00 5,000,000.00 4,500,000.00 9,500,000.00 5,000,000.00 4,500,000.00
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Total 9,500,000.00 5,000,000.00 4,500,000.00 9,500,000.00 5,000,000.00 4,500,000.00
(2) Available-for-sale financial assets measured at fair value at period-end
Nil
(3) Available-for-sale financial assets measured at cost at the end of the period
In RMB
Book balance Provision for impairment Shareholdin Cash
Item Beginning Increase Decrease Ending Beginning Increase in Decrease Ending g ratio in dividends
balance in 2015 in 2015 balance balance 2015 in 2015 balance investee in 2015
Shenzhen
Difu
Investment
5,000,000.00 5,000,000.00 5,000,000.00 5,000,000.00 14.28%
&
Developm
ent Ltd
Sanya
Xiangyu
4,500,000.00 4,500,000.00 18.00%
E-business
Ltd.
Total 9,500,000.00 9,500,000.00 5,000,000.00 5,000,000.00 --
(4) Changes of impairment of available-for-sale financial assets in Period
Nil
(5) Fair value of the available-for-sale equity instrument drops significantly or not contemporarily without
depreciation reserves accrued
Nil
15. Held-to-maturity investment
(1) Held-to-maturity investment
Nil
(2) Important held-to-maturity investment at period-end
Nil
90
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(3) Reclassify of held-to-maturity investment in the period
Nil
16. Long-term account receivables
Nil
17. Long-term equity investments
In RMB
Changes in 2014
Investme
nt Adjustme
Cash Provisio Impairment
Additiona Capita gains/loss nt of Other
Beginning dividend n for O Ending provision at
Investee l l es other equity
balance or profit impairm th balance ending
investmen reduct recognize comprehe change
declare to ent er balance
t ion d by nsive s
issue losses
equity income
method
I. Joint venture
II. Associated enterprise
Hubei Jingsha
Dadonghai Club 4,566,207.42 4,566,207.42 4,566,207.42
Ltd.
Sanya Shun’an
5,150,166.84 5,150,166.84 5,150,166.84
Casino
Subtotal 9,716,374.26 9,716,374.26 9,716,374.26
Total 9,716,374.26 9,716,374.26 9,716,374.26
Other note: Nil
18. Investment real estate
(1) Investment real estate by cost measurement
□ Applicable √ Not applicable
(2) Investment real estate by fair value
□ Applicable √ Not applicable
91
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(3) Investment real estate without certificate of ownership
Nil
19. Fixed assets
(1) Fixed assets
In RMB
Buildings and Electronic Decoration and
Item Machines Vehicles Others Total
Constructions Equipments improvement
I. Original book value:
1.Beginning balance 155,421,287.59 13,858,617.00 2,091,322.77 2,915,951.78 2,244,075.09 10,114,923.89 186,646,178.12
2. Increase in 2015 2,900.00 95,403.00 99,028.00 197,331.00
(1) Purchase 2,900.00 95,403.00 99,028.00 197,331.00
(2) transfer in of
the construction project
(3) the increase in
business combination
3. Decrease in 2015 720,046.00 447,140.82 283,650.80 9,656,191.50 11,107,029.12
(1) Disposal or
720,046.00 447,140.82 283,650.80 9,656,191.50 11,107,029.12
scrap
4.Ending balance 155,421,287.59 13,141,471.00 2,091,322.77 2,564,213.96 2,059,452.29 458,732.39 175,736,480.00
II. Accumulated
depreciation
1.Beginning balance 72,118,907.64 9,172,279.82 929,608.42 2,230,875.59 1,550,861.86 9,907,638.08 95,910,171.41
2. Increase in 2015 3,285,224.22 303,287.35 172,182.48 276,348.49 165,240.93 102,871.39 4,305,154.86
(1) Disposal or
3,285,224.22 303,287.35 172,182.48 276,348.49 165,240.93 102,871.39 4,305,154.86
scrap
3. Decrease in 2015 661,019.82 408,989.16 239,536.84 9,656,191.50 10,965,737.32
(1) Disposal or
661,019.82 408,989.16 239,536.84 9,656,191.50 10,965,737.32
scrap
4.Ending balance 75,404,131.86 8,814,547.35 1,101,790.90 2,098,234.92 1,476,565.95 354,317.97 89,249,588.95
III ． Depreciation reserve
92
司公限有份股心中游旅海东大南海 2015 文全告报度年年
1.Beginning balance 31,685,159.76 2,527,851.26 21,643.05 199,992.57 34,434,646.64
2. Increase in 2015 792,028.88 792,028.88
(1) Withdraw 792,028.88 792,028.88
3. Decrease in 2015 19,771.05 19,771.05
(1) Disposal or
19,771.05 19,771.05
scrap
4.Ending balance 32,477,188.64 2,527,851.26 1,872.00 199,992.57 35,206,904.47
IV ． Book value of fixed
assets
(1) Book value at the end
47,539,967.09 1,799,072.39 989,531.87 464,107.04 382,893.77 104,414.42 51,279,986.58
of the period
(2) Book value at the
51,617,220.19 2,158,485.92 1,161,714.35 663,433.14 493,220.66 207,285.81 56,301,360.07
beginning of the period
(2) Fixed assets temporarily idled
In RMB
Accumulated Provision for
Item Original book value Book value Remark
depreciation impairment
24 inches Shanrui cup 153,919.64 5,433.83 140,788.83 7,696.98
Furniture cleaning
20,322.04 5,434.94 13,871.00 1,016.10
machine
Four heads coffee
7,758.14 2,070.23 5,300.00 387.91
machine
Thermal cabinet 26,202.02 6,917.92 17,974.00 1,310.10
Milk shaker 9,221.94 184.00 9,037.94
VIP card stamping and
13,286.80 266.00 13,020.80
coloring machine
(3) Fixed assets rented by finance leases
Nil
(4) Fixed assets leased in the operating leases
Nil
93
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(5) Fixed assets without certificate of title completed
Nil
20. Construction in process
Nil
21. Engineering materials
Nil
22. Disposal of fixed assets
Nil
23. Productive biological assets
(1) Measured by cost
□ Applicable√ Not applicable
(2) Measured by fair value
□ Applicable√ Not applicable
24. Oil-and-gas assets
□ Applicable√ Not applicable
25. Intangible assets
(1) Intangible assets
In RMB
Non-patent
Item Land use right Patent right Total
technology
I. Original book value
1. Beginning balance 87,315,277.74 87,315,277.74
2. Increase in the period
(1) Purchase
(2) Internal R&D
94
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(3) Increase in
enterprise merger
3. Decrease in the
period
(1) Disposal
4. Ending balance 87,315,277.74 87,315,277.74
II. Accumulated
amortization
1. Beginning balance 30,751,269.08 30,751,269.08
2. Increase in the period 868,727.16 868,727.16
(1) Withdraw 868,727.16 868,727.16
3. Decrease in the
period
(1) Disposal
4. Ending balance 31,619,996.24 31,619,996.24
III. Depreciation reserve
1. Beginning balance 29,343,890.98 29,343,890.98
2. Increase in the period
(1) Withdraw
3. Decrease in the
period
(1) Disposal
4. Ending balance 29,343,890.98 29,343,890.98
IV. Booking value
1. Ending book value 26,351,390.52 26,351,390.52
2. Beginning book
27,220,117.68 27,220,117.68
value
The proportion of intangible assets balance accounted for by the company's internal R & D by the end
(2) Land use right without certificate of title completed
Nil
95
司公限有份股心中游旅海东大南海 2015 文全告报度年年
26. Development expenditure
Nil
27. Goodwill
Nil
28. Long-term deferred expenses
In RMB
Increase in the Amortization in the
Item Beginning balance Other decreases Ending balance
period period
B building coating
1,508,750.00 1,508,750.00
project
Total 1,508,750.00 1,508,750.00
Other note
29. Deferred income tax assets / deferred income tax liabilities
Nil
30 .Other non-current assets
Nil
31 .Short-term loans
Nil
32. Financial liabilities measured at fair value through current profit and loss
Nil
33. Derivative financial liabilities
□ Applicable√ Not applicable
34. Note payable
Nil
96
司公限有份股心中游旅海东大南海 2015 文全告报度年年
35. Accounts payable
(1) Details of accounts payable are as follows
In RMB
Item Ending balance Beginning balance
Within 1 year (including 1 year) 923,373.39 798,580.05
1-2 years (including 2 years) 205,220.78 562,577.83
2-3 years (including 3 years) 334,316.59 145,272.00
Over 3 years 952,691.61 883,915.31
Total 2,415,602.37 2,390,345.19
(2) Accounts payable with major amount and aging of over one year
Nil
36. Accounts received in advance
(1)Accounts received in advance
In RMB
Item Ending balance Beginning balance
Within 1 year (including 1 year) 601,642.54 861,565.30
1-2 years (including 2 years) 133,860.80 48,544.76
2-3 years (including 3 years) 23,959.76 77,206.88
Over 3 years 394,391.85 372,928.97
Total 1,153,854.95 1,360,245.91
(2) Accounts received in advance with major amount and aging of over one year
Nil
(3) Assets settled formed by construction contract which has un-completed at period-end
Nil
37. Employee compensation payable
(1)Classification of employee compensation payable
97
司公限有份股心中游旅海东大南海 2015 文全告报度年年
In RMB
Item Beginning balance Increase in the period Decrease in the period Ending balance
I. Short-term employee benefits 3,451,674.05 9,046,693.47 10,348,003.12 2,150,364.40
II. Post-employment benefits -
790,155.98 790,155.98
defined contribution plans
Total 3,451,674.05 9,836,849.45 11,138,159.10 2,150,364.40
(2) Short-term employee benefits
In RMB
Item Beginning balance Increase in the period Decrease in the period Ending balance
1.Salary, bonus, allowance and
2,639,312.64 7,093,820.53 8,437,278.53 1,295,854.64
subsidy
2.Employee welfare 1,213,510.51 1,213,510.51
3.Social insurance premium 391,912.68 391,912.68
Of which ： including: medical
343,997.15 343,997.15
insurance expenses
Work injury insurance
20,128.15 20,128.15
expenses
Maternity insurance 27,787.38 27,787.38
4.Housing provident funds 103,600.88 103,600.88
5.Labor union expenditures
and employee education 812,361.41 243,848.87 201,700.52 854,509.76
expenses
Total 3,451,674.05 9,046,693.47 10,348,003.12 2,150,364.40
(3) Details of defined contribution plans
In RMB
Item Beginning balance Increase in the period Decrease in the period Ending balance
1.Basic endowment
744,715.22 744,715.22
insurance expenses
2.Unemployment
45,440.76 45,440.76
insurance expenses
Total 790,155.98 790,155.98
98
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Other note: Nil
38 .Taxes and surcharges payable
In RMB
Item Ending balance Beginning balance
VAT 135,982.62 135,982.62
Business tax 127,228.90 86,744.38
Enterprise income tax -1,702,702.80 -1,702,702.80
Individual income tax 6,804.20 16.52
Urban maintenance and construction tax 6,105.02 6,072.11
Educational surtax 4,360.73 4,337.22
Property tax 204,986.70
Land use tax 108,590.94
Total -1,422,221.33 -1,155,972.31
Other note: Nil
39. Interest payable
Nil
40. Dividend payable
Nil
41 .Other payables
(1) Other payables by items
In RMB
Item Ending balance Beginning balance
Fine for rule-breaking operation on the
19,810,000.00 19,810,000.00
stock of the Company
Audit fee 285,003.21 285,003.21
Project funds 1,246,613.78 287,277.05
Agency fund 453,720.42 403,164.88
99
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Quality retention money Cash deposit
） （ 248,196.75 248,196.75
Guarantee deposit 430,809.90 1,175,809.90
membership of Board director 、 the board
148,506.98 148,506.98
of supervisors
Personal fund accounts 91,041.38 363,635.61
Other fund accounts 938,635.86 897,776.73
Total 23,652,528.28 23,619,371.11
(2) Other payables with large amount and aging of over one year
In RMB
Company name Ending balance Reason for non-repayment or carryover
China Securities Regulatory Commission 19,810,000.00 Financial difficulty
Hong Kong Deloitte & Touche LLP 285,003.21 No settlement
Sanya Shuxin Building Waterproofing Co.
170,000.00 No settlement
Ltd
China Building Decoration Company
161,111.03 No settlement
Hannan Branch
Total 20,426,114.24 --
Other notes: Nil
42. Divided into liability held for sale
Nil
43. Non-current liability due within one year Nil
44. Other current liability
Nil
45. Long-term loans
Nil
100
司公限有份股心中游旅海东大南海 2015 文全告报度年年
46. Bond payable
Nil
47. Long-term payable
Nil
48. Long-term employee salary payable
Nil
49. Specific payable
Nil
50. Estimates liabilities
Nil
51. Deferred income
Nil
52. Other non-current liability
Nil
53 .Share capital
In RMB
Increase or decrease (+, － )
Beginning Share capital
Ending balance
balance
New issue Shares granted converted from Others Sub-total
reserve fund
Total shares 364,100,000.00 364,100,000.00
Other note: Nil
54. Other equity instruments
Nil
101
司公限有份股心中游旅海东大南海 2015 文全告报度年年
55 .Capital reserves
In RMB
Item Beginning balance Increase in the period Decrease in the period Ending balance
Capital (share capital)
33,336,215.58 33,336,215.58
premium
Other capital reserves 20,806,634.43 20,806,634.43
Total 54,142,850.01 54,142,850.01
Other instructions, including changes in the current period, reasons for the change: Nil
56. Treasury stock
Nil
57. Other comprehensive income
Nil
58. Reasonable reserves
Nil
59. Surplus reserves
Nil
60 .Undistributed profits
In RMB
Item The period Last period
Undistributed profit of period-begin after
-333,827,515.68 -336,331,002.15
adjustment
Plus: net profit attributable to owner of parent
-7,477,866.40 2,503,486.47
company in the period
Undistributed profits of period-end -341,305,382.08 -333,827,515.68
Adjustment of undistributed profit at period-begin:
1) For the retroactive adjustment based on Accounting Standards for Business Enterprises and other relevant regulations, affected
undistributed profit at period-begin of 0 Yuan
2) For changes of accounting policies, affected undistributed profit at period-begin of 0 Yuan
3) For correction on major accounting errors, affected undistributed profit at period-begin of 0 Yuan
102
司公限有份股心中游旅海东大南海 2015 文全告报度年年
4) For changes of consolidation scope from same controlling, affected undistributed profit at period-begin of 0 Yuan
5) Other adjustment totally affected undistributed profit at period-begin of 0 Yuan
61 .Operating income and operating cost
In RMB
Amount as the period Amount as last period
Item
Income Cost Income Cost
Main business 15,885,922.90 626,661.16 20,202,134.10 337,785.89
Total 15,885,922.90 626,661.16 20,202,134.10 337,785.89
62 .Business tax and surcharges
In RMB
Item Amount as the period Amount as last period
Business tax 819,179.54 1,013,927.25
Urban maintenance and construction tax 57,342.58 70,974.91
Educational surtax 40,958.98 50,696.38
Total 917,481.10 1,135,598.54
Other note: Nil
63 .Selling expenses
In RMB
Item Amount as the period Amount as last period
Salary 4,398,716.49 3,148,970.88
Depreciation 3,998,200.62 4,219,719.22
Water and electricity fee 1,298,494.95 1,323,395.39
Repair charges 831,104.60 615,830.33
Other expenses 2,441,944.71 2,475,496.07
Total 12,968,461.37 11,783,411.89
Other note: Nil
64 .Administrative expenses
In RMB
103
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Item Amount as the period Amount as last period
Staff salary and welfare 3,176,631.18 4,088,037.72
Taxes 1,253,059.06 1,265,633.31
Business entertainment 1,496,691.06 941,322.90
Labor insurance expenses 503,883.72 1,116,266.44
Amortization of site use right 868,727.16 868,727.16
Other expenses 2,973,270.68 3,143,215.34
Total 10,272,262.86 11,423,202.87
Other note: Nil
65 .Financial expenses
In RMB
Item Amount as the period Amount as last period
Less: interest income -172,796.40 -71,232.46
Handling charges 63,582.60 110,748.81
Total -109,213.80 39,516.35
Other note: Nil
66. Losses on assets impairment
In RMB
Item Amount as the period Amount as last period
I. Losses on bad debt -107,753.38 212,606.59
VII. Loss on fixed asset impairment 792,028.88
Total 684,275.50 212,606.59
Other note:
Losses on assets impairment of the current period increased by RMB 471,668.91 on a year-on-year basis, or an increase of 221.85%,
mainly due to withdraw bad debt provision on the construction of seafood mill, box engineering and multi-functional conference hall
which set up illegally, according to No. B082 、 B083[2015] literature of Sanya Jiyan district City Administration Bureau (the
appearance of Sanya city for Dadonghai).
67. Gains from changes of fair value
Nil
104
司公限有份股心中游旅海东大南海 2015 文全告报度年年
68. Gains on investment
In RMB
Item Amount as the period Amount as last period
Investment income of available-for-sale
2,020,000.00
financial assets in holding period
Investment income obtained from disposal of
2,000,000.00
available-for-sale financial assets
Other creditor’s right income from investment 422,000.00
Total 422,000.00 4,020,000.00
Other note: Nil
69 .Non-operating incomes
In RMB
Amount included in current
Item Amount as the period Amount as last period
non-recurring profits or losses
Total gains on disposal of
3,126,454.22
non-current assets
Including: gain on disposal of
3,126,454.22
fixed assets
Income from compensation 105,919.00 91,123.01 105,919.00
Confiscated income 1,194,445.50 1,194,445.50
Others 342,738.77 2,768.04 342,738.77
Total 1,664,926.64 3,220,345.27 1,664,926.64
Government subsidy reckoned into current gains/losses Nil
：
Other note:
Confiscated income of non-operating income is RMB 1,194,445.50 due to previous second largest stockholder Pan Guoping’s
corporate stock earning in rule-breaking operations; Others income of non-operating income is RMB 342,738.77 due to previous
general manager Sun Hongjie of South China Grand Hotel hands in the profit target because of the target management responsibility
literature.
70. Non-operating expenses
In RMB
Amount included in current
Item Amount as the period Amount as last period
non-recurring profits or losses
105
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Total losses on disposal of
90,560.75 6,870.77 90,560.75
non-current assets
Including: loss on disposal of
90,560.75 6,870.77
fixed assets
Amercement outlay 200.00 200.00
Overdue fine 27.00 27.00
Total 90,787.75 6,870.77 90,787.75
Other note: Nil
71 .Income tax expenses
Nil
72 .Other comprehensive income
More details can be seen in Note.
73. Notes to statement of cash flows
(1) Other cash receipts related to operating activities
In RMB
Item Amount as the period Amount as last period
Confiscated income 1,194,445.50
Interest income 172,796.40 71,232.46
Handling charges for price adjustment fund 346,472.00 343,404.00
Current account from Maming 240,000.00
Compensation for articles in the guest
105,919.00 91,123.01
rooms
Others 21,748.00 163,950.73
Individual social insurance 307,260.55
Electricity fee 40,547.95
Receive current account of Sanya Haiyuan
2,808,368.63
Hotel Management Ltd.
106
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Total 2,081,380.90 3,825,887.33
Note of other cash receipts related to operating activities: Nil
(2) Cash paid for other operating activities
In RMB
Item Amount as the period Amount as last period
Business entertainment expenses 1,476,274.02 1,017,733.30
Traveling expenses 643,482.95 906,196.32
Office expenses 38,972.69 11,557.60
Listing fee 80,000.00 80,000.00
Repair charge 109,586.10 19,824.50
Postage 47,493.71 38,624.99
Fuel fee, electricity fee and gas fee 114,360.00 114,961.00
Audit fee 402,000.00 352,000.00
Announcement fee 240,202.00 280,000.00
Directors and supervisors membership
282,644.70 278,437.35
dues
Price adjustment fund 338,670.00 342,036.00
Individual workers insurance fee and
519,817.96 307,260.55
housing fund
Financial costs 63,582.60 110,748.81
Guarantee deposit from Sun Hongjie 657,261.23
Current account of Luoniushan Co., Ltd. 800,000.00
Other expenses 441,379.62 266,877.82
Total 5,455,727.58 4,926,258.24
Note of cash paid for other operating activities: Nil
(3) Cash received with other investment activities concerned
Nil
107
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(4) Cash paid for other investment activities
Nil
(5) Cash received with other financing activities concerned
Nil
(6) Cash paid for other financing activities
Nil
74 .Supplementary information to statement of cash flows
(1) Supplementary information to statement of cash flows
In RMB
Supplementary information Amount as the period Amount as last period
(1) Net profit adjusted to cash flows from operating activities: -- --
Net profit -7,477,866.40 2,503,486.47
Plus: provision for asset impairment 684,275.50 212,606.59
Depreciation of fixed assets, gas and oil assets and productive biological
4,305,154.86 4,552,530.56
assets
Amortization of intangible assets 868,727.16 894,941.04
Amortization of long-term deferred expenses 285,104.90 386,191.87
Loss on disposals of fixed assets, intangible assets and other long-term
90,560.75 -3,119,583.45
assets ("-" for gains)
Investments loss ("-" for gains) -422,000.00 -4,020,000.00
Decrease in inventories ("-" for increases) 90,546.10 11,329.70
Decrease in operating receivables ("-" for increases) 2,399,070.37 3,415,356.20
Increase in operating payables ("-" for decreases) -2,569,099.52 -2,404,790.90
Net cash flows from operating activities -1,745,526.28 2,432,068.08
2. Significant investing and financing activities not involving cash
-- --
receipts and payments:
3. Net changes in cash and cash equivalents: -- --
Ending balance of cash 19,782,392.26 22,550,289.54
108
司公限有份股心中游旅海东大南海 2015 文全告报度年年
Less: Beginning balance of cash 22,550,289.54 6,835,685.46
Net increase in cash and cash equivalents -2,767,897.28 15,714,604.08
(2) Net cash paid for subsidiary obtained in Period
Nil
(3) Net cash received from disposal of subsidiary in Period
Nil
(4) Breakdowns of cash and cash equivalents
In RMB
Item Ending balance Beginning balance
I. Cash 19,782,392.26 22,550,289.54
Including: cash on hand 596,940.75 346,943.61
Bank deposit available for payment at any
19,185,451.51 22,203,345.93
time
III. Ending balance of cash and cash
19,782,392.26 22,550,289.54
equivalents
Other note: Nil
75. Notes on items of changes of owner’s equity
Name and adjusted amount on “Other” at balance of year-end of last year: Nil
76. Assets with ownership or right-to-use restricted
Nil
77. Foreign currency monetary items
(1) Foreign currency monetary items
Nil
109
司公限有份股心中游旅海东大南海 2015 文全告报度年年
(2) Explanation on foreign operational entity, as for major foreign operational entity, disclosed foreign
main operation land, book-keeping currency and basis; and disclosed reasons if the book-keeping currency
changed
□ Applicable√ Not applicable
78. Hedging
Disclose hedging items by type of hedging as well as relevant arbitrage tool, qualitative and quantitative information for arbitrage
project: Nil
79. Other
Nil
VIII. Changes of consolidation scope
1. Enterprise consolidation not under the same control
(1) Enterprise consolidation not under the same control in reporting period
Nil
(2) Consolidation cost and goodwill
Nil
(3) Identifiable assets, liability of the acquiree on purchasing date
Nil
(4) Gains or losses of the equity held before purchasing date, arising from re-measured by fair value
Realized enterprise combine step by step through multi-trading and dealing obtained controlling rights in Period
□Yes √No
(5) On purchasing date or current combine period, fails to determine the combination consideration or
acquiree’s fair value of identifiable assets and liabilities rationally
Nil
(6) Other notes
Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
2. Enterprise consolidation under the same control
(1) Business combination under the same control during this period
Nil
(2) Combined cost
Nil
(3) Book value of the consolidated assets and liabilities on the consolidated date
Nil
3. Counter purchase
Basic information of transactions, basis of transactions constituting counter purchase, whether assets and liabilities reserved by listed
companies constituting business and their basis, confirmation of combined cost, the amount occurred when adjusting rights and
interests in accordance with equity transaction and its calculation: Nil
4. Disposal of subsidiaries
Losing controlling rights while dispose subsidiary on one-time
□Yes √No
Dispose subsidiary step by step through multi-dealings and losing controlling rights in the Period
□Yes √No
5. Changes of combination scope
Other reasons contributed the changes for combination scope (e.g. new subsidiary established, liquidate subsidiary etc.): Nil
6. Other
The scope of consolidation (aggregation) of financial statements covers the headquarter of the Company and the
subsidiary South China Grand Hotel of Hainan Dadonghai Tourism Center (Holdings) Co., Ltd., which is subject
to independent accounting.
There is no change in scope of consolidation (aggregation) of the financial statements of the Company in 2015.
IX. Equity in other entity
1. Equity in the subsidiary
Nil
2. Changes in the owner's equity share of the subsidiary and the transaction is still controlled subsidiary
Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
3. Equity in arrangement of joint venture or associated enterprises
Nil
4. Important common management
Nil
5. Equity in structured entities not included in the consolidated financial statements
Note of structured entities not included in the consolidated financial statements: Nil
6. Other
Nil
X. The risk associated with financial instruments
The Company faces a variety of financial risks in business process: credit risk, market risk and liquidity risk. The
Company’s Board of Directors is overall responsible for risk management objectives and determining policies,
and bears the ultimate responsibility for risk management objectives and policies, but the board has authorized the
Company’s enterprise management department to design and executive the procedure which could guarantee the
effective implementation of risk management objectives and policies. The Company’s internal auditors will audit
the policies and procedures of risk management as well, and will report the discovery to Audit Committee.
The overall objective of the Company’s risk management is to set the risk management policies to reduce risks as
possible without giving excessive influence to competitiveness and strain capacity of the Company.
(I) Credit risk
Credit risk is the risk of financial loss on one party of a financial instrument due to the failure of another party to
meet its obligations. The Company mainly faces credit risk generated from customers through credit sales. The
Company will understand and assess the credit risk of the new customer before signing the new contract. The
Company makes credit rating for existing customers and aging analysis of accounts receivable to ensure the
Company’s overall credit risk falls within a controllable range.
(II) Market risk
Market risk is the risk of financial instruments’ fair value and future cash flow fluctuating due to change of market
price, including currency risk, interest risk and other pricing risk.
(III) Liquidity risk
Liquidity risk is the risk that an enterprise may encounter deficiency of funds in fulfilling the obligations when
paying cash or settle in way of other financial assets. The policy of the Company is to ensure there are enough
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
cash to pay back mature debts. The liquidity risk is centralized controlled by the Company’s accounting
department. The accounting department ensure the Company to possess enough cash to pay back the debts in all
reasonable foreseeable circumstances through monitor the balance of cash, monitor the securities that can be
converted into cash at any time and rolling forecasts of future cash flows in twelve months.
XI. Disclosure of fair value
Nil
XII. Related parties and related party transactions
1. Parent company of the company
Nil
2. Subsidiary of the Company
More detail of subsidiary of the Company can be seen in Note.
3. Joint-venture and affiliated enterprise of the Company
Nil
4. Other related parties
Name Relationship with the Company
Luoniushan Co., Ltd. The largest shareholder
Other notes
As of December 31, 2015, Luoniushan Co., Ltd., as the largest shareholder, held 61,190,300 shares (16.81% of the total share capital
of the Company).
5. Related party transactions
(1) Sale of goods/rendering of labor services/labor service offering
Sale of goods/rendering of labor services
Nil
Goods sold and labor service offering
In RMB
Contents of related party
Related party Amount as the period Amount as last period
transactions
Luoniushan Co., Ltd. Accommodation 28,981.89 76,626.70
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Note of sale of goods/rendering of labor services/labor service offering: Nil
(2) Related trusteeship/contract and delegated administration/outsourcing
Nil
(3) Related leasing
Nil
(4) Related guarantee
Nil
(5) Borrowed funds of related party
Nil
(6) Related party’s assets transfer and debt reorganization
Nil
(7) Remuneration of key management
In RMB
Item Amount as the period Amount as last period
Key management compensation 1,147,100 914,600
(8) Other related transactions
6. Receivables and payables of related parties
(1) Receivable
In RMB
Ending balance Beginning balance
Name Related party Provision for bad Provision for bad
Book balance Book balance
debt debt
Accounts receivable Luoniushan Co., Ltd. 8,413.23 4,749.00
(2) Payables
Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
7. Related party commitment
Nil
8. Other
Nil
XIII. Share-base payment
1. Overall performance of share-base payment
□ Applicable√ Not applicable
2. Share-base payment settled by equity
□ Applicable√ Not applicable
3. Share-base payment settled by cost
□ Applicable√ Not applicable
4. Modification and termination of share-base payment
Nil
5. Other
Nil
XIV. Commitments and contingencies
1. Material commitments
Major commitments on balance sheet date
No commitments should be disclosed
2. Contingencies
(1) Major contingencies on balance sheet date
No contingencies should be disclosed
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
(2) For no major contingencies disclosed, explain reasons
The Company has no major contingencies should be disclosed
3. Other
XV. Event after balance sheet date
1. Major non-adjustment events
Nil
2. Profit distribution
Nil
3. Sales return
Nil
4. Explanation on other events after balance sheet date
On 24 March 2016, being decision from 8th meeting of 8th session of the Board, the Company plans no profit
distribution and capitalizing of common serves either.
XVI. Other significant events
1 .Correction of accounting errors in previous period
(1) Retrospective restatement method
Nil
In RMB
(2) Prospective application method
Nil
2. Debt reorganization
Nil
3. Assets replacement
(1) Non-monetary assets replacement: Nil
(2) Others assets replacement: Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
4. Annuity plan
5. Termination of operation
Nil
6. Segment information
Nil
7. Major trading and items shows influence on investors’ decision-making
Nil
8. Other
The target management responsibility literature signed between the Company and Mr. Sun Hongjie concerning
South China Grand Hotel has been terminated in May of 2015.
XVII. Note on financial statement of parent company
1. Accounts receivable
(1) Accounts receivable by type
Nil
Accounts receivable with large single amount and accrued for provision of bad debt on a single basis at period-end:
□ Applicable√ Not applicable
Accounts receivable accrued for provision of bad debt by aging analysis method in portfolio:
□ Applicable√ Not applicable
Accounts receivable accrued for provision of bad debt by percentage of balance in portfolio: Nil
□ Applicable√ Not applicable
Accounts receivable accrued for provision of bad debt by other methods in portfolio: Nil
(2) Provision for bad debts accrued, regain or switch back in the Period
Nil
(3) Account receivables actually cancel after verification in Period
Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
(4) Top five account receivables collected by arrears party at ending balance
(5) Account receivables recognition terminated due to transfer of financial assets
(6) Account receivables transferred and assets & liability formed by its continuous involvement
Other note: Nil
2. Other receivables
(1) Other receivables by type
Nil
Other receivables with large single amount and accrued for provision of bad debt on a single basis at period-end:
□ Applicable√ Not applicable
Other receivables accrued for provision of bad debt by aging analysis method in portfolio:
□ Applicable√ Not applicable
Other accounts receivable accrued for provision of bad debt by percentage of balance in portfolio:
□ Applicable√ Not applicable
Other accounts receivable accrued for provision of bad debt by other methods in portfolio:
□ Applicable√ Not applicable
(2) Provision for bad debts accrued, regain or switch back in the Period
Nil
(3) Other receivables actually written off in the reporting period
Nil
(4) Other account receivables category by nature of money
Nil
(5) Top five other account receivables collected by arrears party at ending balance
Nil
(6) Account receivables with government subsidies involved
Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
(7) Other account receivables recognition terminated due to transfer of financial assets
Nil
(8) Other account receivables transferred and assets & liability formed by its continuous involvement
Nil
3. Long-term equity investment
Nil
4. Operation income and operation cost
Nil
5. Investment income
Nil
6. Other
Nil
XVIII. Supplementary information
1. Details of current non-recurring profits and losses
√Applicable □Not applicable
In RMB
Item Amount Remark
Profits or losses from disposal of non-current assets -90,560.75
Fund occupancy expenses collected from
non-financial enterprises and accounted into current 422,000.00
profit and loss
Other non-operating income and expense other than
1,664,699.64
the abovementioned ones
Total 1,996,138.89 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
119
司公限有份股心中游旅海东大南海 2015 文全告报度年年
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable√ Not applicable
2. REO and earnings per share
Earnings per share
Profits during report period Weighted average ROE Diluted EPS
Basic EPS (Yuan/share)
(Yuan/share)
Net profits belong to common stock stockholders
-9.27% -0.0205 -0.0205
of the Company
Net profits belong to common stock stockholders
of the Company after deducting nonrecurring gains -11.74% -0.0260 -0.0260
and losses
3. Difference of the accounting data under accounting rules in and out of China
(1) Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable√ Not applicable
(2) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable√ Not applicable
(3) Explanation on data differences under the accounting standards in and out of China; as for the
differences adjustment audited by foreign auditing institute, listed name of the institute
Nil
4. Other
Nil
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司公限有份股心中游旅海东大南海 2015 文全告报度年年
Section XI. Documents available for references
I. Financial statement with signature and seal of legal person, person in charge of accounting works and person in
charge of accounting organ(accountant in charge);
II. Original audit report seal with accounting firms and signature and seal from CPA;
III. The original manuscripts of all documents and announcements of the Company publicly disclosed on
Securities Times and Hong Kong Commercial Daily during the report period
The above said documents are prepared in the security department of the Company
Board of Directors of
HAINAN DADONGHAI TOURISM CENTER (HOLDINGS) CO., LTD.
Chairman: Li Yuanbin
24 March 2016
121
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