深圳市深宝实业股份有限公司 2015 年年度报告全文
深圳市深宝实业股份有限公司
SHENZHEN SHENBAO INDUSTRIAL CO., LTD.
ANNUAL REPORT 2015
April 2016
1
深圳市深宝实业股份有限公司 2015 年年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Shenbao Industrial 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.
Chairman of the Company Mr. Zheng Yuxi, General Manager Mr. Yan Zesong,
Chief Financial Officer Ms. Wang Zhiping and Financial Management
Department Manager Mr. Xu Qiming hereby confirm that the Financial Report
of Annual Report 2015 is authentic, accurate and complete.
All Directors are attended the Board Meeting for deliberation of this Report.
Concerning the forward-looking statements with future planning involved in the
annual report, they do not constitute a substantial commitment for investors,
Securities Times, China Securities Journal, Hong Kong Commercial Daily and
Juchao Website (www.cninfo.com.cn) are the media appointed by the Company
for information disclosure, all information of the Company disclosed in the
above mentioned media should prevail. Investors are advised to exercise caution
of investment risks.
The Company has analyzed the risk factors that the company may exist and its
countermeasures in the report, investors are advised to pay attention to read
“Prospect for future development of the Company” in the report of Section
IV-Report of Management Analysis.
The profit distribution plan that deliberated and approved by the Board is:
based on total stock issue of 301,080,184 up to 31 Dec. 2015, carried out 5 shares
drawing from capital reserves for every 10-share hold by all shareholders, 0 cash
dividend and 0 bonus share issued.
This report has been prepared in Chinese and English version respectively. In
the event of difference in interpretation between the two versions, Chinese
report shall prevail.
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Contents
Section I Important Notice, Contents and Paraphrase ................................................................. 2
Section II Company Profile and Main Finnaical Indexes ............................................................. 9
Section III Summary of Company Business .................................................................................. 9
Section IV Discussion and Analysis by the Management Team ................................................... 11
Section V Important Events .......................................................................................................... 27
Section VI Changes in shares and particular about shareholders............................................... 34
Section VII Particulars about Directors, Supervisors,Senior Executives and Employees4 错误!
未定义书签。
Section VIII Corporate Governance .................................................................错误!未定义书签。
Section IX Financial Report ...............................................................................错误!未定义书签。
Section X Documents available for reference ...................................................错误!未定义书签。
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Paraphrase
Items Refers to Contents
Shenshenbao/Shenbao Company/ Listed
Refers to Shenzhen Shenbao Industrial Co., Ltd.
Company /the Company/
Shenzhen Shenbao Huacheng Science and Technology
Shenbao Huacheng Refers to
Co.,Ltd
Wuyuan Ju Fang Yong Refers to Ju Fang Yong Tea Industry Co., Ltd. in Wuyuan County
Hangzhou Ju Fang Yong Refers to Hangzhou Ju Fang Yong Holding Co., Ltd.
Shenbao Yuxing Refers to Fujian Mount Wuyi Shenbao Yuxing Tea Co., Ltd.
Shenbao Technology Center Refers to Shenzhen Shenbao Technology Center Co., Ltd.
Huizhou Shenbao Science & Technology Refers to Huizhou Shenbao Science & Technology Co., Ltd.
Shenzhen Shenbao Sanjing Food & Beverage Development
Shenbao Sanjing Refers to
Co., Ltd
Shenbao Industrial & Trading Refers to Shenzhen Shenbao Industrial & Trading Co., Ltd.
Shenbao Properties Refers to Shenzhen Shenbao Properties Management Co., Ltd.
Shenshenbao Investment Refers to Shenzhen Shenshenbao Investment Co., Ltd.
Yunnan Shenbao Pu’er Tea Supply Chain Management Co.,
Yunnan Supply Chain Refers to
Ltd
Shenbao Shengyuan Refers to Shenbao Shengyuan (Beijing) Food Co., Ltd.
Fuhaitang Ecological Refers to Fuhaitang Tea Ecological Technology Co., Ltd.
Chunshi Network Refers to Hangzhou Chunshi Network Technology Co.,Ltd.
Jufangyong Trading Refers to Hangzhou Jufangyong Trading Co., Ltd
Shenshenbao Tea Culture Refers to Shenzhen Shenshenbao Tea Culture Management Co., Ltd.
Pu’er Tea Trading Center Refers to Yunnan Pu’er Tea Trading Center Co., Ltd.
Agricultural Products Refers to Shenzhen Agricultural Products Co., Ltd
Shenzhen Investment Holding Refers to Shenzhen Investment Holding Co., Ltd
Shenzhen Municipal People’s Government State-owned
Shenzhen SASAC Refers to
Assets Supervision & Administration Commission
CSRC Refers to China Securities Regulation Commission
SSE Refers to Shenzhen Stock Exchange
Dahua CPA Refers to Dahua Certified Public Accountants (LLP)
Article of Association of Shenzhen Shenbao Industrial Co.,
Article of Association Refers to
Ltd
RMB/10 thousand Yuan Refers to CNY/ten thousand Yuan
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Section II Company Profile and Main Finnaical Indexes
I. Company information
SHENSHENBAO-A,
Short form for share Stock code 000019, 200019
SHENSHENBAO-B
Listing stock exchange Shenzhen Stock Exchange
Chinese name of the
深圳市深宝实业股份有限公司
Company
Abbr. of Chinese name of
the Company(if 深宝
applicable)
English name of the
SHENZHEN SHENBAO INDUSTRIAL CO.,LTD.
Company(if applicable)
Abbr. of English name of
the Company(if SBSY
applicable)
Legal Representative Zheng Yuxi
8F, B Section, 4th Tower, Software Industrial Base, South Technology Park, Xuefu
Registrations add.
Road, Yuehai Street, Nanshan District, Shenzhen
Code for registrations add 518040
8/F, Tower-B, Building 4, Technology Park Nanshan Software Base, Nanshan
Offices add.
District, Shenzhen
Codes for office add. 518057
Company’s Internet Web
http://www.sbsy.com.cn
Site
E-mail shenbao@sbsy.com.cn
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Li Yiyan Huang Bingxia
8/F, Tower-B, Building 4, Software 8/F, Tower-B, Building 4, Software
Industry Base, Science & Industry Base, Science &
Contact add.
Technology Park (South), Xuefu Technology Park (South), Xuefu
Road, Nanshan District, Shenzhen Road, Nanshan District, Shenzhen
Tel. 0755-82027522 0755-82027522
Fax. 0755-82027522 0755-82027522
E-mail lyy@sbsy.com.cn huangbx@sbsy.com.cn
III. Information disclosure and preparation place
Newspaper appointed for information Securities Times; China Securities Journal andHong Kong
disclosure Commercial Daily
Website for annual report publish appointed
http://www.cninfo.com.cn
by CSRC
Preparation place for annual report Office of the Board of Directors
IV. Registration changes of the Company
Unified social credit code 91440300192180754J
Changes of main business since No changes
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深圳市深宝实业股份有限公司 2015 年年度报告全文
listing (if applicable)
On 10 September 1999, Shenzhen Investment Management Co., Ltd.
entered into the “Equity Transfer Agreement of Shenzhen Shenbao
Industrial Co., Ltd.” with Agricultural Products for 58,347,695 shares of
Previous changes for controlling
the Company (35% in total shares of the Company) transfer to Agricultural
shareholders (if applicable)
Products with price of RMB 1.95 per share. Agricultural Products comes
to the first majority shareholder of the Company after transfer and
procedures for the above equity transfer has completed in June of 2003.
V. Other relevant information
CPA engaged by the Company
Name of CPA Dahua Certified Public Accountants (LLP)
Offices add. for CPA 11/F, Block B, Union Square, No. 5022, Binhe Blv, Futian District, Shenzhen
Signing Accountants Chen Baohua, Gong Chenyan
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
□Yes √No
Changes over last
2015 2014 2013
year
Operating revenue (RMB) 338,224,512.31 368,121,399.84 -8.12% 438,318,662.25
Net profit attributable to
shareholders of the listed -35,256,169.10 13,323,820.43 -364.61% 43,662,208.27
company(RMB)
Net profit attributable to
shareholders of the listed
company after deducting -44,785,428.54 4,369,025.76 -1,125.07% -32,398,173.16
non-recurring gains and
losses(RMB)
Net cash flow arising from
-45,963,089.09 25,443,112.45 -280.65% -26,029,349.63
operating activities(RMB)
Basic earnings per share
-0.1171 0.0443 -364.33% 0.145
(RMB/Share)
Diluted earnings per share
-0.1171 0.0443 -364.33% 0.145
(RMB/Share)
Weighted average ROE -3.70% 1.38% -5.08% 4.52%
Changes over last
2015 2014 2013
year
Total assets (RMB) 1,060,458,757.46 1,154,612,267.59 -8.15% 1,126,831,157.86
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Net assets attributable to
shareholder of listed 935,622,280.75 970,878,218.93 -3.63% 960,517,069.55
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
In RMB
Net profit attributable to shareholders of Net assets attributable to shareholders of
listed company listed company
Amount in this Amount at Amount at
Amount in last period
period period-end period-begin
Chinese GAAP -35,256,169.10 13,323,820.43 935,622,280.75 970,878,218.93
Items and amount adjusted by IAS
Adjustment for other
payable fund of stock 0.00 0.00 1,067,000.00 1,067,000.00
market regulation
IAS -35,256,169.10 13,323,820.43 936,689,280.75 971,945,218.93
VIII. Quarterly main financial index
In RMB
First quarter Second quarter Third quarter Fourth quarter
Operating income 59,619,056.32 103,737,086.95 86,178,578.37 88,689,790.67
Net profit attributable to
shareholders of the listed -9,528,087.26 14,845,621.21 -13,547,757.89 -27,025,945.16
company
Net profit attributable to
shareholders of the listed
-12,146,670.08 9,642,170.93 -12,084,883.10 -30,196,046.29
company after deducting
non-recurring gains and losses
Net cash flow arising from
24,231,791.99 -2,318,175.81 -41,345,171.84 -26,531,533.43
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
-37,081.52 2,761,632.33 68,194,019.57
write-off that accrued for impairment
of assets)
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Governmental subsidy reckoned into
current gains/losses (not including the
subsidy enjoyed in quota or ration
4,229,841.97 6,439,620.12 8,578,084.78
according to national standards, which
are closely relevant to enterprise’s
business)
Profit and loss of assets delegation on
2,093,233.10
others’ investment or management
Gains and losses from change of fair
values of held-for-transaction
financial assets and financial
liabilities except for the effective
hedge business related to normal
1,808,657.11 642,447.39 73,048.00
business of the Company, and
investment income from disposal of
transactional financial assets and
liabilities and financial assets
available for sale
Other non-operating income and
expenditure except for the 3,616,614.35 287,626.02 11,482,996.33
aforementioned items
Less: impact on income tax 2,179,393.09 1,141,648.12 12,268,048.40
Impact on minority shareholders’
2,612.48 34,883.07 -281.15
equity (post-tax)
Total 9,529,259.44 8,954,794.67 76,060,381.43 --
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Section III Summary of Company Business
I. Main businesses of the company in the reporting period
The company focuses on tea industry, established relatively complete industrial chain involving tea
cultivation, purified tea, tea extract, boutique tea sales, tea cultural experience, e-commerce, tea
trading platform and tea finance. Its main business comprises tea refining and fine tea sales, tea-life
experience, tea e-commerce, food and beverage, research and development. The Company has
formed direction of "health technology" based on Shenbao Huacheng plant extraction technology,
"industrial services" based on core business ranging from tea trading center finance, electronic
trading, modern logistics, "life experience" based on core business of Tea bank\Fuhai Tong
Fashion- Tea consumption. Main products are "Golden Eagle" instant tea powder, juice ect series;
"Xing Jiu", "Jufangyong", "Gutan", "Fuhai Tong" ect series; "Mitsui" oyster sauce, chicken,
seafood sauce and other condiments; "Shenbao" chrysanthemum tea, lemon tea, herbal tea and other
drinks.
II. Major changes in main assets
1. Major changes in main assets
Major assets Note of major changes
Equity assets No major Change
Fixed assets No major Change
Intangible assets No major Change
Construction in progress No major Change
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
During the reporting period, core competence wasn’t significantly changed. The Company has
established relatively complete industrial chain involving tea cultivation, purified tea, tea extract,
boutique tea sales, tea cultural experience, e-commerce, tea trading platform and tea finance,
forming a good industrial base; relying strong R & D capabilities, leading edge technology, two
state-level high-tech enterprises, a quality control system recognized by large international food and
beverage companies, the Company brought a group of high-quality large domestic and foreign
clients. The Company will continue to innovate institutional mechanisms, innovative ideas,
innovative products to enhance synergies and core competitiveness of the tea industry chain.
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Section IV Discussion and Analysis by the Management Team
1. Introduction
During the reporting period, facing market environment changes, the Company carries out full
implementation of management measures. Research ability has improved, products are innovated
and upgraded, main businesses are expanded, thus each business segment is pushed forward. Three
innovative platforms have been steadily landed and six bases have been gradually optimized to
integrate the basic layout of the whole industry chain. By 2015, management level has carded
business development strategy, updated management ideas, developed market from up to down,
seeking qualitative and steady implementation of development strategy, and gradually shifted to
direction of science and technology, service-oriented, business-oriented enterprises.
In 2015, the Company gives full play of research effect of Shenbao Technology Centre, continuing
to strengthen the core strength of research and revitalize the incremental value, and promote product
innovation and upgrading. Market development, customer service and technology are enhanced
strongly. During the reporting period, the Company actively expands application research on
catering channels, involving raw tea, tea powder, tea juice, plant extracts and others, which obtained
high recognition of customers. This year the Company applies for a total of 10 national invention
patents, 7 authorized national invention patents. At the end of the year, the Company owns 38
national patents.
During the reporting period, orderly landing of business innovation platform further integrated the
tea industry chain resources and improve the ecological tea industry chain. Fuhai Tang is a faster
drink brand targeting urban fashion crowd. Its operational resources and business model have been
upgraded and gradually line stores expanded in the reporting period. Hangzhou "Jufangyong" take
full play of the core West Lake Longjing tea, focusing on high flow franchised store sales, focusing
on cross-sector cooperation to explore new models, to create a local specialty tea brand. Tea bank
take full play of industry resources to create a brand of tea life experience space. The first landmark
store settled in Software Industry Base, Science and Technology Park, Nanshan District in the year,
cross-operating the whole off-line category of raw tea, drinks, tea-snack and sweetmeats and online
platform. All these are to enrich tea spatial experience, achieve the integration of marketing,
promotion, brand communication and capital. During the reporting period, the Company established
Yunnan Pu'er tea trading center, carrying out business model, software and hardware construction. It
will form a "tea trading center + e-commerce + mobile Internet + offline distribution", to further
improve the tea industry ecological chain, to combine trading and consumption to enhance the value
of the platform.
During the reporting period, with gradual promotion of each business strategies, the Company
improved and optimized the bases in multi-level and multi-channels. Shenbao Huacheng was
recognized by Indonesia Siniora Mary Committee (MUI) Food, Drug and Cosmetic assessment
bodies (LPPOM-MUI) audit certification; while Wuyuan Jufangyong passed sustainable
certification (SAGP) audit; this certification brings in stronger market competitive. Tea base located
in Hangzhou and Mount Wuyi is not only a strategic production base of fine tea, but the source of
ecological layout of tea industry. In the report period, the Company takes full advantage of excellent
tourism resources of tea base, conducting tea tasting, free open days and other marketing activities,
to rich connotation of the tea industry chain, increase added value of tea base to explore the
development of new models and enhance the brand influence.
During the reporting period, the Company strengthened internal management construction.
Established clear responsibilities and communication mechanism, strengthened the operational
headquarters building, promoted and coordinated harmonium development between headquarters
and subordinate enterprises; built a scientific and rational, realistic goals and performance
evaluation system to promote performance incentives reform; continued to optimize ERP system
construction, to ensure interoperability of information systems to achieve account funds to improve
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深圳市深宝实业股份有限公司 2015 年年度报告全文
the timeliness and accuracy of financial information; created efficient and orderly financial
settlement center, through financial transactions settlement, transfer of funds, logistics, to reduce
capital costs and improve capital efficiency.
During the reporting period, the Company continued to focus on "safety and prevention first; and
make concerted efforts, comprehensive management" approach, continuing to strengthen the safety
management awareness and operational level of employees, take the security responsibilities to the
system, institutions and personnel; at the same time, with the introduction of new food safety
regulations, strengthen food safety control of industrial chain, and constantly improve the food
quality control system, which has won trust of major domestic and foreign customer. In 2015, the
Company operates without major production safety accidents and major food quality and safety
incidents.
With the gradual implementation of the pre-landing at various strategic projects, business covers the
deep processing, fine tea sales, tea-life experience, electronic trading, food and beverage,
technology research and development and other sectors of the industry chain, basically realized
strategy development of the whole industry chain. The Company will take scientific and
technological innovation as the core driving force to vigorously expand three business directions,
that is, "health technology" based on Shenbao Huacheng plant extraction technology, "industrial
services" based on trading center finance, electronic trading, modern logistics, and "life experience"
based on fashion consumption of teabank\Fuhai Tong, to build sector undertakings covering healthy
tea science and technology, fine tea sales, tea-living space, tea cultural tourism, by strengthening
segment integrate resources and coordinated development in each business to improve the overall
value of the industry.
In 2015, the Company achieved total revenue of 338,224,512.31 yuan, down by 8.12% over last
year; operating profit of -48,234,424.41 yuan, down by 522.43% over last year; net profit
attributable to shareholders of -35,256,169.10 yuan, down by 364.61% over last year .
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
338,224,512.31 100% 368,121,399.84 100% -8.12%
revenue
According to industries
Industry 266,359,637.38 78.76% 261,507,225.84 71.04% 1.86%
Trading 19,996,329.88 5.91% 0.00%
Real estate 47,771,344.00 14.12% 105,949,134.00 28.78% -54.91%
Leasing service 1,568,023.00 0.46% 665,040.00 0.18% 135.78%
Other 2,529,178.05 0.75%
According to products
Soft drinks 21,909,296.65 6.48% 28,900,262.77 7.85% -24.19%
Condiment 9,039,792.56 2.67% 9,900,865.60 2.69% -8.70%
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Tea products 255,406,878.05 75.52% 222,706,097.47 60.50% 14.68%
Commercial
47,771,344.00 14.12% 105,949,134.00 28.78% -54.91%
housing
Property leasing 1,568,023.00 0.46% 665,040.00 0.18% 135.78%
Other 2,529,178.05 0.75%
According to region
Exportation 8,704,227.24 2.57% 13,793,866.97 3.75% -36.90%
South China 104,392,341.49 30.86% 215,158,841.22 58.45% -43.45%
North China 29,832,169.63 8.82% 21,695,736.06 5.89% 37.50%
East China 154,904,463.04 45.81% 86,813,888.85 23.58% 58.53%
Central China 29,474,515.90 8.71% 21,157,490.49 5.75% 39.31%
Other region 10,916,795.01 3.23% 9,501,576.25 2.58% 14.89%
(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/decre
Increase/decrea Increase/decrea
Gross profit ase of gross
Operating revenue Operating cost se of operating se of operating
ratio profit ratio
revenue y-o-y cost y-o-y
y-o-y
According to industries
Industry 266,359,637.38 225,568,034.63 15.31% 1.86% 5.76% -3.13%
Trading 19,996,329.88 14,615,685.80 26.91% 100.00% 100.00% 100.00%
Real
47,771,344.00 6,992,547.85 85.36% -54.91% -55.68% 0.25%
estate
According to products
Soft drinks 21,909,296.65 16,257,240.38 25.80% -24.19% -20.96% -3.03%
Condiment 9,039,792.56 5,899,471.23 34.74% -8.70% -8.95% 0.18%
Tea
255,406,878.05 218,027,008.82 14.64% 14.68% 17.07% -1.74%
products
Commerci
47,771,344.00 6,992,547.85 85.36% -54.91% -55.68% 0.25%
al housing
According to region
Exportatio
8,704,227.24 6,096,268.12 29.96% -36.90% -37.76% 0.97%
n
South
104,392,341.49 49,950,431.60 52.15% -51.48% -48.87% -2.45%
China
North
29,832,169.63 26,097,906.39 12.52% 37.50% 30.78% 4.50%
China
East China 154,904,463.04 130,811,297.95 15.55% 78.43% 76.09% 1.12%
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深圳市深宝实业股份有限公司 2015 年年度报告全文
Central
29,474,515.90 26,729,580.61 9.31% 39.31% 43.31% -2.53%
China
Other
10,916,795.01 7,758,251.02 28.93% 14.89% -10.63% 20.29%
region
(3) Whether income from physical sales larger than income from labors or not
√ Yes □ No
Increase/decrease
Industries Item Unit 2015 2014
y-o-y
Sales volume Ton 19,650.62 17,381.52 13.05%
Production Ton
Industry 21,061.25 18,017.54 16.89%
volume
Stock volume Ton 5,028.78 2,892.52 73.85%
Reasons for y-o-y relevant data with over 30% changes
√Applicable □Not applicable
Industrial inventory growth was mainly due to increased purchase of raw materials and finished
goods.
(4) Fulfillment of the company’s signed significant sales contracts up to this reporting period
□ Applicable √ Not applicable
(5) Constitute of operation cost
Classification of industries and products
In RMB
2015 2014
Industry Ratio in Ratio in Increase/decrea
Item
classification Amount operation Amount operation se y-o-y
cost cost
Industry 225,568,034.63 91.16% 213,281,341.70 93.11% 5.76%
Trading 14,615,685.80 5.91% 0 0 100%
Real estate 6,992,547.85 2.83% 15,777,939.60 6.89% -55.68%
Leasing service 267,467.41 0.11% 0 0 100%
In RMB
2015 2014
Product Ratio in Ratio in Increase/decrea
Item
classification Amount operation Amount operation se y-o-y
cost cost
Soft drinks 16,257,240.38 6.57% 20,568,664.80 8.98% -20.96%
Seasoning 5,899,471.23 2.38% 6,479,141.35 2.83% -8.95%
Tea products 218,027,008.82 88.11% 186,233,535.55 81.30% 17.07%
Commercial
residential 6,992,547.85 2.83% 15,777,939.60 6.89% -55.68%
building
Property
267,467.41 0.11% 0 0 100%
leasing
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深圳市深宝实业股份有限公司 2015 年年度报告全文
(6) Whether the changes in the scope of consolidation in Reporting Period
√ Yes □No
3 more companies included in combined financial statement in this reporting period
Company Reason for change
Jufangyong Trading Newly established
Yunnan Supply Chain Newly established
Shenbao Shengyuan Newly established
(7) Material changes or adjustment for products or services of the Company in reporting
period
□Applicable √Not applicable
(8) Major sales and main suppliers
Major sales of the Company
Total top five clients in sales (RMB) 112,360,669.03
Proportion in total annual sales volume for top five
clients
33.21%
Top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Client I 46,371,344.00 13.71%
2 Client II 21,999,280.72 6.50%
3 Client III 16,508,990.20 4.88%
4 Client IV 15,629,764.53 4.62%
5 Client V 11,851,289.58 3.50%
Total -- 112,360,669.03 33.21%
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 94,120,724.44
Proportion in total annual purchase amount for top
28.28%
five suppliers
Top five suppliers of the Company
Proportion in total annual sum of
Serial Name Sum of purchase (RMB)
purchase
1 Supplier I 37,969,838.86 11.41%
2 Supplier II 30,000,000.00 9.01%
3 Supplier III 11,335,602.89 3.41%
4 Supplier IV 7,983,872.00 2.40%
5 Supplier V 6,831,410.69 2.05%
Total -- 94,120,724.44 28.28%
3. Expenses
In RMB
Increase/decrease
2015 2014 Note of major changes
y-o-y (%)
14
深圳市深宝实业股份有限公司 2015 年年度报告全文
Sales expenses Increased sales expense of
46,050,246.67 34,669,374.33 32.83%
newly established subsidiary
Administration
80,515,335.69 75,664,108.61 6.41%
expenses
Financial expenses -1,951,620.60 -1,033,252.39 -88.88% Decreased interest expense
4. R&D investment
√Applicable □ Not applicable
This year Shenbao Technology Center actively expanded application research on food channel,
developed and implemented 85 customer projects, 39 new products, involving raw tea, tea powder,
concentrate tea juice, plant extract, food and beverage etc.; successfully developed and listed more
than 50 tea products for whole year, effectively supported tea branding development; within the
year, set about to develop tea paper, hand soap and other products, constantly enrich the tea chain.
During the reporting period, a total of 10 national invention patents obtained and 7 national
invention patents authorized.
R&D investment of the Company
2015 2014 Change ratio
Number of R&D (people) 35 45 -22.22%
Ratio of number of R&D 4.15% 5.53% -1.38%
R&D investment (Yuan) 8,627,337.51 22,009,520.79 -60.80%
R&D investment accounted
2.55% 5.98% -3.43%
for R&D income
R&D investment
2,904,986.29 4,407,428.31 -34.09%
capitalization (Yuan)
Capitalization R&D
investment accounted for 33.67% 20.03% 13.64%
R&D investment
The reason of great changes in the proportion of total R&D investment accounted for operation
income than last year
□ Applicable √ Not applicable
Reason for the great change in R&D investment capitalization rate and rational description
□ Applicable √ Not applicable
5. Cash flow
In RMB
Item 2015 2014 Increase/decrease y-o-y
Subtotal of cash in-flow from
431,429,432.91 408,865,824.21 5.52%
operation activity
Subtotal of cash out-flow from
477,392,522.00 383,422,711.76 24.51%
operation activity
Net cash flow from operation
-45,963,089.09 25,443,112.45 -280.65%
activity
Subtotal of cash in-flow from
225,100,233.10 18,104,491.96 1,143.34%
investment activity
15
深圳市深宝实业股份有限公司 2015 年年度报告全文
Subtotal of cash out-flow from
264,817,963.43 59,700,647.42 343.58%
investment activity
Net cash flow from investment
-39,717,730.33 -41,596,155.46 4.52%
activity
Subtotal of cash in-flow from
6,460,230.92 92,628,988.15 -93.03%
financing activity
Subtotal of cash out-flow from
40,159,000.00 53,179,206.34 -24.48%
financing activity
Net cash flow from financing
-33,698,769.08 39,449,781.81 -185.42%
activity
Net increased amount of cash and
-119,333,891.29 23,395,505.53 -610.07%
cash equivalent
Reasons for y-o-y relevant data with minor changes
√Applicable □Not applicable
1 Net change in cash flow from operating activities was mainly the purchase money paid for goods
due to the increase;
2. Cash inflow and outflow from investment activities of financial activities is mainly due to
financing while the net change is little;
3. Cash flows from financing activities this year is due to no loan borrowings and the return of last
year.
III. Analysis of the non-main business
□Applicable √Not applicable
IV. Assets and liability analysis
1. Major changes of assets
In RMB
End of 2015 End of 2014
Ratio in Ratio Notes of major
Ratio changes
Amount total Amount in total changes
assets assets
Monetary fund 148,013,887.15 13.96% 267,347,778.44 23.15% -9.19% Financing
Account
75,948,016.12 7.16% 103,147,982.43 8.93% -1.77%
receivable
Increased purchase of
Inventory 175,822,373.53 16.58% 130,041,684.50 11.26% 5.32%
tea
Investment
18,809,193.68 1.77% 0 0.00% 1.77%
property
Long-term
equity 7,034,953.91 0.66% 1,042,686.34 0.09% 0.57%
investment
Fixed assets 358,418,473.54 33.80% 397,461,013.05 34.42% -0.62%
Construction in
6,790,574.90 0.64% 4,040,726.71 0.35% 0.29%
progress
Short-term
40,000,000.00 3.46% -3.46%
loan
16
深圳市深宝实业股份有限公司 2015 年年度报告全文
Accounts paid Increased purchase of
18,601,600.34 1.75% 7,779,877.27 0.67% 1.08%
in advance raw materials for tea
Other
Accounts paid in
non-recurring 9,381,000.00 0.88% 0 0.00% 0.88%
advance for land
assets
Accounts Subsidiary newly
24,821,587.58 2.34% 17,679,451.23 1.53% 0.81%
payable established
Remuneration Subsidiary newly
12,357,984.32 1.17% 7,837,260.80 0.68% 0.49%
payable established
Other accounts Accounts paid for
23,637,606.15 2.23% 48,845,820.69 4.23% -2.00%
payable decoration
2. Assets and liabilities measured by fair value
√Applicable □Not applicable
In RMB
Amount
Changes of Accumulative Devaluation Amount
Amount at of Amount in
fair value changes of fair of of sale
Items the beginning purchase the end of
gains/losses value reckoned withdrawing in the
period in the period
in this period into equity in the period period
period
Financial assets
1. Financial assets
measured by fair
value and whose
change is recorded
1,777,695.79 1,808,657.11 3,586,352.90
in current gains and
losses (excluding
derivative financial
assets)
Aforementioned
1,777,695.79 1,808,657.11 3,586,352.90
total
Financial liabilities 0.00 0.00
Whether there have major changes on measurement attributes for main assets of the Company in
report period or not
□ Yes √No
V. Investment analysis
1. Overall situation
√Applicable □Not applicable
Investment in reporting period Investment in the same period of last
Range
(yuan) year (yuan)
21,615,000 0 100%
2. Financial assets investment
(1) Securities investment
√ Applicable □ Not applicable
17
深圳市深宝实业股份有限公司 2015 年年度报告全文
In RMB
Changes
Book Curre
Accou in fair Curre Gains Book
Short Initia value at nt
Varie Code nting value of nt and loss value at Accounti
form l the purch Source of
ty of of
of inves measur the sales in the the end ng
secur securiti beginnin ase stock
secur tment ement current amou reportin of the subject
ities es
ities cost g of the amou
model profit nt g period
period nt
and loss
Dom
Shen
estic Fair Financial Paid shares
Zho
and value 1,777,69 1,808,65 1,808,65 3,586,35 assets from debt
000017 ngh - 0.00 0.00
overs measur 5.79 7.11 7.11 2.90 available reorganizati
ua- for sale
eas ements on
A
stock
1,777,69 1,808,65 1,808,65 3,586,35
Total - -- 0.00 0.00 -- --
5.79 7.11 7.11 2.90
3. Application of raised proceeds
(1) Overall application of raised proceeds
√ Applicable □ Not applicable
In 10 thousand Yuan
Usage
of the
Total
retained
raised Ratio of
Cumulative raised
capital cumulati Total Raised
Total Total raised capitals
has ve raised accumul capitals
raised accumulativ capitals has and
Total raised purpos capitals ative idle for
Year Way capital e raised purpose of what is
capitals e of has raised more
used capitals uses expecte
uses purpose capitals than two
in Period used changed in d to
change of uses unused years
total invested
d in changed
with
Period
those
capitals
Non-pub Not
2011 lic listed 57,239.21 2,461.05 47,413.24 0 16,729.17 29.23% 0 applica 0
stock ble
General application of raised proceeds
Being approved of “Reply on Privately Offering from Shenzhen Shenbao Industrial Co., Ltd.” ZJXK[2011] No.
777 issued from CSRC, the Company privately offering 68,977,066 shares of RMB ordinary share (A share) to 8
target investors with issuing price of RMB 8.70 each, RMB 1.00 face value. Total monetary capital RMB
600,100,474.20 was raised, actual net capital raised for Shenshenbao amounting to RMB 572,392,141.89 after
deducting relevant offering expenses RMB 27,708,332.31. The capital privately raised above said has fully funded
on 23 June 2011 and has verified by “Verification Report” LIXIN DAHUA YZi [2011] No. 177 issued from Lixin
Dahua.
18
深圳市深宝实业股份有限公司 2015 年年度报告全文
On April 27, 2012, the company held 2011 annual general meeting which has deliberated and approved the
"Motion on changing the use of some raised funds", and agreed the company to cancel the raised funds of 155
million Yuan for the "Integrated utilization project of the catechin with annual output of 300 tons" and use 125
million Yuan of the raised funds to invest and establish the “High-end brand investment and development project
of the specialty tea” (this projects contains the former “Specialty tea chain project”, the aggregate investment in
the project is 155 million Yuan, 125 million Yuan of which is from the raised funds for the "Integrated utilization
project of the catechin with annual output of 300 tons" and the other 30 million Yuan comes from the raised funds
for the “Specialty tea chain project”, the project implementation subject is the subordinate Hangzhou Jufangyong),
and use the rest raised funds of 30 million Yuan to establish the joint venture company with Zhejiang Wafa Tea to
develop the tea joint venture company; cancel the implementation of the “Expansion project for seasoning
production line”, change the implementation subject of the “Tea and natural plants R&D center project” from the
wholly-owned subsidiary – WuYuan Jufangyong to the newly established wholly-owned subsidiary – Shenzhen
Shenbao Research and Development Center Co., Ltd., and change the implementation location from WuYuan
County, Jiangxi to Shenzhen City, Guangdong. As of December 31, 2015, the Company invested a total 47,413.24
million in projects using fund-raised. 2015 First Extraordinary General Shareholders’ Meeting" reviewed and
approved ‘motion to raise savings of funds-raised to add permanent liquidity’, we agreed that carry out savings to
supplement working capital permanently. A cancellation procedure of fund-raising account was completed after
transferring to basic deposit account. As of 31 Dec 2015, funds-raising amounted to 0 yuan.
19
深圳市深宝实业股份有限公司 2015 年年度报告全文
(2) Situation of committed project of raised proceeds
√ Applicable □ Not applicable
In 10 thousand Yuan
Projects Project
Total Total Amount of Investment Reach the
changed or Predicted serviceable Profit feasibility
Committed investment committed investment Amount accumulated program till predicted
not
projects &investment of investment after invested in condition date of realized in was changed
(including investment till the year-end interest or
raised fund of raised adjustment this year project this year hugely or
changed
capitals (1) the year-end (2) (3)=(2)/(1) not (Y/N)
partially) not(Y/N)
Investment project commitment
1. Acquisition of
48.33% equity from N 6,510.05 6,510.05 --- 6,510.05 100.00% 2011-7-31 -449.94 Y N
Shenbao Huacheng
2. Comprehensive
Investment Project of N 27,000 27,000 899.33 18,019.41 66.74% 2015-9-30 -430.83 N N
Tea Industry Chain
3. Comprehensive
Project with Annual Not
Y 15,500 --- --- --- --- --- --- Y
Capacity of 300 Tons applicable
Catechin
4. Chain Project for Not
Classical Tea Leaves Y 3,000 --- --- --- --- --- --- N
applicable
5. Project of R&D Not
Center for Tea and Y 4,000 --- --- --- --- --- --- applicable N
Natural Plants
6. Expansion Project of Not
Condiment Production Y 4,000 --- --- --- --- --- --- applicable Y
Line
7. Project of Developing
High-end Brand --- --- 15,500 1,561.72 14,470.47 93.36% 2016-4-30 --- N N
Classical Tea
8. Establishment of joint
venture of Zhejiang
--- --- 3,000 0 3,000.42 100.00% 2012-12-31 --- Y N
Shen Shenbao Huafa
Tea Co., Ltd.
20
深圳市深宝实业股份有限公司 2015 年年度报告全文
9. Project of R&D
Center for Tea and --- --- 5,229.17 0 5,412.89 100.00% 2014-12-31 --- Y N
Natural Plants
Subtotal of commitment
-- 60,010.05 57,239.22 2,461.05 47,413.24 -- -880.77 -- --
projects
Investment of raised fund
Total -- 60,010.05 57,239.22 2,461.05 47,413.24 -- -- -880.77 -- --
Particular about not
coming up to schemed
progress or expected Comprehensive Investment Project of Tea Industry Chain and project of Developing High-end Brand Classical Tea were both in the
revenue and the incubation period, which didn’t meet the expected income.
reason(In specific
project)
1. Comprehensive Project with Annual Capacity of 300 Tons Catechin: by virtue of technical innovation, the Company made comprehensive
enhancements in the original production crafts for instant tea powder, pursuant to which, the production line for instant tea powder was
equipped with the function of producing catechin and natural plant products. Therefore, the Company was able to develop and produce
catechin and natural plant products for sales, satisfying demands from its existing and new customers. As compared to the original plan on
implementing the Comprehensive Project with Annual Capacity of 300 Tons Catechin, the Company can be better served with such
innovated technologies to make comprehensive use of the production line of instant tea powder, with fewer equipments allocation, more
efficient benefits, reduction of fixed assets allocation and amortization, so as to improve the integrated profitability of the Company. In order
to effectively prevent from investment risks and protect the interests of the Company and its shareholders, the Company, with careful and
prudent consideration, decided to cancel the Comprehensive Project with Annual Capacity of 300 Tons Catechin and thereby to change the
Explanation on great proceeds application purposes.
changes of feasibility of 2. Expansion Project of Condiment Production Line: despite that the prospectus of condiment market was positive; the furious market
project competition can’t be ignored. In case that the Company wanted to make significant breakthrough in the furious market competition based on
the prevailing operation condition of condiment, the Company was required to allocate material human, assets and property resources. In
2011, the Company experienced significant drop in income from its condiment operation, recording relatively material losses. Considering
that it had no advantage in condiment operation, the Company would face relatively significant market risks and uncertainty if the original
resources allocation couldn’t meet the expected target. By virtue of the non-public offering, the Company determined its development
direction for tea industry, namely Natural, Green and Healthy, in 2011. According to the development strategy, the Company would focus on
expanding tea industry. Therefore, the Company cancelled the Expansion Project of Condiment Production Line, and applied the proceeds for
such project to investment in the Project of R&D Center for Tea and Natural Plants. At the 2011 Annual General Meeting held on 27 April
2012, the Company considered and approved the Proposal on Change of Part Proceeds Application Purposes, approving the changes and
adjustments involved in the above projects.
Amount, usage and Not applicable
21
深圳市深宝实业股份有限公司 2015 年年度报告全文
progress of using for
fund raising out of the
plan
Applicable
Change of Occurred in previous years
implementation place of
The Company changed the implementation place of Project of R&D Center for Tea and Natural Plants from Wuyuan county Jiangxi province
investment project of
raised capitals to Shenzhen Guangdong province. Those changes were considered and approved in the 2011 Annual General Meeting of the Company held
on 27 April 2012.
Adjustment to
implementation method
Not applicable
of investment project
with proceeds
Initial input and
replacement of
Not applicable
investment project with
proceeds
Applicable
Temporary supplement
On 4 September 2014, the “Proposal of Using Part of Idle Fund Raised for Supplement Current Capital Temporary Again” was deliberated
of current capital with
and approved in First General Meeting of 2014 with part of the fund raised RMB 80 million to supplement current capital of the Company
idle proceeds
for 12 months at most. The above fund raised will been return On 30 July 2015.
Applicable
In recent years, the company has comprehensively improved and optimized and upgraded its production technology by continuous
technological innovation. When refinancing funds to put into the projects, the company has used the raised funds according to the actual
situation and based on the economical and reasonable and effective principle, strictly controlled the expenses of raised funds in the premise
Balance of fund raised of ensuring the project construction quality, fully considered the comprehensive utilization of resources, strengthened the control, supervision
in way of and management to project costs, reduced the engineering costs, and saved the project costs. Therefore, the raised funds generated surplus.
implementation and In order to increase the use efficiency of raised funds, reduce the financial costs and maintain the interests of company and investors, the
reasons company convoked the 20th meeting of the eighth board of director on August 21, 2015 which deliberated and passed the “Motion about
permanently supplementing the surplus of raised funds to the circulating funds”, and agreed to permanently supplement the raised funds
surplus of total 116, 207, 900 yuan (including the interests, the specific is subject to the amount on transfer day) to the circulating funds. 10
Sep 2015 First Extraordinary General Shareholders’ Meeting" reviewed and approved the proposal above. And a cancellation procedure of
fund-raising account was completed after transferring to basic deposit account.
22
深圳市深宝实业股份有限公司 2015 年年度报告全文
Purposes and
application of unutilized Not applicable
proceeds
Problems found during The related information concerning proceeds disclosed by the Company is in-time, true, accurate and complete; no illegal issue has been
the application and
found in place, use, management and disclosure of proceeds. The Company has never made financing for over 2 times, not even the
disclosure of proceeds
or other issues application of proceeds in those years.
(3) The changed project of raised proceeds
√ Applicable □ Not applicable
In 10 thousand Yuan
Whether the
Accumulation Progress of the
Corresponding investment Predicted Whether it has feasibility of
Total amount Virtual amount virtual amount Income
Project after the original deadline the serviceable come up to the the project
invested after input in the input deadline the achieved in
change committed end of the condition date of scheduled changed after
adjustment (1) reporting end of the reporting project the reporting
project income (Y/N) the alteration
reporting (2) (%)(3)=(2)/(1)
(Y/N)
Comprehensive
Project with
Investment
Annual
development
Capacity of 300
project for 15,500 1,561.72 14,470.47 93.36% 2016-4-30 --- N N
Tons Catechin
high-end brand
/Chain Project
classical tea
of Classical Tea
Leaves
Jointly Comprehensive
incorporation Project with
of Zhejiang Annual 3,000 --- 3,000.42 100.00% 2012-12-31 --- Y N
Shenbao Huafa Capacity of 300
Tea Co., Ltd. Tons Catechin
Project of R&D Project of R&D
Center for Tea Center for Tea 5,229.17 --- 5,412.89 100.00% 2014-12-31 --- Y N
and Natural and Natural
23
深圳市深宝实业股份有限公司 2015 年年度报告全文
Plants Plants /
Expansion
Project of
Condiment
Production
Line
Total -- 23,729.17 1,561.72 22,883.78 -- -- -- --
1. Cancel the “Comprehensive Project with Annual Capacity of 300 Tons Catechin”: by virtue of technical innovation,
the Company made comprehensive enhancements in the original production crafts for instant tea powder, pursuant to
which, the production line for instant tea powder was equipped with the function of producing catechin and natural
plant products. Therefore, the Company was able to develop and produce catechin and natural plant products for sales,
satisfying demands from its existing and new customers. As compared to the original plan on implementing the
Comprehensive Project with Annual Capacity of 300 Tons Catechin, the Company can be better served with such
innovated technologies to make comprehensive use of the production line of instant tea powder, with fewer equipments
allocation, more efficient benefits, reduction of fixed assets allocation and amortization, so as to improve the integrated
profitability of the Company. In order to effectively prevent from investment risks and protect the interests of the
Changing reason, decision procedure and Company and its shareholders, the Company, with careful and prudent consideration, decided to cancel the
statement of disclosure(In specific project) Comprehensive Project with Annual Capacity of 300 Tons Catechin. The proceeds for such project were invested in
investment development project for high-end brand classical tea and jointly incorporation of Zhejiang Shenbao Huafa
Tea Co., Ltd. and original selected tea chain project was included in the high-end brand classical tea investment.
2. Cancel the “Expansion Project of Condiment Production Line”: despite that the prospectus of condiment market was
positive; the furious market competition can’t be ignored. In case that the Company wanted to make significant
breakthrough in the furious market competition based on the prevailing operation condition of condiment, the
Company was required to allocate material human, assets and property resources. In 2011, the Company experienced
significant drop in income from its condiment operation, recording relatively material losses. Considering that it had no
advantage in condiment operation, the Company would face relatively significant market risks and uncertainty if the
original resources allocation couldn’t meet the expected target. The Company determined its development direction for
24
深圳市深宝实业股份有限公司 2015 年年度报告全文
tea industry, namely Natural, Green and Healthy. According to the development strategy, the Company would focus on
expanding tea industry. Therefore, the Company cancelled the Expansion Project of Condiment Production Line, and
applied the proceeds for such project to investment in the Project of R&D Center for Tea and Natural Plants.
3. Changes of “tea and natural plant R&D center "project location and implementation main body: there are many
advantages of the initial location of the project, which is in Wuyuan county, Jiangxi Province, owns many advantages
in tea industry resources and cost. However, the initial location of the project is weak in talent gathering, information
exchange, resource sharing and integration, and customer service market. Therefore, the initial location in Wuyuan
county Jiangxi Province was moved to Shenzhen city, Guangdong province. The implementation main body was
turned from Wuyuan Jufangyong into Shenzhen Shenbao Technology Center Co., Ltd., wholly owned subsidiary of the
Company. The Company also increased its investment to RMB 54 million after counting the fixed assets investment of
the project and high labor cost in the new implementation.
The modification of raise investment project was deliberated and approved in the 20th Meeting of 7th session of the
Board on 5 April 2012 and annual shareholders’ general meeting of 2011 on 27 April 2012. For details, please refer to
the related announcement disclosed at Securities Times, China Securities, Hong Kong Commercial Daily and
www.cninfo.com.cn on 6 April 2012 and 28 April 2012.
Not meet the scheduled progress or projected
benefits, and reasons for that (based on specific Project of developing high-end brand classical tea are in a incubation period without expected earnings obtained.
project)
Explanation on significant changes in feasibility Not applicable
of projects
VI. Analysis of main holding company and stock-jointly companies
√Applicable □ Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10%
In RMB
Company Operating
Type Main business Register capital Total assets Net Assets Operating profit Net profit
name revenue
Shenbao Subsidiar
Production of instant 153,451,300.00 180,550,297.41 153,918,496.73 164,847,028.93 -11,781,033.52 -8,987,843.01
Huacheng y
25
深圳市深宝实业股份有限公司 2015 年年度报告全文
tea powder, tea juice
Hangzhou
Subsidiar Production & sales of
Ju Fang 175,000,000.00 150,705,686.34 142,461,307.20 20,008,357.05 -21,275,573.14 -21,099,124.76
y tea product
Yong
Shenzhen
Subsidiar
Shenbao Investment 50,000,000.00 49,694,154.15 44,725,182.79 3,247,547.79 -10,403,529.97 -10,435,684.99
y
Investment
Particular about subsidiaries obtained or disposed in report period
□ Applicable √ Not applicable
Name of company The way of getting and treating subsidiary in the Influence on overall product and
reporting performance
Jufangyong Trading Newly established -
Yunan Supply Chain Newly established -
Shenbao Shengyuan Newly established -
Explanation on stock-jointly enterprise
1. Shenzhen Shenbao Huacheng Science and Technology Co., Ltd. is a wholly owned subsidiary. Business scope: set up industry (specific
projects to be reported separately); information consult, food technology development (above excluding the restricted items); goods and
technology import and export; production and sales of other food (chrysanthemum extract instant powder for food industry, momordica
grosvenori extract instant powder for food industry, honeysuckle extract instant powder for food industry, complex dark plum extract condensed
juice for food industry, herbal tea concentrates, herbal tea concentrated juice for food industry, red dates instant powder, mixing plants instant
powder; mesona chinensis instant powder, fresh lalang grass rhizome instant powder); production and sales of tea products (instant
tea).Registered capital was RMB153, 451,300. Ended as this period-end, the total assets of Shenbao Huacheng is RMB 180,550,297.41, Net
Assets is RMB153,918,496.73, and shareholders’ equity attributable to parent company is RMB 150,801,877.38; in the reporting period,
Shenbao Huacheng realized operation income and net profit attributable to shareholders of parent company of RMB 164,847,028.93 and RMB
-8,987,843.01 respectively, Net profit attributable to owner’s equity of parent Company is RMB-8,429,462.36.
2. Hangzhou Jufangyong Holding Co., Ltd., a wholly owned subsidiary. Business scope: wholesale, retail: tea set; acquisitions: tea business sales
required (limited to the acquisition of the original producer of primary industry directly); Services: Tea business investment and asset
management, technology development, cultivation, breeding, technical consulting, technical services, transfer of results, the other all legitimate
projects without approval, subsidiaries’ business scope included. Register capital was RMB 175 million. Ended as this period-end, the total
assets of Ju Fang Yong is RMB150,705,686.34, Net Assets is142,461,307.20, and shareholders’ equity attributable to parent company is
RMB125,607,651.6; in the reporting period, Ju Fang Yong realized operation income and net profit attributable to shareholder of parent
company as RMB 20,008,357.05 and RMB -21,099,124.76 respectively, Net profit attributable to owner’s equity of parent Company is
RMB-17,628,384.36.
26
深圳市深宝实业股份有限公司 2015 年年度报告全文
3. Shenbao Technology Center Co., Ltd., a wholly owned subsidiary. Funded industrial projects (specific items to be declared separately);
marketing, consulting services, tea training for knowledge and tea culture; sales of tea set, tea table, root; online trade, domestic trade (excluding
franchise, Monopoly, special goods); business import and export business (excluding restricted items).Register capital was RMB 50 million.
Ended as this period-end, the total assets of Shenbao Technology Center is RMB 49,694,154.15, Net Assets is RMB44,725,182.79, and
shareholders’ equity attributable to parent company is RMB 43,179,729.4; in the reporting period, Shenbao Technology Center realized
operation income and net profit attributable to shareholder of parent company as RMB3,247,547.79 and RMB -10,435,684.99 respectively, Net
profit attributable to owner’s equity of parent Company is RMB-6,760,423.23.
VII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
27
深圳市深宝实业股份有限公司 2015 年年度报告全文
VIII. Prospects on future development
(I) Development trend and competition layout of the industry
1. The development trend of tea industry
Tea production scale for 2015 continued overall growth, according to the Ministry of Agriculture
Planting t Department’s Statistics, for 2015, tea garden area totaled 43.16 million acre covering 18
tea-producing provinces, up by 4.2% than last year; dry Maocha production reached 2.278 million
tons, up by 8.9% compared with last year. Green tea, oolong tea production has declined, and white
tea up more than 50%, black tea, black tea, and yellow tea up more than 10%. Output of dry
Maocha reached 151.92 billion yuan, 12.6% increase over the previous year. For 2015 tea
production in around 50%tea planting area overall declined in sales; sales of 92% of high-grade tea
producing areas declines at a rate ranging from 10-20%. Tea production quality and safety remained
stable. Domestic tea market increasingly becomes competitive with more reasonable prices. Share
of mobile ecommerce trade increased steadily. The new media marketing has become the most
effective means to promote the tea business. Safe and reasonably price, wide range of products and
wide range of marketing still is the development trend of tea industry.
2. The development trend of tea and deep-processing products based on natural plant
In 2015, beverage industry across China grew uneasily. An intense competitive market put a greater
impact on some of the major beverage brands. Market share of carbonated drinks, fruit juice, tea
drinks, and herbal tea beverage declined slightly. Market share of bottled water, functional
beverages, light drinks increased slightly. Category market is more obvious, for instance, cool and
cute packaging and unique taste attracted 90’s to the main beverage consumption. In 2015, sales of
old brand products showed a certain decline, certain new class of individual tea drinks performed
outstanding, but in overall new drinks lackluster. On-site drinks from branding chain stores and
caterings have a certain impact on the bottled tea drinks market. Tea drinks need to be upgraded
with challenges from brand competition. Tea and deep processing products of natural plant, in line
with the development trend of natural beverages, health and safety, not only in convenient bottled
tea drinks and vegetable drinks, and is widely used in fashionable beverage shop, restaurants. How
to further open up new markets and new applications of consumption? The Company also faced
with the challenge of transformation and upgrading.
3. Competitive landscape
Due to slowdown in the domestic soft drinks market, especially consumption in bottled tea drinks
declined slightly, demand for raw material of tea and deep processing products of plants is weak, to
some extent, all these factors affect the development of tea and deep processing products. At the
same time, rising raw material prices also led to a substantial increase in the cost of production;
fierce price competition in the industry also have an impact on the benefits.
Domestic traditional tea market have matured, prices remain relatively reasonable; Benefits of tea
companies maintain a good level. E-commerce becomes more competitive. Using the Internet and
new media to promote the marketing will be more common; the emergence of new cross-border
joint or cooperative mode is to be seen in the industry. Security remains a challenge to the
development of the industry.
(II) Development Strategy
Seize the opportunity to pool resources and take deep processing of tea and natural plant as the core
to build industrial chain integrating natural health products and services, extending to tea park base
and fine tea business. Conduct the implementation of industrialization, standardization and
internationalization, put efforts to enhance synergies of tea industrial chain and creation capabilities
of traditional industry value, thus the Company develops into a most valuable listed company in tea
industry.
(III) 2016 business plan
With the gradual implementation of the adjustment of business strategy as well as the layout of the
project, Shenbao has been basically clear in industry layout. By 2016, the Company will continue to
28
深圳市深宝实业股份有限公司 2015 年年度报告全文
innovate, fully integrate resources, and strive to improve the overall competitiveness and
profitability.
1. Basically realize the integration and layout of the whole industry chain
By 2016, the Company will deepen the core power; drive cross-type service platforms, namely
Shenbao Technology Centers and Pu’er Trading Centers to promote strategic research to support
the extension and development of the whole industry chain. Famous production base will continue
to provide standardized and high-quality organic products. Subordinate high-tech enterprises will
continue to update and expand the product for customers to provide raw materials, professional
services and other solutions, and maintain development of deep processing business. The Company
will build a modern marketing strategy coping with traditional industry. Quick connection with
consumers should be advocated in bringing purchasers. Sharing formation in social network result
in secondary transmission of the brand, reputation accumulation diffusion, effectively expand
visibility and sales of each fine tea brand.
2. Development trend of high-tech, service-oriented, business-oriented
In 2016, the Company will change direction from the traditional selling to tea-drinking, from tea
park to tea cup, from cultivation, production, and sale of tea products to social sharing cultural
tourism, health drink, leisure experience. The Company shall be end-consumer-oriented, change
from production side to consumers’ side. Thus strengthen the industrial chain based on the overall
market value of the output, to create "popular, fashionable, life-living" brands. The Company shall
focus on tea consumption experience, try to achieve a comprehensive upgrading of brand value,
achieve upgrading from manufacturing to consumer economy industries, forming "health
technology", "industry services" "life experience" direction, scoping deep processing, fine tea sales,
tea-life experience, electronic trading, food and beverage, technology research and development.
Relying financial platform and tea consumption, strengthening integration of resources and
coordinated development to form a tea culture tourism, famous tea sales, tea-health technology, tea
living space, build financial, distribution, electricity providers, and research for industry service
platform, leading the financial platform to support multi-service cooperation and common
prosperity.
3. Innovate ideas, promote business
For 2016, the Company will unify thinking, strengthen the implementation of the strategy, innovate
management and sales model, to consolidate the market and maintain existing customers, and
explore potential market; optimize and improve the scientific research system, and give full play of
the main effect of R & D Technology Center, to ensure the sustainable development of each
business segment to give strong support; further strengthen its internal control system, effectively
carry out the standardization of financial supervision, standardize the existing internal control
system, improve the management level and risk prevention capacity through internal control and
external audit; through the financial ERP project to achieve interoperability of information systems
thus improve the timeliness and accuracy of financial information; the Company will continue to
optimize the performance management system, optimize the incentive mechanism, strive to explore
innovative incentive model, lead performance management to become the business growth
driving force; in 2016, the Company will strengthen safety training, safety awareness and
effectively enhance staff skills, strengthen security focusing on remediation and special treatment;
continue to strengthen the building of enterprise culture, to create a positive corporate culture, to
create a harmonious, progressive, open culture, thus promote business development.
(IV) Unfavorable factors and countermeasures
1. Domestic beverage market keep dimming, various business segments are emerging, the brand is
still in the training stage, brand awareness is limited, it is more difficult to play a significant
economic benefits in the short term. The Company will actively expand the brand investment
channels, do research on products to meet consumer demand, and constantly enrich the product line,
and accelerate the speed of branding efforts to improve earnings.
29
深圳市深宝实业股份有限公司 2015 年年度报告全文
2. Since the original auxiliary materials and rising labor costs, operating costs continue to increase,
the profit space is limited, the Company will improve the market competitiveness through
continuous research and innovation and application of new technologies.
3. Insufficient strategic talent pool put a challenge to the future. in 2016, the Company will continue
the introduction of foreign professionals, internal orientation training, strengthen human resources
construction, through continuous optimization of incentives, efforts to explore the line of effective
incentive model, so that performance management has become business growth impetus.
IX. In the report period, reception of research, communication and interview
√Applicable □Not applicable
Time Way Type Contents
For details please refer to ‘record
from for investors relation activity
2015-5-13 Spot research Institution
on 13 May 2015’ disclosed in
Juchao Website
For details please refer to ‘record
from for investors relation activity
2015-5-28 Spot research Institution
on 28 May 2015’ disclosed in
Juchao Website
For details please refer to ‘record
from for investors relation activity
2015-5-28 Spot research Institution
on 28 May 2015’ disclosed in
Juchao Website
For details please refer to ‘record
from for investors relation activity
2015-7-13 Spot research Institution
on 13 July 2015’ disclosed in
Juchao Website
For details please refer to ‘record
from for investors relation activity
2015-7-14 Spot research Institution
on 14 July 2015’ disclosed in
Juchao Website
For details please refer to ‘record
from for investors relation activity
2015-11-19 Spot research Institution
on 19 Nov 2015’ disclosed in
Juchao Website
Reception (times) 6
Number of hospitality 12
Number of individual reception 0
Number of other reception 0
Disclosed, released or let out major
No
undisclosed information
30
深圳市深宝实业股份有限公司 2015 年年度报告全文
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
In reporting period, no adjustment and change happened to profit distribution rule.
Special explanation on cash dividend policy
Satisfy regulations of General Meeting or requirement
Y
of Article of Association (Y/N):
Well-defined and clearly dividend standards and
Y
proportion (Y/N):
Completed relevant decision-making process and
Y
mechanism (Y/N):
Independent directors perform duties completely and
Y
play a proper role (Y/N):
Minority shareholders have opportunity to express
opinions and demands totally and their legal rights are Y
fully protected (Y/N):
Condition and procedures are compliance and
transparent while the cash bonus policy adjusted or Y
changed (Y/N):
Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan
(pre-plan) in latest three years (including the reporting period)
The equity distribution plan for 2013：Based on capital share of 250,900,154 on 31 Dec 2013,
carried out 2 shares every 10-share to all shareholders using capital reserve, no cash dividend and
no bonus share.
The equity distribution plan for 2014：No cash dividend, no bonus shares as well as carried-put
shares from capital reserve.
The equity distribution plan for 2015：Based on capital share of 301,080,184 on 31 Dec 2015,
carried out 5 shares every 10-share to all shareholders using capital reserve, no cash dividend and
no bonus share.
Particulars for cash dividend of common share for 3 years (this period included)
In RMB
Net profit Ratio in net profit
attributable to attributable to
common stock common stock
Amount for cash Amount for cash Proportion for
Year for bonus shareholders of shareholders of
bonus (tax bonus by other cash bonus by
shares listed company in listed company
included) ways other ways
consolidation contained in
statement for consolidation
bonus year statement
2015 0.00 -35,256,169.10 0.00% 0.00 0.00%
31
深圳市深宝实业股份有限公司 2015 年年度报告全文
2014 0.00 13,323,820.43 0.00% 0.00 0.00%
2013 0.00 43,662,208.27 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
Bonus shares for every 10-share (Share) 0
Dividends for every 10-share (RMB) (Tax
0
included)
Shares added for every 10-share base
5
(Share)
Equity base of distribution plan (Share) 301,080,184
Total cash dividend(RMB) (Tax included) 0.00
Distributable profits (RMB) 238,155,954.14
Ratio of cash dividend in total profit
0.00%
distribution
Cash dividend policy:
Other
Detail explanation on profit distribution or capitalization from capital public reserve
After Dahua audited, in 2015, net profit attributable to shareholders of the parent company is -35,256,169.10
yuan, net profit of the parent company is 1,874,146.48 yuan. by subtracting 10% of net profit of the parent
company as surplus public plot, namely 187,414.65 yuan, plus retained earnings of 2014 parent company,
namely 236,469,222.31 yuan, profit available for distribution to shareholders is 238,155,954.14 yuan. As of 31
Dec 2015, the Company's balance of consolidated capital reserve is 518,186,660.59 yuan.
According to relevant regulations and "Articles of Association", providing account of the interests of
shareholders, board of directors intends to submit general meeting of shareholders the 2015 profit distribution
plan: based on total share capital as December 31, 2015, namely 301,080,184 shares, the Company transfer 5
more shares every 10-share to all shareholders by transferring a total of 150,540,092 shares. The total share
capital will be increased to 451,620,276 shares from 301,080,184 shares. The Company does not plan cash
dividend and bonus share. The profit distribution plan need approval of shareholders' meeting before
implementation.
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
Type of Content of Commitment Commitment
Commitments Promise Implementation
commitments commitments date term
Commitments
for
Share Merger
32
深圳市深宝实业股份有限公司 2015 年年度报告全文
Reform
Commitments in
report of
acquisition or
equity change
Commitments in
assets
reorganization
Commitments
make in initial
public offering
or re-financing
Equity incentive
commitment
Some directors,
supervisors and
senior management
promised voluntarily
Zheng Yuxi; 1. enlarged
to raised capital to
Yan Zesong; shares before
achieve more
Other Lin Hong; Enlarged 10 Aug 2015；All the
commitments share-holding to A
Li Fang; Li shares and 2. no sales promisors
for medium and stock (000019) 2015-710
small Yiyan; Yao restricted within 6 obeyed promises
within 1 month since
shareholders Xiaopeng; sales promise months after till reporting
1 July 2015, and
Wang enlarged period
would not sell within
Zhiping shares held
6 months. Details
please refer to notice
disclosed on Juchao
website.
Completed on
Yes
time(Y/N)
If the
commitments is
not fulfilled on
time, shall
Not applicable
explain the
specify reason
and the next
work plan
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. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
33
深圳市深宝实业股份有限公司 2015 年年度报告全文
√ Applicable vNot applicable
3 More companies included in combined financial statement in this reporting period compared to
last period
company Reason for change
Jufangyong Trading Newly established
Yunnan Supply Chain Newly established
Shenbao Shengyuan Newly established
VI. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Name of domestic accounting firm Dahua Certified Public Accountants (LLP)
Remuneration for domestic accounting firm
48
(in 10 thousand Yuan)
Continuous life of auditing service for
8 years
foreign accounting firm
Name of domestic CPA Chen Baohua、Gong Chenyan
Whether re-appointed accounting firms in this period or not
□ Yes √ No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√Applicable □Not applicable
During the reporting period, Dahua Certified Public Accountants (LLP) was hired as the internal
control audit institutions of the Company, RMB 230,000 for internal control audit fee.
VII. Significant lawsuits and arbitrations of the Company
□Applicable √Not applicable
No significant lawsuits and arbitrations occurred in the reporting period
VIII. Integrity of the company and its controlling shareholders and actual controllers
□ Applicable √ Not applicable
During the reporting period, the Company and its controlling shareholder, actual controller always
obeyed final judgment in the court case, relatively large amount of debt overdue and other
non-compliance.
IX. Significant contracts and its implementation
1. Magnificent Guarantee
√Applicable □Not applicable
(1) Guarantees
In ten thousand Yuan
External Guarantee (not including guarantees to subsidiaries)
Actual date Compl Guara
Related
of ete ntee
Name of the Announ Actual
Guarant happening Guarante Guarante imple for
Company cement guarantee
ee limit (Date of e type e term mentat relate
guaranteed disclosu limit
signing ion or d
re date
agreement) not party
Guarantee for the subsidiaries
Related Actual date Compl Guara
Name of the Actual
Announ Guarant of Guarante Guarante ete ntee
Company guarantee
cement ee limit happening e type e term imple for
guaranteed limit
disclosu (Date of mentat relate
34
深圳市深宝实业股份有限公司 2015 年年度报告全文
re date signing ion or d
agreement) not party
Shenzhen 3,000 2014-4-14 3,000 Joint 1 year Yes Yes
Shenbao Sanjing liability
Food & Beverage guaranty
Development
Co., Ltd
Shenzhen 3,000 2014-4-14 0 Joint 1 year Yes Yes
Shenbao liability
Huacheng guaranty
Technology Co.,
Ltd
Shenzhen 3,000 2014-7-7 3,000 Joint 1 year Yes Yes
Shenbao liability
Huacheng guaranty
Technology Co.,
Ltd
Shenzhen 3,000 2015-7-27 3,000 Joint 1 year No Yes
Shenbao liability
Huacheng guaranty
Technology Co.,
Ltd
Total amount of approving 3,000 Total amount of 9,000
guarantee for subsidiaries in actual occurred
report period (B1) guarantee for
subsidiaries in report
period (B2)
Total amount of approved 3,000 Total balance of 3,000
guarantee for subsidiaries at actual guarantee for
the end of reporting period subsidiaries at the end
(B3) of reporting period
(B4)
Guarantee of the subsidiaries for the subsidiaries
Actual date Comp
Related Guara
of lete
Name of the Announ Actual ntee
Guarant happening Guarante Guarante imple
Company cement guarantee for
ee limit (Date of e type e term menta
guaranteed disclosu limit related
signing tion or
re date party
agreement) not
Total amount of guarantee of the Company( total of three abovementioned guarantee)
Total amount of approving 3,000 Total amount of 9,000
actual occurred
guarantee in report period
guarantee in report
(A1+B1+C1)
period (A2+B2+C3)
Total amount of approved 3,000 Total balance of 3,000
actual guarantee at
guarantee at the end of
the end of report
report period (A3+B3+C2)
period (A4+B4+C4)
The proportion of the total amount of actually 3.21%
guarantee in the net assets of the Company(that is A4+
35
深圳市深宝实业股份有限公司 2015 年年度报告全文
B4+C4)
Including:
Amount of guarantee for shareholders, actual
0
controller and its related parties(D)
The debts guarantee amount provided for the
guaranteed parties whose assets-liability ratio exceed 0
70% directly or indirectly(E)
Proportion of total amount of guarantee in net assets of
0
the Company exceed 50%(F)
Total amount of the aforesaid three
0
guarantees(D+E+F)
Explanations on possibly bearing joint and several
liquidating responsibilities for undue guarantees (if Not applicable
applicable)
Explanations on external guarantee against regulated
Not applicable
procedures (if applicable)
2. Entrust others to cash asset management
(1) Trust financing
√Applicable □Not applicable
In 10 thousand Yuan
Amount
Princip
of reserve
al
Wheth for Actual
Trust Criteria actuall Actual
er devaluati Anticipat collected
financi Start for y gains/los
Name related Type End date on of ed gains/los
ng date fixing collect ses in
trade withdrawi income ses in
amount reward ed in period
or not ng (if period
the
applicabl
Period
e)
Pudong
Developm Bank Guarante Complet
2015-3-2 2015-6-2
ent Bank N financi 3,000 ed 3,000 38.25 38.25 e
5 5
Shanghai ng earnings recovery
branch
Pudong N Bank
Developm financi Guarante Complet
2015-4-1 2015-5-1
ent Bank ng 1,000 ed 1,000 4.31 4.31 e
0 3
Shanghai earnings recovery
branch
N Bank Floating Complet
CITIC 2015-3-2 2015-5-2
financi 2,000 earnings 2,000 18.11 18.11 e
Bank 4 0
ng recovery
CITIC N Bank Floating
2015-3-2 2015-7-2 Complet
Bank financi 3,000 earnings 3,000 28.8
5 8 65.33 e
ng
recovery
CITIC N Bank 2,000 2015-5-2 2015-7-1 Floating 2,000 11.4
36
深圳市深宝实业股份有限公司 2015 年年度报告全文
Bank financi 2 6 earnings
ng
CITIC N Bank Floating Complet
2015-6-1 2015-7-1
Bank financi 1,000 earnings 1,000 5.7 9.8 e
1 6
ng recovery
Shenzhen N Bank
Complet
Rural financi 2015-6-2 Floating
300 2015-7-8 300 0.58 0.58 e
Commerci ng 4 earnings
recovery
al Bank
Pudong N Bank Guarante
Developm financi ed Complet
2015-9-2 2015-12-
ent Bank ng 3,000 earnings 3,000 27.75 27.75 e
3 23
Shanghai recovery
branch
Pudong N Bank Guarante
Developm financi ed Complet
2015-10- 2015-11-
ent Bank ng 1,000 earnings 1,000 2.93 2.93 e
10 13
Shanghai recovery
branch
Pudong N Bank
Developm financi Guarante Complet
2015-11- 2015-12-
ent Bank ng 1,000 ed 1,000 2.7 2.7 e
18 21
Shanghai earnings recovery
branch
CITIC N Bank
2015-10- 2015-12- Floating
Bank financi 3,000 3,000 28
15 30 earnings Complet
ng
39.56 e
CITIC N Bank
2015-12- 2015-12- Floating recovery
Bank financi 2,000 2,000 6.67
03 30 earnings
ng
Total 22,300 -- -- -- 22,300 175.2 209.32 --
Capital resource Own funds
Principal uncollected for
overdue and accumulated 0
earnings
Lawsuit involved (if
Not applicable
applicable)
Disclosure date for
approval from the Board
2015-3-21
for trust financing (if
applicable)
Disclosure date for
approval from board of Not applicable
shareholders for trust
37
深圳市深宝实业股份有限公司 2015 年年度报告全文
financing (if applicable)
Whether has trust
Yes
financing plan in future
X. Explanation on Other Important Matters
√Applicable □Not applicable
According to the Cooperation Agreement On Construction signed between the Company and
Shenzhen Jitai Industrial Development Co., LTD. (hereinafter referred to as "Jitai Industrial
Company"), the Company and Jitai Industrial Company develop the land located in Wenjin north
road No.(ZDNO.H307-0018) to a construction of self-use office building. The Company will not
increase any invest by any mean and will not bear any cost. Jitai Industrial Company is responsible
for investing and bearing all the capital needed by the project. The Company confirms 42 million
Yuan as basis of property allocation proportion to construction based on evaluation for H307-0018
land. Property allocation apportion of the Company is: apportion of total cost caused by confirming
42 million Yuan as basis of property allocation proportion to construction based on evaluation for
H307-0018 land (namely 42 million Yuan plus total capital invested by Jitai Industrial Company
which has been confirmed by audit). Minimum apportion takes 20% if the final apportion is less
than 20%. In Dec of 2012, both sides determine to withdraw usage of ‘self-using office building’
which waa changed to usage of Jade Apartment residential program. Residential housing has been
partner since 26 Oct of 2014. Jade apartment program is applicable to joint venture rules. As to 31
Dec of 2015, income arising from residential housing attributable to Shenbao is 153,720,478.00
Yuan.
XI. Significant event of subsidiary of the Company
□ Applicable √ Not applicable
XII. Social responsibility
√Applicable □ Not applicable
During the reporting period, the Company has been strictly in accordance with "Company Law",
"Securities Law", "Articles of Association" and other relevant laws and regulations, combined with
the actual establishment of a standardized corporate governance structure, the Company attaches
importance to social responsibility, sustains attention to social create value, integrity management
according to law, to provide consumers with safe and secure products, high-quality, green and
healthy products to enhance the capacity for sustainable development and overall competitiveness;
efforts to improve management, enhance innovation capability, enhance core competencies, with
sound operational bring in shareholders return; the Company uphold a fair, just and open principles
of treatment for all investors, with particular emphasis on safeguarding the interests of minority
shareholders; the Company strictly comply with national environmental laws and regulations,
thoroughly implement green philosophy, strengthen ecological protection, comply with the overall
development of the country and society, and strive to achieve economic and social benefits,
short-term interests and long-term interests of their own development and social development,
coordination, thus achieve healthy and harmonious development between the Company and the
community, the Company and the environment.
The listed company and subsidiaries is in the range of heavy pollution industry that regulated by
State environment protection departments
□ Yes √No □Not applicable
38
深圳市深宝实业股份有限公司 2015 年年度报告全文
Section VI. Changes in Shares and Particulars about
Shareholders
I. Changes in Shares
1. Changes in Shares
In share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Capital
Bon
New ization
Proporti us Proporti
A mount shares of Others Subtotal Amount
on shar on
issued public
es
reserve
I. Restricted shares 17,464,616 5.80% 150,825 150,825 17,615,441 5.85%
1. State-owned
0 0.00% 0 0 0 0.00%
shares
2. State-owned
8,140,475 2.70% 0 0 8,140,475 2.70%
corporate shares
3. Other domestic
9,324,141 3.10% 118,500 118,500 9,474,966 3.14%
shares
Including:
Domestic legal 9,324,141 3.10% 0 0 9,324,141 3.10%
person’s shares
Domestic
nature person’s 0 0.00% 118,500 118,500 118,500 0.04%
shares
4. Foreign shares 0 0.00% 32,325 32,325 32,325 0.01%
Including: Foreign
0 0.00% 0 0 0 0.00%
corporate shares
overseas
nature person’s 0 0.00% 32,325 32,325 32,325 0.01%
share
II. Un-restricted
283,615,568 94.20% -150,825 -150,825 283,464,743 94.15%
shares
1. RMB common
252,252,368 83.78% -150,825 -150,825 252,101,543 83.73%
shares
2. Domestically
31,363,200 10.42% 0 0 31,363,200 10.42%
listed foreign shares
3. Foreign listed
0 0.00% 0 0 0 0.00%
foreign shares
4. Other 0 0.00% 0 0 0 0.00%
100.00 100.00
III. Total shares 301,080,184 0 0 301,080,184
% %
Reasons for share changed
√Applicable □Not applicable
During the reporting period, part of the directors, supervisors and senior management of the
39
深圳市深宝实业股份有限公司 2015 年年度报告全文
company increased A shares holdings, total holdings of 201,100 shares. Automatic locking 75%
stake according to directors, supervisors and senior executives with the relevant provisions, namely
150,825 shares.
2. Changes of restricted shares
√Applicable □Not applicable
In share
Number
Number
of
Number of Number of of shares
shares
Sharehold shares new shares restricted Restriction
restricte Released date
ers’ name released in restricted at reasons
d at
the Year in the Year Period-e
Period-
nd
begin
Zheng Executives Each year unlock restricted shares taking 25
0 0 30,000 30,000
Yuxi locked shares per cent of the total number of shares held
Executives Each year unlock restricted shares taking 25
Lin Hong 0 0 18,750 18,750
locked shares per cent of the total number of shares held
Yan Executives Each year unlock restricted shares taking 25
0 0 32,325 32,325
Zesong locked shares per cent of the total number of shares held
Executives Each year unlock restricted shares taking 25
Li Yiyan 0 0 18,750 18,750
locked shares per cent of the total number of shares held
Executives Each year unlock restricted shares taking 25
Li Fang 0 0 18,075 18,075
locked shares per cent of the total number of shares held
Yao Executives Each year unlock restricted shares taking 25
0 0 20,175 20,175
Xiaopeng locked shares per cent of the total number of shares held
Wang Executives Each year unlock restricted shares taking 25
0 0 12,750 12,750
Zhiping locked shares per cent of the total number of shares held
Total 0 0 150,825 150,825 -- --
II. Security offering and listing
1. Changes of total shares and shareholders structure as well as explanation on changes of
assets and liability structure
√Applicable □Not applicable
During the reporting period, part of the directors, supervisors and senior management of the
company automatically lock 75% stake according to directors, supervisors and senior executives
with the relevant provisions. After locking, restricted shares increased to 17,615,441 shares from
17,464,616 while unlocked shares decreased to 283,464,743 shares from 283,615,568 shares.
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 Total Total Total preference
common common preference shareholders with voting
shareholde 34,553 stock 55,074 shareholders 0 rights recovered at end of 0
rs in shareholde with voting last month before annual
reporting rs at end rights report disclosed (if
40
深圳市深宝实业股份有限公司 2015 年年度报告全文
period-end of last recovered at applicable) (found in
month end of note8)
before reporting
annual period (if
report applicable)
disclosed (found in
note8)
Particulars about shares held above 5% by shareholders or top 10 shareholding
Number of
Proport Total share
Changes in Amount of Amount of
Full name of Nature of ion of shareholders
report restrict un-restrict shares pledged/frozen
Shareholders shareholder shares at the end of
period shares held held State
held report period
of Amount
share
Shenzhen
Agricultural
Other 19.09% 57,474,117 0 9,324,141 48,149,976
Products Co.,
Ltd
Shenzhen
Investment State-owned
16.00% 48,172,304 0 8,140,475 40,031,829
Holding Co., legal person
Ltd
Domestic
He Xueping 3.82% 11,500,000 11,500,000 0 11,500,000
nature person
UOB Kay Hian Overseas
0.88% 2,636,507 2,636,507 0 2,636,507
(HK) Co., Ltd. legal person
Domestic
Sun Huiming 0.72% 2,175,850 616,052 0 2,175,850
nature person
Domestic
Zhang Yuanju 0.68% 2,047,700 2,047,700 0 2,047,700
nature person
Guosen (HK)
Overseas
brokerage Co., 0.61% 1,839,930 1,839,930 0 1,839,930
legal person
Ltd.
Domestic
Du Xinye 0.43% 1,300,000 1,300,000 0 1,300,000
nature person
Domestic
Liu Qingfu 0.41% 1,231,800 518,700 0 1,231,800
nature person
Domestic
Wu Lu 0.36% 1,091,500 1,091,500 0 1,091,500
nature person
41
深圳市深宝实业股份有限公司 2015 年年度报告全文
Shenzhen SASAC directly holds 26.76% equity interests of Agricultural Products,
indirectly holds 5.24% equity interests of Agricultural Products and directly holds
Explanation on associated
100% equity interests of Shenzhen Investment Holding. Except for this, the
relationship among the
Company was not aware of any related relationship between other shareholders
aforesaid shareholders
above, and whether they belonged to parties acting in concert as defined by the
Acquisition Management Method of Listed Company.
Particular about top ten shareholders with un-restrict shares held
Amount of listed shares held at end of the Type of shares
Shareholders
Period Type Amount
Shenzhen Agricultural Products
48,149,976 RMB common shares 48,149,976
Co., Ltd
Shenzhen Investment Holding
40,031,829 RMB common shares 40,031,829
Co., Ltd
He Xueping 11,500,000 RMB common shares 11,500,000
Domestically foreign
UOB Kay Hian (HK) Co., Ltd. 2,636,507 2,636,507
shares
Domestically foreign
Sun Huiming 2,175,850 2,175,850
shares
Zhang Yuanju 2,047,700 RMB common shares 2,047,700
Guosen (HK) brokerage Co., Domestically foreign
1,839,930 1,839,930
Ltd. shares
Du Xinye 1,300,000 RMB common shares 1,300,000
Liu Qingfu 1,231,800 RMB common shares 1,231,800
Wu Lu 1,091,500 RMB common shares 1,091,500
Shenzhen SASAC directly holds 26.76%% equity interests of Agricultural
Expiation on associated
relationship or consistent actors Products, indirectly holds 5.24% equity interests of Agricultural Products and
within the top 10 un-restrict directly holds 100% equity interests of Shenzhen Investment Holding. Except for
shareholders and between top 10 this, the Company was not aware of any related relationship between other
un-restrict shareholders and top
shareholders above, and whether they belonged to parties acting in concert as
10 shareholders
defined by the Acquisition Management Method of Listed Company.
During the reporting period, shareholders He Xueping held 11,500,000 shares
through Guotai Junan Securities by customer credit-backed securities trading
Explanation on shareholders account; shareholders Zhang Yuan held 1,770,400 shares through Haitong
involving margin business about Securities by customer credit-backed securities trading account; shareholders Du
top ten common shareholders
with un-restrict shares held (if Ye Xin held 1,300,000 shares through Northeast Securities by customer
applicable) (see Note 4) credit-backed securities trading account; shareholders Liuqing Fu held 1,231,800
shares through Haitong Securities by customer credit-backed securities trading
account.
Whether top ten common shareholders or top ten common 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.
42
深圳市深宝实业股份有限公司 2015 年年度报告全文
2. Controlling shareholder of the Company
Nature of controlling shareholders: local state-owned holding
Type of controlling shareholders: legal person
Legal
Controlling rep./person Date Register
Main business
shareholder in charge of established capital
unit
Engaged in develop, construct, operate and manage
agricultural wholesale market and rental business;
domestic business, material supply and marketing
industry (excluding franchise and specialized goods);
engaged in agricultural products, aquatic products
Shenzhen wholesale, chain operations as well as import and
Agricultural Chen export business; provide support for the agricultural
1989-1-14 192179163
Products Co., Shaoqun products wholesale such as hostel, canteen, restaurant,
Ltd
transport, handling, storage, packaging; engaged in
information (not including project against the laws,
administrative regulations or projects the State
Council decided to ban), property management, hotel
management ; owned property leasing: market
investment, investment in industry.
Equity of other
domestic/foreign
listed company
with share
controlling and More details found in Annual Report 2015 of Agricultural Products, the controlling shareholder
share of the Company
participation by
controlling
shareholder in
reporting 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: local state-owned assets management
Type of actual controller: legal person
Legal
Actual controller rep./person in Date established Organization code Main business
charge of unit
Shenzhen Municipal
People’s Government
State-owned Assets Supervised and managing
Gao Zimin K31728067
Supervision & the state-owned assets
Administration
Commission
Equity of other -
43
深圳市深宝实业股份有限公司 2015 年年度报告全文
domestic/foreign listed
company controlled by
actual controller in
reporting period
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:
Shenzhen Municipal People’s Government State-owned
Assets Supervision and Administration Commission
100% 100%
Shenzhen Yuanzhi Investment Co., Ltd. Shenzhen Investment Holdings Co., Ltd.
100% 24.76246%
5.22131% Shenzhen Yixin Investment Co., Ltd.
16%
0.01623%
Shenzhen Agricultural Products Co., Ltd.
19.09%
Shenzhen Shenbao Industrial Co., Ltd.
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
Legal
rep./perso Main business or management
Corporate shareholders Date established Register capital
n in charge activity
of unit
Shenzhen municipal state-owned
Shenzhen Investment Xiong
2004-10-13 21,450,000,000 enterprises to provide
Holding Co., Ltd Peijin
guarantees; equity management
44
深圳市深宝实业股份有限公司 2015 年年度报告全文
except that held by Shenzhen
SASAC supervision directly;
assets reorganization,
restructuring and capital
operation to owned enterprise;
investment; other business
Shenzhen SASAC authorized.
45
深圳市深宝实业股份有限公司 2015 年年度报告全文
Section VII. Particulars about Directors, Supervisors and
Senior Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Decreas
Increasin
Shares ing
g shares Shares
Post-ho held at shares Other
Start dated of office End date of office held in held at
Title lding Sex Age period-b held in changes
Name term term this period-en
status egin this (share)
period d(Share)
(Share) period
(Share)
(Share)
Current
Chairman,
Zheng ly in
Party M 54 2015-9-10 2018-9-10 0 40,000 0 0 40,000
Yuxi offic
Secretary
e
Current
Li ly in
Director F 51 2015-9-10 2018-9-10 0 0 0 0 0
Jinhua offic
e
Director Current
Liu
ly in
Zhengy M 46 2015-9-10 2018-9-10 0 0 0 0 0
offic
u
e
Director Current M
Huang ly in
42 2015-9-10 2018-9-10 0 0 0 0 0
Yu offic
e
Current M 2015-9-10 2018-9-10
Fan Independent ly in
67 0 0 0 0 0
Zhiqing director offic
e
Independent Current M 2015-9-10 2018-9-10
Wu
director ly in
Shupin 63 0 0 0 0 0
offic
g
e
Independent Current M 2015-9-10 2018-9-10
Chen
director ly in
Canson 44 0 0 0 0 0
offic
g
e
Current M 2015-9-10 2018-9-10
Director、
Yan ly in
general 46 0 43,100 0 0 43,100
Zesong offic
manager
e
Li Deputy GM, Current F 50 2015-9-10 2018-9-10 0 25,000 0 0 25,000
46
深圳市深宝实业股份有限公司 2015 年年度报告全文
Yiyan Secretary of ly in
the Board offic
e
Current 2015-9-10 2018-9-10
Chairman of
Lin ly in
board of F 51 0 25,000 0 0 25,000
Hong offic
supervisors
e
Current M 2015-9-10 2018-9-10
Li ly in
Supervisor 44 0 0 0 0 0
Xinjian offic
e
Current M 2015-9-10 2018-9-10
Luo
ly in
Longxi Supervisor 55 0 0 0 0 0
offic
n
e
Deputy Current 2015-9-10 2018-9-10
general ly in
Li Fang F 42 0 24,100 0 0 24,100
manager offic
e
Deputy Current M 2015-9-10 2018-9-10
Qian general ly in
44 0 0 0 0 0
Xiaojun manager offic
e
Current M 2015-9-10 2018-9-10
Yao Deputy
ly in
Xiaope general 48 0 26,900 0 0 26,900
offic
ng manager
e
Current 2015-9-10 2018-9-10
Wang ly in
CFO F 45 0 17,000 0 0 17,000
Zhiping offic
e
Director Leave M 2015-9-10
Dou
the 44 2012-10-12 0 0 0 0 0
Qiang
office
Lin Director Leave M 2012-10-12 2015-9-10
Yanfen the 44 0 0 0 0 0
g office
Xu Leave 2012-10-12 2015-9-10
Independent
Zhuang the M 44 0 0 0 0 0
director
cheng office
Leave 2012-10-12 2015-9-10
Huang
Supervisor the F 53 0 0 0 0 0
Qin
office
Total -- -- -- -- -- -- 0 201,100 0 0 201,100
47
深圳市深宝实业股份有限公司 2015 年年度报告全文
II. Changes of directors, supervisors and senior executives
Name Title Type Date Reasons
leave the post leave the post when office terms expires
Dou Qiang Director when office 2015-9-10
terms expires
leave the post 2015-9-10 leave the post when office terms expires
Lin Yanfeng Director when office
terms expires
leave the post 2015-9-10 leave the post when office terms expires
Xu Independent
when office
Zhuangcheng Director
terms expires
leave the post 2015-9-10 leave the post when office terms expires
Huang Qing Supervisor when office
terms expires
III. Post-holding
Professional background, major working experience and present main responsibilities in Company
of directors, supervisors and senior executive
(I) Directors
Mr. Zheng Yuxi, bachelor degree of economics, was born in 1962. He has served successively as director and
Deputy GM of underling enterprise of Shenzhen Special Economic Region Free Commodities Enterprises,
Chairman of Shenzhen Agri-Pastoral Enterprises Co., Ltd., GM assistant and Deputy GM and GM of the
Company, Chairman of 7th session of the Board and Party Secretary; and now serves as Chairman of 8th session of
the Board and Party Secretary.
Ms. Li Jinhua, was born in 1965, a Master of Engineering. She successively served as the director of GM office
of Shenzhen Agricultural Products Co., Ltd; GM of Shenzhen Haijixing International Logistic Park Management
Co., Ltd.; the GM of Shenzhen Buji Wholesale market of the Agricultural Products; chief of the H&R dept. of
Shenzhen Agricultural Products Co., Ltd. Now she serves as the GM of H&R department of Shenzhen
Agricultural Products Co., Ltd. and director of the 8th session of the Board of the Company.
Mr. Liu Zhengyu: born in 1970, master of business administration, senior accountant. Ever posted as section
head, deputy director of the Shenzhen SASAC; deputy director of investigation department, Shenzhen
state-owned assets supervision and administration supervision; deputy director, chief director, investigation
department, Shenzhen People's government state-owned assets supervision and administration commission.
Currently as the chief accountant of Shenzhen Investment Holding co., LTD.,; director of Shenzhen urban
construction group; supervisor, China Nanshan development group; director, the 9th board of director of the
Company.
Mr. Huang Yu, was born in 1974, a MBA, senior accountant and Chinese CPA. He has served successively as
auditor of Shenzhen Shekou Xinde CPA; Manager of audit department and assistant director of Shenzhen
HengDaXin CPA; deputy director of audit department of Shenzhen Commerce & Trade Investment Holding Co.,
Ltd.; principal staff member of social affair division and 2nd division of enterprise of Shenzhen Municipal
People’s Government State-owned Assets Supervision & Administration Commission. Deputy minister and
minister of financial budget department of Shenzhen Investment Holding Co., Ltd. Now he serves as office
director of financial budget department of Shenzhen Investment Holding Co., Ltd., and serves as Director of 9th
Session of the Board of the Company.
Mr. Fan Zhiqing, was born in 1949, a graduate degree, a senior accountant and senior economist. He has served
successively as judge of title of a senior professional post in Guangdong Province and panelists, financial manager
and CFO of large state-run or joint venture in Shenzhen, guest professor of Shenzhen University and Shenzhen
Managers College, independent Director of Shenzhen Kingsignal Technology Co., Ltd.; Independent director of
5th and 6th session of the Board of the Company. Now he serves as Independent Director of Shenzhen Shahe
Induatrial Co., Ltd. and he serves as Independent Director of 9th session of the Board of the Company.
Mr. Wu Shuping, was born in 1953, a Master degree and senior economist. He has served successively as deputy
factory director of Shanghai Starter Motor Factory; deputy director of comprehensive division of General Office
48
深圳市深宝实业股份有限公司 2015 年年度报告全文
of Shanghai Municipal People’s Government; Director and Deputy President of Asia Commerce Enterprises
Consultant Co., Ltd.and Independent Director of Shenzhen Agricultural Products Co., Ltd. Now he serves as GM
of Shanghai Baiyan Enterprise Management Consultant Co., Ltd, and Independent Director ofChengdu Hi-Tech
Investment Group. He serves as Independent Director of 9th session of the Board of the Company.
Mr. Chen Cansong: born in 1972, bachelor degree. Successive director, politics and law committee of the district
party committee, Shantou; assistant lawyer, Guangdong Xincheng Law firm; lawyer, Guangdong Ruite Law firm;
currently lawyer, partner, Guangdong Dena Law Firm; director, the ninth session of the board of directors.
Mr. Yan Zesong, was born in 1970, a university background, member of the 3rd CPPCC of Shangrao City, Jiangxi
Province. He served as Director and GM of Shenzhen Shenbao Huacheng Food Co., ltd., President of Shenbao
Huacheng, supervisor of 6th Session of Supervisory Committee of the Company and Director and GM of 7th
session of the Board of the Company. He now serves as Director and GM of 9th session of the Board of the
Company
Ms. Li Yiyan, was born in 1966, Master Degree, Senior Human Resources Manager. She successively served as
the Head, Deputy Minister and Minister of H&R Department of the Company and supervisors of the 5th and 6th
supervisory committee. Now she serves as the Deputy GM, Secretary of the Board of the Company and chairman
of the Shenshenbao Investment.
(II) Supervisors
Ms. Lin Hong, was born in 1965, senior accountant with master degree. She once was the accountant charger of
Shenzhen Native Product & Animal By-Products & Tea I/E Co., accountant charge of Planning and Financial
Department of Hesheng FUR& LEATHER CO., Ltd., deputy minister of Planning and Financial Department of
Shenzhen Foreign Trade Xinhua Enterprise Co., accountant and deputy minister and minister of Planning and
Financial Department of Agricultural Products and chairman of 7th and 8th session of supervisory committee of
the Company. Now she serves as chairman of 9th session of supervisory committee of the Company.
Mr. Li Xinjian: born in 1972, bachelor's degree. Former account, Deputy Minister, Accountants Finance
Department; Minister of Department of Business Management, Shenzhen Urban Construction Development
(Group) Company; Minister, Examination and Distribution unit, Shenzhen Investment Holding Co., Ltd. currently
as 3rd business minister of Shenzhen Investment Holding Co., Ltd.; director of China Resources Ng Fung meat
products (Shenzhen) Co., Ltd.; director of Shenzhen World (Group) Company Limited; director of Guoxin
Securities Company Limited; supervisor of Ninth Board of Supervisors.
Mr. Luo Longxin, was born in 1961, bachelor degree and researcher in tea science, he took up an appointment in
Tea research lab of Chinese Academy of Agricultural Sciences, working mainly in tea manufacture, tea beverage,
condensed tea juice as well as research and technology development of deep processing of tea leaves, he took
charge of deputy director of research lab for tea manufacture and commissioner of academy commission. In 2008,
he was awarded as Evaluation Expert for The State Technological Invention Award by the state technological
invention award office. he served as charge in production and quality controller in Shenzhen Shenbao Huacheng
Food Co., Ltd. and now he is CTO, person in charge of R&D center, supervisor of 9th session of supervisory
committee and chairman of Technology Center Company.
(III) Senior Executives
Ms. Li Fang, was born in 1974 with master degree. She successively served as main charger, deputy chief,
section chief and deputy director of Secretary Section; deputy minister of H&R Department; deputy director and
director of Office of Supervisory Committee and supervisor of the 5th supervisory committee of Agricultural
Products. Now she is the deputy general manager of the Company and chairman of the Shenbao Property.
Mr. Qian Xiaojun, was born in 1972, a university background, a food engineer. He served in tea research institute
of Chinese Academy of Agricultural Sciences, mainly engaged in research of further processing of tea as well as
tea-making, tea beverage and concentrated tea; He successively served as technical chief and GM of Shenzhen
Shenbao Huacheng Science and Technology Co., Ltd. Now he serves as Deputy GM of the Company and
chairman of Hangzhou Jufangyong.
Mr. Yao Xiaopeng, was born in 1968, a university background, a food safety division. He has successively
served as deputy GM and GM of Guangdong Shenbao Food Co., Ltd., Chairman of Shenbao Sanjing and GM
assistant of the Company. Now he serves as deputy GM of the Company and chairman of Huzhou Shenbao
Technology.
Ms. Wang Zhiping, was born in 1971, a university background, an accountant and non-practicing CPA. She has
successively served as auditor, senior auditor and department manager of Shenzhen Dahua CPA; director assistant
and director of accounting and financial department of the Company. Now she serves as CFO of the Company and
chairman of Puer Tea Trading Center.
Post-holding in shareholder’s unit
49
深圳市深宝实业股份有限公司 2015 年年度报告全文
√Applicable □Not applicable
Weather
receiving
Start dated End date remuneration
Name Name of shareholder’s units Position of office of office
term term from
shareholder’s
units
GM of human
Shenzhen Agricultural Products
Li Jinhua resources Y
Co., Ltd
department
Shenzhen Investment Holding Co., Y
Liu Zhengyu General account
Ltd
Shenzhen Investment Holding Co., Y
Huang Yu Office director
Ltd
Shenzhen Investment Holding Co., Minister, 3rd Y
Li Xinjian
Ltd business department
Post-holding in other unit
√Applicable □Not applicable
Start Weather
End date receiving
dated of
Name Name of other units Position of office
office remuneration
term
term
from other units
Shenzhen City Construction Group Director N
Liu Zhengyu
China Nanshan Development Group Supervisor N
Fan Zhiqing Shenzhen Shahe Induatrial Co., Ltd Independent director Y
Shanghai Baiyan Enterprise
Wu Shuping GM Y
Management Consultant Co., Ltd
Chen
Guangdong Dena CPA Lawyer, partner Y
Cansong
China Resources Ng Fung meat
Director N
products (Shenzhen) Co., Ltd.
Li Xinjian
Shenzhen Tiandi (Group) Co., Ltd. Director N
Guoxin Securities Co., Ltd. Director N
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
IX. Remuneration for directors, supervisors and senior executives
Decision-making procedures, determination bases and actual payment of remunerations of directors,
supervisors and senior management
(I) Basis and Decision-making Process for the Annual Reward of Company Directors, Supervisors
and Senior Managers
During the reporting period, according to the headquarter compensation plan and performance
measures, the Company's board meeting remuneration and appraisal committee combined with the
Company's annual business situation and individual performance appraisal result and determined
the directors, supervisors and senior management personnel salary. The subsidiary standard of
50
深圳市深宝实业股份有限公司 2015 年年度报告全文
independent directors is subject to the resolution by the 2012 Annual General Meeting and adjusted
as RMB 100,000 (tax included) per year for one person.
(II) Total Compensation of Directors, Supervisors and Senior Managers
By the end of the reporting period, the total amount of annual pre-tax pay of the current directors,
supervisors and senior manager is RMB 4.3082 million. During the period, the outgoing directors,
supervisors and senior executives obtained 287,000 Yuan remuneration before tax from the
Company during office term, 4,595,200 Yuan in total.
Remuneration for directors, supervisors and senior executives in reporting period
In ten thousand Yuan
Whether
Total
remuneration
Post-holding remuneration
Name Title Sex Age obtained from
status obtained from
related party of
the Company
the Company
Chairman, director Currently in
Zheng Yuxi M 54 59.5 N
of party office
Currently in
Li Jinhua Director F 51 0 Y
office
Director M Currently in
Liu Zhengyu 46 0 Y
office
Director M Currently in
Huang Yu 42 0 Y
office
Independent M Currently in N
Fan Zhiqing 67 10
director office
Independent M Currently in N
Wu Shuping 63 10
director office
Independent M Currently in N
Chen Cansong 44 2.5
director office
Director, General M Currently in N
Yan Zesong 46 59
Manager office
Director, deputy Currently in N
general manager, office
Li Yiyan F 50 47.5
secretary to board
of directors
Chairman of board Currently in
Lin Hong F 51 44 N
of supervisor office
M Currently in
Li Xinjian Supervisor 44 0 Y
office
M Currently in N
Luo Longxin Supervisor 55 38
office
deputy general Currently in N
Li Fang F 42 41
manager office
deputy general M Currently in N
Qian Xiaojun 44 43.2
manager office
51
深圳市深宝实业股份有限公司 2015 年年度报告全文
deputy general M Currently in N
Yao Xiaopeng 48 41.42
manager office
Currently in N
Wang Zhiping Financial director F 45 34.7
office
Dou Qiang Director M 44 Leave the office 0 N
Lin Yanfeng Director M 44 Leave the office 0 N
Xu Independent M Leave the office N
44 7.5
Zhuangcheng director
Huang Qin Supervisor F 53 Leave the office 21.2 N
Total -- -- -- -- 459.52 --
V. Particulars of workforce
1. Number of Employees, Professional composition, Education background
Employee in-post of the parent Company(people) 61
Employee in-post of main Subsidiaries (people) 783
The total number of current employees(people) 844
The total number of current employees to receive pay
844
(people)
Retired employee’ s expenses borne by the parent
0
Company and main Subsidiaries(people)
Professional composition
Category of professional composition Numbers of professional composition (people)
Production personnel 339
Salesperson 158
Technicians 100
Financial personnel 53
Administrative personnel 194
Total 844
Education background
Education Numbers (people)
Postgraduate or above 27
Undergraduate 169
3-years regular college graduate 174
Polytechnic school graduate 71
Senior middle school graduate or below 403
Total 844
2. Employee Compensation Policy
During the reporting period, employee wages was paid monthly according to salary management
provisions set by the Company, and the performance-related pay was issued based on the actual
situation of benefit and individual performance assessment results at the year-end.
52
深圳市深宝实业股份有限公司 2015 年年度报告全文
3. Training Plan
With the development of corporate strategy planning and the implementation of management by
objectives, all modules of the Company has more diversified and comprehensive quality
requirements for all kinds of personnel, especially key talent in the key positions. Thus, the
Company plans to establish a learning organization covering all the staff gradually with effective
implementation of the training credit system, At the same time keeping up with the trend of the
Internet, to build "Trinity" of community - online – offline: a new learning platform, fully
integrated mobile terminal, leveraging employees personal interests and fragmented time, change
passive learning to active learning to achieve optimal results. At the same time the Company has
initially selected several internal trainers with the optimum digital capability, later senior staff will
join in the core curriculum, helping to maximize staff to acquire knowledge, skills and attitudes
required for their jobs, while further improving self-quality, and enhance the ability of its own. For
2016, the Company will take professionalism and specialization as theme, continue to promote the
construction of the training system, to create media around positive tea culture, combine
professional knowledge, skills and strategic objectives, culture, institution and other to carry out
diverse forms of learning. Put the staff training on strategic height, set up a strategic concept based
on development objectives and strategies to develop training programs to make the training and
long-term development of the enterprise closely. For enterprise executives and key personnel, focus
on training and awareness of its innovative thinking, combined with the industry and the Company
needs to break through limitations of thinking, and actively absorb and share, expand learning and
hot discussions. During specific work carried out in 2016, all training activities shall be focused on
corporate strategy and business development, so that set plans by demand to promote the
implementation of plans to see effects.
4. Labor outsourcing
□ Applicable√ Not applicable
53
深圳市深宝实业股份有限公司 2015 年年度报告全文
Section VIII. Corporate governance
I. Brief introduction of corporate governance
During the reporting period, the Company constantly improved the corporate governance structure,
improved the quality of corporate governance, and established a sound internal control system,
strictly in accordance with corporate governance requirements of normative documents released by
the “Company Law “,” Securities Law, Corporate Governance Guidelines “and” Standardize
Operational Guidelines to Main Board Listed Companies of Shenzhen Stock Exchange. The
Company continued to carry out the governance activities, improved the standard operation level,
and safeguarded the legitimate interests of the Company and investors.
(I) Accountability among Shareholders’ General Meeting, the Board of Directors and Supervisors
were clear, we strictly implemented the rules from the "Articles of Association" during the reporting
period as well as work regulations and other basic management system to ensure the effective
implementation of the internal control system.
(II) Corporate mechanism revised in the Period as:
Serial Name Index of disclosure
1 Remuneration and Appraisal Committee Regulations Disclosed on Juchao website on 24 Jan 2015
(January 2015) （www.cninfo.com.cn）
2 Nomination Committee Regulations (January 2015) Disclosed on Juchao website on 24 Jan 2015
（www.cninfo.com.cn）
3 Board Strategy Committee Regulations (January Disclosed on Juchao website on 24 Jan 2015
2015) （www.cninfo.com.cn）
4 Annual Reports of the Board Audit Committee Disclosed on Juchao website on 24 Jan 2015
(January 2015) （www.cninfo.com.cn）
5 Audit Committee Regulations (January 2015) Disclosed on Juchao website on 24 Jan 2015
（www.cninfo.com.cn）
6 management system of change in shares held by Disclosed on Juchao website on 24 Jan 2015
Directors, supervisors and senior management （www.cninfo.com.cn）
(January 2015)
7 Annual Report of Independent Directors System Disclosed on Juchao website on 24 Jan 2015
(January 2015) （www.cninfo.com.cn）
8 Investor Relations Management System (January Disclosed on Juchao website on 24 Jan 2015
2015) （www.cninfo.com.cn）
9 General Manager Work Regulations (January 2015) Disclosed on Juchao website on 24 Jan 2015
（www.cninfo.com.cn）
10 Foreign Investment Regulations (January 2015) Disclosed on Juchao website on 24 Jan 2015
（www.cninfo.com.cn）
11 Related transaction management system (January Disclosed on Juchao website on 24 Jan 2015
2015) （www.cninfo.com.cn）
12 Information Disclosure Management System Disclosed on Juchao website on 24 Jan 2015
(January 2015) （www.cninfo.com.cn）
13 Funds-raised management approach (May 2015) Disclosed on Juchao website on 13 May 2015
（www.cninfo.com.cn）
54
深圳市深宝实业股份有限公司 2015 年年度报告全文
The Company received no relevant documents with administrative regulation concerned from
supervision department in reporting period, and has no particular about rectification within a time
limit. From point of the Board, corporate governance of the Company shows no difference to
requirement from relevant documents with actual condition.
Is there any difference between actual situation and the requirements of the Company Law and
relevant regulations from CSRC
□ Yes √ No
There is no difference between actual situation and the requirements of the Company Law and
relevant regulations of the CSRC.
II. Independence of the Company in aspect of business, personnel, assets, institute and finance
relative to its controlling shareholder
By the end of the reporting period, agricultural products held by controlling shareholders account
for 19.09 percent .The Company, in strict accordance with the governance rules of listed corporate
and other relevant provisions, completely separates from the controlling shareholders in business,
finance, personnel, assets, organizations, and has independent full business and self management
ability.
1. Independent Business:
The business of the Company is independent from controlling shareholders and has complete
business and self management ability and is mainly engaged in tea, food and beverage products
production, and sale. It develops business alone, not depends on the shareholders and their affiliated
enterprises, which has no competition with controlling shareholder and its subordinate enterprises.
The controlling shareholder has no direct or indirect intervention in the Company business
activities.
2. Independent Staff:
The Company has special organization to manage labor and payment, and has independent perfect
personnel system and collective management system. General manager of the Company as well s
deputy GM, secretary of the Board, CFO and other senior executives are received remuneration
from the Company, and are not received remuneration from shareholders’’ unit and subordinate
enterprises and holding the post except director or supervisor. All the Company's directors,
supervisors are elected through legal procedures. The general manager, deputy general manager,
chief financial officer and the board secretary are appointed by the board meeting. The Company
has independent power of appointment and removal of personnel.
3. Independent Assets:
The Company has independent and integrity asset structure, has independent production system,
auxiliary production systems and supporting facilities, and has independent purchase and sales
system. There is no controlling shareholder's non business occupation of money and the property.
4. Independent Organization:
The Company has set up a sound organizational structure system and operates independently; owns
production and business operation place independent from the controlling shareholders; there is no
mixed operation between the Company and controlling shareholders.
5. Financial Independent:
The Company, with independent financial department, has set up independent accounting system
and financial management system and makes financial decision independently. With independent
bank accounts, tax payment, the Company strictly follows the financial system and has independent
operation and standardized management. There is no intervention into financial and accounting
activity by controlling shareholder.
III. Horizontal Competition
□ Applicable √ Not applicable
IX. In the report period, the Company held annual general meeting and extraordinary
55
深圳市深宝实业股份有限公司 2015 年年度报告全文
shareholders’ general meeting
1. Annual General Meeting in the report period
Ratio of
Session of investor
Type Date Date of disclosure Index of disclosure
meeting participati
on
Annual Annual Disclosed at www.cninfo.com.cn
General General on No. 2015-22 " resolutions
Meeting of Meeting Announcement to 2014 Annual
0.07% 2015-5-12 2015-5-13
2014 General Shareholders’ meeting
of Shenzhen Shenbao Industrial
Co., Ltd. " on May 13, 2015
First Extraordin Disclosed at www.cninfo.com.cn
extraordinar ary on No. 2015-36 " resolutions
y general general Announcement to 2015 Annual
0.00% 2015-9-10 2015-9-11
meeting of meeting General Shareholders’ meeting
2015 of Shenzhen Shenbao Industrial
Co., Ltd. " on Sep 11, 2015
Second Extraordin Disclosed at www.cninfo.com.cn
extraordinar ary on No. 2015-46 " resolutions
y general general Announcement to 2015 2nd
meeting of meeting 0.03% 2015-12-9- 2015-12-10 Annual General Shareholders’
2015 meeting of Shenzhen Shenbao
Industrial Co., Ltd. " on Dec 10,
2015
V. Responsibility performance of independent directors in report period
1. The attending of independent directors to Board meetings and shareholders’ general
meeting
The attending of independent directors
Whether
Times of
Times of absent the
Name of Board meeting Times of
Times of attending by Times of Meeting for
independent supposed to entrusted
Presence communicatio Absence the second
director attend in the presence
n time in a row
report period
or not
Fan Zhiqing 8 6 2 0 0 N
Wu Shuping 8 4 4 0 0 N
Chen Cansong 3 3 0 0 0 N
Xu Zhuangcheng 5 5 0 0 0 N
Times attending shareholders’
general meeting from independent 1
directors
56
深圳市深宝实业股份有限公司 2015 年年度报告全文
2. Objection for relevant events from independent directors
Whether independent directors come up with objection about company’s relevant matters or not
□ Yes √ No
Independent directors have no objections for relevant events in reporting period.
3. Other explanation about responsibility performance of independent directors
Whether the opinions from independent directors have been adopted or not
√Yes □ No
The Explanation of the Advice adopted or not accepted by Independent Director
During the reporting period, independent directors of the Company was in strict accordance with
relevant laws from the "Articles of Association", the "Company Law", "Guidance to Establishment
of Independent Director System in Listed Companies ", and actively attended board meetings,
shareholders' meetings. We issued independent professional opinion for important issues. And we
sustained attention to the operating, inspected and guided the management work from time to time,
learned about internal control system, implementation progress of the equity investment project, etc.,
participate actively in independent directors training organized by board of supervisors to improve
the performance of their duties according to the law of consciousness; in time published
independent and impartial advice for investment outside, related party transactions, hiring auditors
and other matters occurred during the reporting period. Duties performance of independent directors
has improved the corporate governance structure and safeguarded the interests of the Company and
its shareholders. From performance of duties of Independent Directors please note from “2015
Annual Work Report of Independent Directors” detailed in www.cninfo.com.cn on disclosure.
VI. Performance of Duties by Specialized Committees under the Board Meeting in the
Reporting Period
1. Performance of Duties by the Strategy Committee of the Board
During the reporting period, the strategy committee of the board of directors held two meetings
which has considered and approved the “Motion on proposing to invest in the establishment of
Yunnan Yuncha Micro-Credit Company”, seriously discussed and analyzed the company’s strategic
development, raised the professional opinions and suggestions, and played an important role in
improving the benefits and quality of decision-making.
2. Performance of Duties by the Auditing Committee
In the reporting period, totally four meetings are held by auditing committee for annual report of the
Company, Annual Report 2014, semi-annual report 2015, 1st quarterly report and 3rd quarterly
report 2015 deliberation; and confirmed that the financial report satisfy requirement of Accounting
rules and present a fair and complete financial status, operation results and cash flow of the
Company; examined the construction progress of internal control, carried a professional opinions
for the auditing institution appointed outside the Company, guarantee the Company finished
auditing on schedule. Auditing committee of the Company earnestly following the principle of
diligence, play a supervise role in full and protect the independency of the auditing.
3. Performance of Duties by the Remuneration and Appraisal Committee
During the reporting period, the remuneration and appraisal committee has held one meetings to
examine the 2014annual performance factor according to the regulation of performance
management measures for the headquarters, and inspected the 2014 annual salary for the
Company's directors, supervisors and senior managers, at the same time, made confirmation for the
operating performance indicators in 2015.
4. Nomination Committee performance
During the reporting period, the Nomination Committee held two meetings. due to the expiration of
the Eighth Session of the Board of Directors, according to "Company Law", "Articles" and
57
深圳市深宝实业股份有限公司 2015 年年度报告全文
"Regulations on the Board of Directors Nomination Committee", Nomination Committee actively
promote the candidates work in ninth Board of directors where reviewed the candidate's profession,
education, job title, detailed work experience, part-time job. Mr. Zheng Yuxi, Ms. Li Jinhua, Mr.
Zheng-Yu Liu, Huang Yu Mr., Mr. Fan Zhiqing, Mr. Wu Shuping, Mr. Chen Cansong, Mr. Yan
Zesong, Ms. Li Yi were nominated as of candidate directors of ninth Board of directors.
VII. Works from Supervisory Committee
Whether the Company has risks or not 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. Appraisal and incentive mechanism for senior executives
The personnel department of the Company is based on the Company's overall business performance
and achievement of management index, the remuneration and appraisal committee under the board
meeting of the Company will carry on comprehensive evaluation in accordance with the
headquarter performance management method, take it as the basis for salary adjustment and
rewards of senior management personnel and then implement after the approval of the board
meeting and general meeting. The company will further explore the effective incentive mechanism
to fully arouse the initiative and enthusiasm of management, promoting the sustainable and stable
development of the Company.
IX. Internal control
1. Details of major defects in IC appraisal report that found in reporting period
□Yes √ No
2. Appraisal Report of Internal Control
Disclosure date of full internal
2016-4-26
control evaluation report
Disclosure index of full internal
Juchao information website (www.cninfo.com.cn)
control evaluation report
The ratio of the total assets of units
included in the scope of evaluation
accounting for the total assets on the 94.36%
company's consolidated financial
statements
The ratio of the operating income of
units included in the scope of
evaluation accounting for the 92.35%
operating income on the company's
consolidated financial statements
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
Qualitative evaluation criteria of financial reporting Qualitative evaluation criteria for Identified
are as follows: internal control deficiencies in
Major defects: Defect alone or together with other non-financial reporting are as follows:
Qualitative
defects in a timely manner cause unpreventable or the company may indicate the presence of
criteria
undetectable and uncorrectable material significant deficiencies related to
misstatement in the financial statements. non-financial reporting internal control if
The Company may indicate the presence of following circumstances:
58
深圳市深宝实业股份有限公司 2015 年年度报告全文
significant deficiencies in internal control over (1)The lack of democratic decision-making
financial reporting if following circumstances: process, such as the lack of
(1)The directors, supervisors and senior management decision-making on major issues, an
fraud; important appointment and dismissal of
(2) Enterprise corrected mistake which has been cadres, major investment decisions, large
published in financial statements; sums of money using the decision-making
(3) CPA found material misstatement in current process;
financial statements, but internal control during (2)Decision-making process is not
operation failed to find the misstatements; scientific, such as major policy mistakes,
(4) Oversight of internal control by Corporate Audit resulting in significant property damage to
Committee and the internal audit is invalid; the company;
(5) Particularly important or significant deficiencies (3) Serious violations of national laws and
found during internal control has not been rectified; regulations;
(6) The lack of business-critical system or invalid (4) Loss of key executives or loss of a large
system. Important defect: defect alone or together number of key talent;
with other defects in a timely manner cause (5) Negative media news are frequent.
unpreventable or undetectable and uncorrectable Other cases are determined by the degree of
material misstatement in the financial statements, influence as an important general defect or
although not reach and exceed the level of common defects.
importance, should lead to management attention
misstatements.
General Defects: other internal defects do not pose a
significant or important defect control deficiencies.
Qualitative criteria of financial reporting are as Qualitative evaluation criteria for Identified
follows: internal control deficiencies in
General Defects: non-financial reporting are as follows:
reported wrongly <0.5% of total capital or reported General defects: the amount of direct
wrongly<0.5% of operating income; property loss of 10 million (10 million) and
Important flaw: 0.5% of total assets ≤ reported ~ 1.5 million yuan by the provincial
wrongly <1% of total assets or 0.5% of operating (including provincial) government the
income≤ misstatements <1% of revenue; following penalties but the company
Major flaw: misstatement ≥ 1% of total assets or disclosed in periodic reports on the
misstatements ≥ 1% of revenue. negative impact;
Quantitative
Important flaw: the amount of direct
standard
property loss of 1.5 million yuan (including
1.5 million yuan) ~ 3 million yuan and
punished by the state government but the
company disclosed in periodic reports on
the negative impact;
Major flaw: the amount of direct property
loss of 3 million yuan and above and have
been officially disclosed outside the
company disclosed in periodic reports and
adversely affected.
59
深圳市深宝实业股份有限公司 2015 年年度报告全文
Amount of
significant
defects in 0
financial
reports
Amount of
significant
defects in 0
non-financial
reports
Amount of
important
defects in 0
financial
reports
Amount of
important
defects in 0
non-financial
reports
X. Self-evaluation report of internal control
√Applicable □ Not applicable
Deliberations in Internal Control Audit Report
Dahua Certified Public Accountants (special general partnership) believes Shenshenbao Company was in
accordance with the "basic norms of internal control" and the relevant provisions and maintained effective
internal control of financial reporting in all material respects on 31 Dec 2015.
Disclosure details of audit
Disclosed
report of internal control
Disclosure date of audit report
2016-4-26
of internal control (full-text)
Index of audit report of
Juchao Information Website (www.cninfo.com.cn)
internal control (full-text)
Opinion type of auditing
Standard unqualified
report of IC
Whether the non-financial
No
report had major defects
Whether modified audit opinions carried out for the audit report of internal control from CPA or not
□ Yes √ No
Whether audit report of internal control, issued by CPA, is in agreement with self-evaluation report,
issued by the Board
√ Yes □ No
60
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Section IX. Financial Report
I. Audit report
Type of audit opinion Standard unqualified opinion
Signing date of audit report 2016-4-22
Name of audit institute Dahua Certified Public Accountants (LLP)
Document serial of audit report Dahua Shen Zi [2016]005440
Name of the CPA Chen Baohua, Gong Chenyan
Auditor’s Report
Dahua ShenZi No.[2016]005440
To all shareholders of SHENZHEN SHENBAO INDUSTRIAL CO., LTD.:
We have audited the companying consolidated and parent Company’s financial statements of
Shenzhen Shenbao Industrial Co., Ltd (“the Company”), including balance sheet of 31 December
2015 and profit statement, and cash flow statement, and statement on changes of shareholders’
equity for the year ended, and notes to the financial statements for the year ended.
I. Management’s responsibility for the financial statements
Management of the Company is responsible for prepare and present financial statement of the
Company, which including: (1) Prepare financial statements with fair presentation in line with
Accounting Standards for Business Enterprises; (2) Designing, executed and maintaining necessary
internal control in order to prevent fundamental miscarrying in financial statement from fraudulent
or errors.
II. Auditor's responsibility
Our responsibility is to express an audit opinion on these financial statements based on our audit.
We performed our audit in accordance with Chinese Certified Public Accountants' Auditing
Standards. Those standards require us to comply with professional ethics, and to plan and perform
our audit so as to obtain reasonable assurance about whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures of the financial statements. The selective audit procedures depend on auditor's judgment,
including the evaluation of the risk of material misstatement of the consolidated financial
statements due to frauds or errors. When evaluating risk, we consider internal control related to
financial statements, in order to design auditing procedures, but not for the purpose of expressing an
opinion on the internal control's effectiveness. An audit also includes assessing the appropriateness
of the accounting policies adopted and the reasonableness of the accounting estimates made by
management, as well as evaluating the overall presentation of the financial statements.
We believe that we have obtained sufficient and appropriate audit evidences to provide a basis for
our audit opinion.
III. Auditing opinion
In our opinion, the Company’s financial statements have been prepared in accordance with the
Enterprises Accounting Standards and Enterprises Accounting System, and they fairly present the
financial status of the Company and its consolidated statement as of December 31, 2015, and its
operation results of the parent company and consolidate statement and cash flows for the year
ended.
61
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Dahua Certified Public Accountants (LLP) Chinese CPA:
：Chen Baohua
Beijing China
Chinese CPA:
：Gong Chenyan
22 April 2016
62
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
II. Financial Statement
Currency used in note of financial statement is RMB (Yuan)
1. Consolidated Balance Sheet
Prepared by Shenzhen Shenbao Industrial Co., Ltd
31 Dec 2015
In RMB
Items Balance at period-end Balance at period-begin
Current assets:
Monetary funds 148,013,887.15 267,347,778.44
Financial liability measured by fair
value and with variation reckoned into 3,586,352.90 1,777,695.79
current gains/losses
Notes receivable 38,922.90
Accounts receivable 75,948,016.12 103,147,982.43
Accounts paid in advance 18,601,600.34 7,779,877.27
Interest receivable
Dividend receivable
Other receivables 22,019,771.94 24,689,122.83
Inventories 175,822,373.53 130,041,684.50
Divided into assets held for sale
Non-current asset due within one year
Other current assets 2,012,976.56 3,911,623.17
Total current assets 446,043,901.44 538,695,764.43
Non-current assets:
Financial assets available for sale 57,500.00 57,500.00
Hold-to-maturity investment
Long-term account receivable
Long-term equity investment 7,034,953.91 1,042,686.34
Investment real estate 18,809,193.68
Fixed assets 358,418,473.54 397,461,013.05
Construction in process 6,790,574.90 4,040,726.71
Engineering material
Disposal of fixed asset
Productive biological assets 436,156.00 436,156.00
Intangible assets 193,057,370.27 196,961,086.80
Expense on Research and Development
Goodwill
Long-term expenses to be apportioned 15,993,354.47 12,961,711.79
63
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Deferred income tax asset 4,436,279.25 2,955,622.47
Other non-current asset 9,381,000.00
Total non-current asset 614,414,856.02 615,916,503.16
Total assets 1,060,458,757.46 1,154,612,267.59
Current liabilities:
Short-term loans 40,000,000.00
Notes payable
Accounts payable 24,821,587.58 17,679,451.23
Accounts received in advance 3,714,591.93 3,162,385.52
Wage payable 12,357,984.32 7,837,260.80
Taxes payable 21,308,373.62 24,901,069.25
Interest payable
Dividend payable 2,909,182.74 2,909,182.74
Other accounts payable 23,637,606.15 48,845,820.69
Divided into liability held for sale
Non-current liabilities due within 1 year
Other current liabilities
Total current liabilities 88,749,326.34 145,335,170.23
Non-current liabilities:
Long-term loans
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income 12,932,278.81 14,376,120.78
Deferred income tax liabilities 1,639,143.22 1,262,646.50
Other non-current liabilities
Total non-current liabilities 14,571,422.03 15,638,767.28
Total liabilities 103,320,748.37 160,973,937.51
Shareholders’ equity:
Share capital 301,080,184.00 301,080,184.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 518,186,660.59 518,186,429.67
64
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus public reserve 49,670,863.23 49,483,448.58
Provision of general risk
Retained profit 66,684,572.93 102,128,156.68
Total shareholders’ equity attributable
935,622,280.75 970,878,218.93
to parent Company
Minority interests 21,515,728.34 22,760,111.15
Total shareholders’ equity 957,138,009.09 993,638,330.08
Total liabilities and shareholders’ equity 1,060,458,757.46 1,154,612,267.59
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
2. Balance sheet of parent company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
31 Dec 2015
In RMB
Items Balance at period-end Balance at period-begin
Current assets:
Monetary funds 116,074,656.42 150,507,919.56
Financial liability measured by fair
value and with variation reckoned into 3,586,352.90 1,777,695.79
current gains/losses
Notes receivable
Accounts receivable 32,750,583.18 66,943,467.46
Accounts paid in advance 6,476,875.00
Interest receivable
Dividend receivable
Other receivables 222,807,412.34 226,739,055.48
Inventories 40,232,342.98 6,787,542.82
Divided into assets held for sale
Non-current asset due within one year
Other current assets 267,230.32
Total current assets 422,195,453.14 452,755,681.11
Non-current assets:
Financial assets available for sale
65
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Hold-to-maturity investment
Long-term account receivable
Long-term equity investment 892,812,451.85 879,110,475.04
Investment real estate 40,167,700.24 22,185,674.71
Fixed assets 34,546,366.05 54,632,801.84
Construction in process
Engineering material
Disposal of fixed asset
Productive biological assets 436,156.00 436,156.00
Intangible assets 7,692,860.86 7,849,895.35
Expense on Research and Development
Goodwill
Long-term expenses to be apportioned 1,060,072.56 904,608.11
Deferred income tax asset 3,005,903.22 1,595,828.95
Other non-current asset
Total non-current asset 979,721,510.78 966,715,440.00
Total assets 1,401,916,963.92 1,419,471,121.11
Current liabilities:
Short-term loans 40,000,000.00
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Notes payable
Accounts payable 50,179,887.87 31,618,075.33
Accounts received in advance 377,054.09 537,767.09
Wage payable 6,073,389.24 2,963,536.35
Taxes payable 19,194,680.96 23,882,099.83
Interest payable
Dividend payable 2,909,182.74 2,909,182.74
Other accounts payable 200,789,188.11 197,493,420.54
Divided into liability held for sale
Non-current liabilities due within 1 year
Other current liabilities
Total current liabilities 279,523,383.01 299,404,081.88
Non-current liabilities:
66
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Long-term loans
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income 49,920.00 49,920.00
Deferred income tax liabilities 452,164.28
Other non-current liabilities
Total non-current liabilities 502,084.28 49,920.00
Total liabilities 280,025,467.29 299,454,001.88
Shareholders’ equity:
Share capital 301,080,184.00 301,080,184.00
Capital public reserve 532,984,495.26 532,984,264.34
Less: Inventory shares
Other comprehensive income
Surplus public reserve 49,670,863.23 49,483,448.58
Retained profit 238,155,954.14 236,469,222.31
Total shareholders’ equity 1,121,891,496.63 1,120,017,119.23
Total liabilities and shareholders’ equity 1,401,916,963.92 1,419,471,121.11
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
3. Profit statement
Prepared by Shenzhen Shenbao Industrial Co., Ltd
In 2015
In RMB
Items Amount in this period Amount in last period
I. Total operating income 338,224,512.31 368,121,399.84
Including: Operating income 338,224,512.31 368,121,399.84
II. Total operating cost 388,803,094.50 360,221,345.99
Including: Operating cost 247,443,735.69 229,059,281.30
Operating tax and extras 10,810,030.41 21,085,230.52
Sales expenses 46,050,246.67 34,669,374.33
Administration expenses 80,515,335.69 75,664,108.61
Financial expenses -1,951,620.60 -1,033,252.39
Losses of devaluation of asset 5,935,366.64 776,603.62
Add: Changing income of fair value 1,808,657.11 642,447.39
67
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
(Loss is listed with “-”)
Investment income (Loss is listed
535,500.67 2,875,742.20
with “-”)
Including: Investment income on
-1,551,979.03 22,686.34
affiliated Company and joint venture
Exchange income (Loss is
listed with “-”)
III. Operating profit (Loss is listed with
-48,234,424.41 11,418,243.44
“-”)
Add: Non-operating income 7,894,927.66 6,728,246.14
Including: Disposal gains of
1,000.00
non-current asset
Less: Non-operating expense 85,552.86 92,423.53
Including: Disposal loss of
37,081.52 92,423.53
non-current asset
IV. Total Profit (Loss is listed with “-”) -40,425,049.61 18,054,066.05
Less: Income tax 2,535,502.30 3,927,874.68
V. Net profit (Loss is listed with “-”) -42,960,551.91 14,126,191.37
Net profit attributable to owner’s
-35,256,169.10 13,323,820.43
equity of parent Company
Minority shareholders’ gains and
-7,704,382.81 802,370.94
losses
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
(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
68
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Net after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total consolidated income -42,960,551.91 14,126,191.37
Total consolidated income
attributable to shareholders of parent -35,256,169.10 13,323,820.43
Company
Total consolidated income
-7,704,382.81 802,370.94
attributable to minority shareholders
VIII. Earnings per share:
(I) Basic earnings per share -0.1171 0.0443
(II) Diluted earnings per share -0.1171 0.0443
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
4. Profit statement of parent company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
In 2015
In RMB
Item Amount in this period Amount in last period
I. Operation income 162,825,129.46 187,163,882.45
Less: Operation cost 114,794,632.02 90,592,440.59
Operating tax and extras 9,288,136.44 20,064,449.40
Sales expenses 5,117,885.61 4,454,898.63
Administration expenses 31,611,579.25 28,787,044.84
Financial expenses -774,003.34 1,004,478.00
Losses of devaluation of asset 5,657,407.31 136,460.22
Add: Changing income of fair
1,808,657.11 642,447.39
value (Loss is listed with “-”)
Investment income (Loss is listed
789,456.51 4,452,349.39
with “-”)
Including: Investment income
-1,298,023.19
on affiliated Company and joint venture
II. Operating profit (Loss is listed with
-272,394.21 47,218,907.55
“-”)
Add: Non-operating income 4,465,085.69 1,229,700.00
Including: Disposal gains of
non-current asset
Less: Non-operating expense 7,053.55 36,096.51
69
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Including: Disposal loss of
6,650.00 36,096.51
non-current asset
III. Total Profit (Loss is listed with “-”) 4,185,637.93 48,412,511.04
Less: Income tax 2,311,491.45 3,589,498.51
IV. Net profit (Loss is listed with “-”) 1,874,146.48 44,823,012.53
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of 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
VI. Total consolidated income 1,874,146.48 44,823,012.53
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per share
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
5. Consolidated cash flow statement
Prepared by Shenzhen Shenbao Industrial Co., Ltd
In 2015
In RMB
Item Amount in this period Amount in last period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 414,424,898.08 388,618,847.59
services
Write-back of tax received 1,165,924.42 428,432.77
Other cash received concerning
15,838,610.41 19,818,543.85
operating activities
70
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Subtotal of cash inflow arising from
431,429,432.91 408,865,824.21
operating activities
Cash paid for purchasing
commodities and receiving labor 305,049,300.64 240,406,486.13
service
Cash paid to/for staff and workers 68,761,736.29 64,518,390.83
Taxes paid 33,720,659.00 28,895,800.03
Other cash paid concerning
69,860,826.07 49,602,034.77
operating activities
Subtotal of cash outflow arising from
477,392,522.00 383,422,711.76
operating activities
Net cash flows arising from operating
-45,963,089.09 25,443,112.45
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
223,000,000.00
investment
Cash received from investment
2,093,233.10
income
Net cash received from disposal of
fixed, intangible and other long-term 7,000.00 64,706.96
assets
Net cash received from disposal of
18,039,785.00
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
225,100,233.10 18,104,491.96
activities
Cash paid for purchasing fixed,
34,267,963.43 54,063,452.97
intangible and other long-term assets
Cash paid for investment 230,550,000.00 1,020,000.00
Net cash received from
4,617,194.45
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
264,817,963.43 59,700,647.42
activities
Net cash flows arising from investing
-39,717,730.33 -41,596,155.46
activities
III. Cash flows arising from financing
activities:
Cash received from absorbing 6,460,000.00 2,625,000.00
71
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
investment
Including: Cash received from
absorbing minority shareholders’ 6,460,000.00 2,625,000.00
investment by subsidiaries
Cash received from loans 90,000,000.00
Other cash received concerning
230.92 3,988.15
financing activities
Subtotal of cash inflow from financing
6,460,230.92 92,628,988.15
activities
Cash paid for settling debts 40,000,000.00 50,000,000.00
Cash paid for dividend and profit
159,000.00 3,179,206.34
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
40,159,000.00 53,179,206.34
activities
Net cash flows arising from financing
-33,698,769.08 39,449,781.81
activities
IV. Influence on cash due to fluctuation
45,697.21 98,766.73
in exchange rate
V. Net increase of cash and cash
-119,333,891.29 23,395,505.53
equivalents
Add: Balance of cash and cash
266,847,778.44 243,452,272.91
equivalents at the period -begin
VI. Balance of cash and cash
147,513,887.15 266,847,778.44
equivalents at the period -end
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
6. Cash flow statement of parent company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
In 2015
In RMB
Item Amount in this period Amount in last period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 215,407,817.33 160,601,744.35
services
72
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Write-back of tax received 294,629.58
Other cash received concerning
40,493,400.09 113,502,477.47
operating activities
Subtotal of cash inflow arising from
256,195,847.00 274,104,221.82
operating activities
Cash paid for purchasing
commodities and receiving labor 168,435,330.20 89,134,076.69
service
Cash paid to/for staff and workers 13,710,719.90 21,378,127.31
Taxes paid 18,018,998.90 15,534,012.75
Other cash paid concerning
35,704,152.32 108,473,603.14
operating activities
Subtotal of cash outflow arising from
235,869,201.32 234,519,819.89
operating activities
Net cash flows arising from operating
20,326,645.68 39,584,401.93
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
220,000,000.00 34,450,000.00
investment
Cash received from investment
2,087,479.70
income
Net cash received from disposal of
fixed, intangible and other long-term 49,706.96
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
222,087,479.70 34,499,706.96
activities
Cash paid for purchasing fixed,
1,695,956.00 2,708,942.51
intangible and other long-term assets
Cash paid for investment 235,000,000.00 50,000,000.00
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
236,695,956.00 52,708,942.51
activities
Net cash flows arising from investing
-14,608,476.30 -18,209,235.55
activities
73
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
III. Cash flows arising from financing
activities:
Cash received from absorbing
investment
Cash received from loans 60,000,000.00
Other cash received concerning
230.92 3,988.15
financing activities
Subtotal of cash inflow from financing
230.92 60,003,988.15
activities
Cash paid for settling debts 40,000,000.00 20,000,000.00
Cash paid for dividend and profit
159,000.00 2,453,956.34
distributing or interest paying
Other cash paid concerning
financing activities
Subtotal of cash outflow from financing
40,159,000.00 22,453,956.34
activities
Net cash flows arising from financing
-40,158,769.08 37,550,031.81
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 7,336.56 281.57
exchange rate
V. Net increase of cash and cash
-34,433,263.14 58,925,479.76
equivalents
Add: Balance of cash and cash
150,507,919.56 91,582,439.80
equivalents at the begin of year
VI. Balance of cash and cash
116,074,656.42 150,507,919.56
equivalents at the end of period
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
74
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
7. Consolidated Statement of Changes of Owners’ Equity
Prepared by Shenzhen Shenbao Industrial Co., Ltd
In 2015
In RMB
Amount in the period
Owners’ equity attributable to parent company
Other
Provision Total
Item equity instrument Less: Other Minority
Reasonable Surplus of shareholders’
Share capital Perpetual Capital reserve Inventory comprehensive Retained profit interests
Preferred reserve reserve general equity
capital Other shares income
stock risk
securities
I. Balance at
the end of the 301,080,184.00 518,186,429.67 49,483,448.58 102,128,156.68 22,760,111.15 993,638,330.08
last year
Add:
Changes of
accounting
policy
Error
correction of
the last period
Enterprise
combine
under the
same control
Other
II. Balance at
the beginning 301,080,184.00 518,186,429.67 49,483,448.58 102,128,156.68 22,760,111.15 993,638,330.08
of this year
75
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
III. Increase/
Decrease in
this year 230.92 187,414.65 0.00 -35,443,583.75 -1,244,382.81 -36,500,320.99
(Loss is listed
with “-”)
(i) Total
comprehensive -35,256,169.10 -7,704,382.81 -42,960,551.91
income
(ii)
Shareholders’
devoted and 6,460,000.00 6,460,000.00
decreased
capital
1.Common
shares invested
6,460,000.00 6,460,000.00
by
shareholders
2. Capital
invested by
holders of
other equity
instruments
3. Amount
reckoned into
owners equity
with
share-based
payment
76
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
4. Other
(III) Profit
187,414.65 -187,414.65
distribution
1. Withdrawal
of surplus 187,414.65 -187,414.65
reserves
2.
Withdrawal of
general risk
provisions
3. Distribution
for
shareholders
4. Other
(IV) Carrying
forward
internal 230.92 230.92
shareholders’
equity
1. Capital
reserves
conversed to
share capital
(or share
capital)
2. Surplus
reserves
conversed to
77
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
share capital
(or share
capital)
3. Remedying
loss with
surplus reserve
4. Other 230.92 230.92
(V) Reasonable
reserve
1. Withdrawal
in the report
period
2. Usage in the
report period
(VI) Others
IV. Balance at
the end of the 301,080,184.00 518,186,660.59 49,670,863.23 66,684,572.93 21,515,728.34 957,138,009.09
report period
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
In RMB
Amount in last period
Owners’ equity attributable to parent company
Other Total
Item Less: Other Provision Minority
equity instrument Reasonable Surplus shareholders’
Share capital Capital reserve Inventory comprehensive of general Retained profit interests
Preferred Perpetual reserve reserve equity
Other shares income risk
stock capital
78
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
securities
I. Balance at the
end of the last 250,900,154.00 568,362,471.52 2,966,659.20 45,001,147.33 93,286,637.50 51,167,623.63 1,011,684,693.18
year
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 250,900,154.00 568,362,471.52 2,966,659.20 45,001,147.33 93,286,637.50 51,167,623.63 1,011,684,693.18
year
III. Increase/
Decrease in this
50,180,030.00 -50,176,041.85 -2,966,659.20 4,482,301.25 0.00 8,841,519.18 -28,407,512.48 -18,046,363.10
year (Loss is
listed with “-”)
(i) Total
comprehensive -2,966,659.20 13,323,820.43 802,370.94 11,159,532.17
income
(ii)
-29,209,883.42 -29,209,883.42
Shareholders’
79
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
devoted and
decreased capital
1.Common
shares invested 2,625,000.00 2,625,000.00
by shareholders
2. Capital
invested by
holders of other
equity
instruments
3. Amount
reckoned into
owners equity
with share-based
payment
4. Other -31,834,883.42 -31,834,883.42
(III) Profit
4,482,301.25 -4,482,301.25
distribution
1. Withdrawal of
4,482,301.25 -4,482,301.25
surplus reserves
2. Withdrawal
of general risk
provisions
3. Distribution
for shareholders
4. Other
(IV) Carrying
50,180,030.00 -50,176,041.85 3,988.15
forward internal
80
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
shareholders’
equity
1. Capital
reserves
conversed to 50,180,030.00 -50,180,030.00
share capital (or
share capital)
2. Surplus
reserves
conversed to
share capital (or
share capital)
3. Remedying
loss with surplus
reserve
4. Other 3,988.15 3,988.15
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI) Others
IV. Balance at
the end of the 301,080,184.00 518,186,429.67 49,483,448.58 102,128,156.68 22,760,111.15 993,638,330.08
report period
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
81
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Person in Charge of Accounting Institution: Mr. Xu Qiming
8. Statement on Changes of Owners’ Equity of Parent Company
Prepared by Shenzhen Shenbao Industrial Co., Ltd
In 2015
In RMB
Amount in this period
Other
equity instrument Less: Other
Item Reasonable Surplus Total shareholders’
Share capital Perpetual Capital reserve Inventory comprehensive Capital reserve
Preferred reserve reserve equity
capital Other shares income
stock
securities
I. Balance at the end of the
301,080,184.00 532,984,264.34 49,483,448.58 236,469,222.31 1,120,017,119.23
last year
Add: Changes of
accounting policy
Error correction of the
last period
Other
II. Balance at the beginning
301,080,184.00 532,984,264.34 49,483,448.58 236,469,222.31 1,120,017,119.23
of this year
III. Increase/ Decrease in
this year (Loss is listed with 230.92 187,414.65 1,686,731.83 1,874,377.40
“-”)
(i) Total comprehensive
1,874,146.48 1,874,146.48
income
(ii) Shareholders’ devoted
and decreased capital
1.Common shares invested
82
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
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 187,414.65 -187,414.65
1.Withdrawal of surplus
187,414.65 -187,414.65
reserves
2.Distribution for
shareholders
3. Other
(IV) Carrying forward
internal shareholders’ 230.92 230.92
equity
1. Capital reserves
conversed to share capital
(or share capital)
2. Surplus reserves
conversed to share capital
(or share capital)
3. Remedying loss with
surplus reserve
4. Other 230.92 230.92
(V) Reasonable reserve
83
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
1. Withdrawal in the report
period
2. Usage in the report
period
(VI) Others
IV. Balance at the end of
301,080,184.00 532,984,495.26 49,670,863.23 238,155,954.14 1,121,891,496.63
the report period
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
In RMB
Amount in last period
Other
equity instrument Less: Other
Item Reasonable Surplus Total shareholders’
Share capital Perpetual Capital reserve Inventory comprehensive Capital reserve
Preferred reserve reserve equity
capital Other shares income
stock
securities
I. Balance at the end of the
250,900,154.00 583,160,306.19 45,001,147.33 196,128,511.03 1,075,190,118.55
last year
Add: Changes of
accounting policy
Error correction of the
last period
Other
II. Balance at the beginning
250,900,154.00 583,160,306.19 45,001,147.33 196,128,511.03 1,075,190,118.55
of this year
III. Increase/ Decrease in
50,180,030.00 -50,176,041.85 4,482,301.25 40,340,711.28 44,827,000.68
this year (Loss is listed
84
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
with “-”)
(i) Total comprehensive
44,823,012.53 44,823,012.53
income
(ii) Shareholders’ 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 4,482,301.25 -4,482,301.25
1.Withdrawal of surplus
4,482,301.25 -4,482,301.25
reserves
2.Distribution for
shareholders
3. Other
(IV) Carrying forward
internal shareholders’ 50,180,030.00 -50,176,041.85 3,988.15
equity
1. Capital reserves
conversed to share capital 50,180,030.00 -50,180,030.00
(or share capital)
2. Surplus reserves
85
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
conversed to share capital
(or share capital)
3. Remedying loss with
surplus reserve
4. Other 3,988.15 3,988.15
(V) Reasonable reserve
1. Withdrawal in the report
period
2. Usage in the report
period
(VI) Others
IV. Balance at the end of
301,080,184.00 532,984,264.34 49,483,448.58 236,469,222.31 1,120,017,119.23
the report period
Legal person: Mr. Zheng Yuxi
Person in Charge of Accounting Works: Ms. Wang Zhiping
Person in Charge of Accounting Institution: Mr. Xu Qiming
86
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
III. Company profile
(I) Profile
1. Company registration, organization form and headquarters address
Shenzhen Shenbao Industrial Co., Ltd. (the “Company” or “Company” for short), formerly named Shenzhen
Shenbao Canned Food Company, obtained approval (Document (1991) No.978) from Shenzhen Municipal
People’s Government to change to the present name as on 1 August 1991.Then with the approval (Document
(1991)No.126) from People’s Bank of China, the Company began to list on Shenzhen Stock Exchange.
The Company initially issued 107,312,935 shares in the stock exchange. In 1992, one bonus share was dispatched
for each 10 shares held by its shareholders, thus totally 10,731,290 shares were increased. In 1993, one bonus
share and one allotted share were dispatched for each 10 shares held by its shareholders, thus totally 20,878,845
shares were increased. Subsequently, one bonus share was dispatched for each 10 shares held by shareholders
upon the basis of total share capital as at the end of 1996, and capitalizing of capital reserves was carried out at
one to ten basis, thus totally 27,784,614 shares were increased. In 2001, based on the total share capital as at the
end of 1999, three shares were allotted for each 10 shares held by shareholders, and totally 15,215,404 shares
were allotted. The registered capital of the Company amounts to RMB181, 923,088.
On 22 June 2011, the Company privately offering 68,977,066 shares of RMB ordinary share (A share) to target
investors with issuing price of RMB 8.70 each while book value of RMB 1.00. Total monetary capital RMB
600,100,474.20 was raised. Change procedures of industrial and commerce has completed on 12 July 2011. Register
capital of the Company changed as RMB 250,900,154.00.
On 9 April 2014, the equity allocation plan was deliberated and approved by Annual General Meeting of 2013.
Based on 250,900,154 shares dated 31st December 2013, increase 2 shares by each 10 shares transferring to all
shareholders. Share capital increased to 301,080,184 shares after transferring.
Registed address of the Company: 8/F, B Section, 4th Tower, Software Industrial Base, South Technology Park,
Xuefu Street, Yuehai Avenue, Nanshan District, Shenzhen, P.R. China; license No.: 91440300192180754J.
2. Business nature and major operation activities of the Company
The Company mainly engaged in the products of tea series of “Jindiao” brand including instant tea power and tea
concentrate; “Xing Jiu”; “Ju Fang Yong”; “Gutan” and serials of “Fu Hai Tang”; seasoning series under “Sanjing”
brand include oyster sauce, olive vegetable, and soy; beverages series under “Shenbao” brand include daisy tea,
lemon tea, and wax gourd tea.
General business scope including: production of tea, tea products, extract of tea and natural plant, canned food,
beverage and native products ( business license for the production place should apply separately); technology
development and technology service of tea, plant products, soft beverage and foods; info tech development and
supporting service; on-line trading; investment, operation, management and development of tea plantation;
investment in industrial projects (apply separately for detail projects); domestic trading(excluding special sales,
specific control and exclusive commodity); import and export business; engaged in real estate development and
operation in the land legally obtained; lease and sales of the self-owned property and property management.” (as
for the projects subject to examination and approval regulated by the state laws, administrative regulations and
state council, approval should be obtained before operation). Business in license: wholesale of prepackaged food
(excluding reheating prepackaged food) (in non-physical way)
3. Basic structure of the Company
The highest authority organ of the Company is general meeting, and general manager take charge of the company
under the board. Based on the needs for business development, the Company set function departments like office
of the Board, office of GM, HR Dept., Financial management Dept., investment development dept., brand
planning dept., caffeine deep processing division, R&D center, monitor room and internal auditing dept.
4. Report approval for the financial statement
The statement has been approved by the Board dated 22 April 2016 for reporting
(II) Consolidate statement scope
Totally 16 subsidiaries are included in consolidate financial statement, mainly including:
Shareholding ratio Voting rights ratio
Subsidiaries Type Level
(%) (%)
Shenzhen Shenbao Huacheng Technology Co., Ltd. (Shenbao Wholly-owned First 100 100
87
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Huacheng for short) subsidiary grade
Wholly-owned First 100 100
Wuyuan Jufangyong Tea Co., Ltd. (Wuyuan Jufangyong for short)
subsidiary grade
Shenzhen Shenbao Sanjing Food and Beverage Development Co., Wholly-owned First 100 100
Ltd. (Shenbao Sanjing for short) subsidiary grade
Huizhou Shenbao Technology Co., Ltd. (Huizhou Shenbao Wholly-owned First 100 100
Technology for short) subsidiary grade
Shenzhen Shenbao Property Management Co., Ltd. (Shenbao Wholly-owned First 100 100
Property for short) subsidiary grade
Shenzhen Shenbao Industry and Trade Co., Ltd. (Shenbao Industry Wholly-owned First 100 100
and Trade for short) subsidiary grade
Hangzhou Jufangyong Holding Co., Ltd. (Hangzhou Jufangyong for Wholly-owned First 100 100
short) subsidiary grade
Shenzhen Shenbao Technology Center Co., Ltd. (Shenbao Wholly-owned First 100 100
Technology Center for short) subsidiary grade
Shenzhen Shenshenbao Investment Co., Ltd. (Shenshenbao Wholly-owned First 100 100
Investment for short) subsidiary grade
Yunnan Pu'er Tea Shenbao Supply Chain Management Co., Ltd. Wholly-owned First 100 100
(hereinafter referred to as Yunnan Supply Chain) subsidiary grade
Fujian Mount Wuyi Shenbao Yuxing Tea Co., Ltd. (Shenbao Yuxing Holding Second 51.75 51.75
for short) subsidiary grade
Hangzhou Fuhaitang Tea Ecological Technology Co., Ltd. Holding Second 92 92
(Fuhaitang Ecological for short) subsidiary grade
Hangzhou Chunshi Network Technology Co., Ltd. (Chunshi Wholly-owned Second 100 100
Network for short) subsidiary grade
Shenzhen Shenshenbao Tea Culture Business Management Co., Holding Second 65 65
Ltd. (Shenshenbao Tea Culture for short) subsidiary grade
Hangzhou Jufangyong Trading Company (hereinafter referred to as Holding Third 60 60
Jufangyong Trading) subsidiary grade
Shenbao Shengyuan (Beijing) Food Co., Ltd. (hereinafter referred Holding Third 51 51
to as Shenbao Shengyuan) subsidiary grade
Body included in consolidated financial statement in the period has 3 increased by compare with same period of
last year, including:
1. Subsidiary newly included in consolidated financial statement
Item Reasons for change
Jufangyong Trading Newly established
Yunnan Supply Chain Newly established
Shenbao Shengyuan Newly established
2. Subsidiary excluded in consolidated financial statement
(1) Shenzhen Shenbao (Liaoyuan) Industrial Company has established for a long time without normal operation,
Industry and Commerce Bureau has canceled the business license of the company, the long-term equity
investment for the company has been accrual for impairment totally. Financial statement of the company is out of
the consolidation range.
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(2) Shenzhen Baomanan Biotechnology Co., Ltd. is a subsidiary of the Company, set up by Huizhou Shenbao
Technology and Guangzhou Shen Guangsheng biotechnology limited liability company, according to the contract
signed by both parties on March 28, 2014, Huizhou Shenbao Technology does not have the right to manage this
company, thus it is accounted by the equity method.
(3) Shenzhen Shichumingmen Restaurant Management Co., Ltd. (hereinafter referred to as "Shichumingmen
Company"), set up by a subsidiary of the Company Shenshenbao tea culture and Shenzhen Investment Co., Ltd. F.
according to Articles of Association, the Board of Directors to vote by one vote one person. Attendees to the
board of directors should be more than 2/3 of the whole number of directors, and all participants aaprove the
resolution thus it is effective. The Company only accounted for 3/5 of the voting rights in Shichumingmen
Company, control can not be reached, so it is accounted for by the equity method.
IV. Basis of preparation of financial statements
(I) Basis of preparation of financial statements
Based on continuing operation, the Company conducts recognition and measurement according to actual
occurrence of transactions and issues, pursuant to the accounting principles for enterprise-basic rules and specific
accounting principle as well as the application guidance for the accounting principles for enterprise, interpretation
to the accounting principles for enterprise and other related requirements (hereinafter referred to as Enterprise
Accounting Principles) issued by the ministry of finance, on that basis, combining the Information Disclosure
Preparation Rules for Company Public Issuing Securities No.15-General Rules for Financial Report (amended in
2014) of the CSRC for statement preparation.
(II) Going concern
The Company was evaluated on continued viability of 12 months for the reporting period and found to have no
significant doubt. Accordingly, the financial statements have been prepared on the basis of going concern
assumptions.
V. Major accounting policy, accounting estimation
(I) Statement for observation of Accounting Standard for Enterprise
The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for
Enterprise, which truly and completely reflect the information related to financial position, operational results and
cash flow of the Company.
(II) Accounting period
Calendar year is the accounting period for the Company, that is falls to the range starting from 1 January to 31
December.
(III) Operating cycle
Operating cycle of the Company was 12 months, and the operating cycle is the determining criterion for liquidity
of assets and liabilities.
(IV) Standard currency
The Company and its subsidiaries take RMB as the standard currency for bookkeeping.
(V) Accounting treatment for business combinations under the same control and those not under the same
control
1. If the terms, conditions, and economic impact of each transaction involved in business combination achieved in
stages fall within one or more of the following situations, such transactions will be accounted for as a package
deal:
1) Such transactions are entered into simultaneously or in the case of considering the impact of each other;
2) Such transactions as a whole in order to reach a complete business results;
3) The occurrence of a transaction subject to that of at least one other transaction;
4) One transaction alone is not economic, but otherwise when considered with other transactions.
2. Business combination under the same control
The assets and liabilities the Company acquired in a business combination shall be measured in accordance with
book value of assets, liabilities (including the ultimate controlling party of goodwill acquired by the merging
parties and the formation of) stated in combined financial report of the ultimate controlling party on the merger
date. The net book value of assets and the payment of the merger consideration in the merger book value (or
nominal value of shares issued) shall be adjusted in the share premium of reserve capital. the share premium in
capital reserve is not enough for deducting, retained earnings .
If the capital reserve is not sufficient to absorb the difference, any excess shall be adjusted against retained
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earnings. In case there is existence of contingent consideration which needs to confirm projected liabilities or
assets, then the difference between the projected liabilities or assets and settlement amount for consequent
contingent consideration is utilized to adjust capital reserve (capital premium or equity premium); in case of
insufficient capital reserve, adjust retained earnings.
As for business combination realized through numbers of transactions, and if these transactions belong to a bundle
of transactions, then each of them shall be accounted as a transaction to acquire controlling right; and if not belong
to a bundle of transactions, then the difference between the initial investment cost of the long term equity
investment as of the date on which the Company obtains controlling right and the carrying value of the long term
equity investment prior to combination plus the carrying value of the new consideration paid for further
acquisition of shares as of the combination date shall be used to adjust capital reserve; in case of insufficient
capital reserve, adjust retained earnings. For equity investment held prior to the combination date, the other
comprehensive income recognized due to calculation by equity method or based on recognition and measurement
principles for financial instruments would not be accounted for temporarily until the Company disposes of this
investment on the same basis as the investee directly disposes of relevant assets or liabilities; other changes of
owners’ equity in the net assets of investee as recognized under equity method, except for net profit or loss, other
comprehensive income and profit distribution, shall not be accounted for until being transferred to current profit
or loss when this investment is disposed of.
3. Business combination not under the same control
Assets paid and liabilities taken for business combination on the acquisition date shall be measured at fair value.
The difference between the fair value and book value is recognized in profit or loss.
Goodwill is realized by the Company as for the difference between the combination cost and the fair value of the
recognizable net assets of the acquiree acquired by acquirer in such business combination. In case that the above
cost is less than the above fair value even with re-review, then the difference shall be recorded in current gains
and losses.
As for the business combination not under the same control realized through several exchange transactions step by
step, part of the package deal, than carrying accounting treatment on transactions with controlling rights obtained
through vary transactions; as for non-package: for equity investment held prior to combination date which is
calculated under equity method, the sum between carrying value of the equity investment prior to acquisition date
and cost of additional investment made on the acquisition date is deemed to be the initial investment cost of this
investment. Other comprehensive income recognized for equity investment held prior to combination date under
equity method shall be accounted for when the Company disposes of this investment on the same basis as the
investee directly disposes of relevant assets or liabilities. In case that equity investment held prior to combination
date is calculated based on recognition and measurement principles for financial instruments, then the fair value of
this equity investment as of combination date plus new investment cost shall be deemed as initial investment cost.
The difference between fair value and carrying value of the originally held equity interests and the accumulated
fair value movements as originally recorded in other comprehensive income shall be all transferred to investment
income of the period in which the combination date falls.
4. Expenses related to the merger
Audit, legal, consulting services, and other intermediary costs and other expenses directly related to the business
combination, shall be included in current profit or loss in the event; any transaction fee for issuing equity
securities for business combination which can be directly attributable to the equity transaction shall be deducted
from equity.
(VI) Methods for preparation of consolidated financial statements
1. Merger scope
The consolidation scope of the consolidated financial statements of the Company is fixed on the basis of control, and all
subsidiaries have been consolidated.
2. Merger procedure
The Company edits the consolidated financial statements based on its own financial statements and the
subsidiaries’, as well as other relevant information. The consolidated financial statements hold the enterprise
group as a whole accounting entity. It is recognized in accordance with relevant Accounting Standards,
measurement and presentation requirements. Uniform accounting policies reflect the overall financial position of
the Group's business, operating results and cash flow.
The accounting policies and accounting period adopted by the subsidiaries taken into account of the consolidation
scope are in line with the Company. If it is not the same as the Company, necessary adjustments will be made
when preparing consolidated financial statements according to the accounting policy and accounting period of the
Company.
Internal transactions between the Company and its subsidiaries and between subsidiaries to each other shall put
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impact on the consolidated balance sheet, consolidated income statement, consolidated cash flow statement, the
consolidated shareholders' equity. The impact shall be offset when combing financial statements. If it is not the
same when you stand Enterprise Group and the angle of the Company or its subsidiaries as the accounting entity
identified on the same transaction, the business point of view shall be adjusted to the Group's transactions.
Subsidiary's equity, current net profits or losses and current comprehensive income belonging to minority
shareholders shall be listed respectively under item of owners’ equity in the consolidated balance sheet, item of
net profit in profit sheet and item of total comprehensive income. Current loss minority shareholders of a
subsidiary exceed the minority shareholders in the subsidiary's opening owners' equity share and the formation of
balance, offset against minority interests.
For the subsidiaries acquired through business combination under common control, its assets and liabilities
(including goodwill formed from ultimate controlling party acquiring the subsidiary to) shall be adjusted based on
the book value in the financial statements of the ultimate controlling party.
For the subsidiaries acquired through business combination under uncommon control, financial statements shall
be adjusted based on the fair value of the identifiable net assets on acquiring date.
(1) Increase of subsidiary or business
During the reporting period, the merger of the enterprises under the same control results in additional subsidiaries
or business, then adjust the opening amount of consolidated balance sheet; income, expenses and profit of the
subsidiaries or business from beginning to the end of the reporting shall be included in the consolidated profit
statement; cash flows of the subsidiaries or business from beginning to the end of reporting period shall be
included into the consolidated cash flow statement. And relevant comparative items of comparable statement shall
be adjusted since reporting entity is controlled by the ultimate controller.
If additional investment and other reasons can lead investee to be controlled under the same control, all parties
shall be adjusted at the beginning when the ultimate controlling party starts control. Equity investments made
before obtaining controlling right, relevant gains and losses and other comprehensive income as well as other
changes in net assets confirmed during the latter date between point obtaining original equity and merger and
mergeree under the same control day to the combined day, shall be offset against the retained earnings or profit or
loss of the comparative reporting period.
During the reporting period, opening amount of consolidated balance sheet shall not be adjusted since enterprise
under different control combine or increase holding of subsidiary or business; the income, expense and profit of
the subsidiaries or business from the acquisition date to the end of reporting period shall be included in the
consolidated profit statement; while cash flows shall be included into the consolidated cash flow statement.
Equity held from investee before acquisition date shall be measured at fair value of acquisition date if additional
investment and other reasons can lead investee to be controlled under the same control. difference between the fair
value and the book value is recognized as investment income. other comprehensive income and other owners'
equity except for net profit or loss, other comprehensive income and the distribution of profits related to equity
held from investee before acquisition date, as well as relevant other comprehensive income associated with all
other by changes in equity shall be included in current investment income, except for other comprehensive income
arising from change of net assets or net liabilities redefined by investee.
(2) Disposal of subsidiaries or business
1) The general approach
During the reporting period, the Company carry out disposal of subsidiaries or business, revenue, expense and
profit of the subsidiary or business included in the consolidated profit statement from the beginning to the disposal
date; while the cash flow into cash flow table.
If losing controlling right to investee due to disposal of partial equity, the remaining equity after the disposal shall
be re-measured at fair value at the date when control is lost. Price of equity disposal plus fair value of the
remaining equity, then subtracting net assets held from the former subsidiary from the acquisition date or
combination date initially measured in accordance with original stake and goodwill, the difference shall be
included in investment income of the period losing controlling right. other comprehensive income and other
owners' equity except for net profit or loss, other comprehensive income and the distribution of profits related to
equity held from investee before acquisition date, as well as relevant other comprehensive income associated with
all other by changes in equity shall be included in current investment income, except for other comprehensive
income arising from change of net assets or net liabilities redefined by investee.
2) Step disposal of subsidiaries
As multiple transactions over disposal of the subsidiary's equity lead to loss of controlling right, if the terms of the
transaction, situation and economic impact subject to one or above of the following conditions, usually it indicates
repeated transactions should be accounted for as a package deal:
A. These transactions are made considering at the same time or in the case of mutual impact;
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B. These transactions only reach a complete business results when as a whole;
C. A transaction occurs depending on the occurrence of at least one other transaction;
D. Single transaction is not economical, but considered together with other transactions it is economical.
If disposal of equity in subsidiaries lead the loss of control and the transactions can be seen as a package deal, the
Company will take accounting treatment of the transaction; however, before the loss of control the difference
between the disposal price and the corresponding net assets of the subsidiary, recognized as other comprehensive
income in the consolidated financial statements, into current profit and loss at current period when losing
controlling right.
If disposal of equity in subsidiaries lead the loss of control and the transactions doesn’t form a package deal,
equity held from subsidiary shall be accounted in accordance with relevant rules before losing controlling right,
while in accordance with general accounting treatment when losing controlling right.
(3) Purchase of a minority stake in the subsidiary
Long-term equity investment of the Company for the purchase of minority interests in accordance with the newly
acquired stake in the new calculation shall be entitled to the difference between the net assets from the acquisition
date (or combination date) initially measured between the consolidated balance sheet adjustment capital balance
of the share premium in the capital reserve share premium insufficient, any excess is adjusted to retained earnings.
(4) Disposal of equity in subsidiary without losing control
Disposal price and disposal of long-term equity investment without a loss of control due to partial disposal of
subsidiaries and long-term equity investment made between the relative net assets from the purchase date or the
date of merger were initially measured at the difference between the subsidiary shall enjoy , the consolidated
balance sheet adjustment in the balance of the share premium, capital balance of the share premium insufficient,
any excess is adjusted to retained earnings.
(VII)Classification of joint venture arrangement and accounting for joint operations
1. Classification of joint venture arrangement
The Company classifies joint venture arrangement into joint operations and joint ventures based on the structure,
legal form, agreed terms of the arrangement and other related facts and conditions.
Joint venture arrangement not concluded through separate entity is classified as joint operation; and those
concluded through separate entity are generally classified as joint ventures. However, joint venture arrangement
which meets any of the following conditions as proven by obvious evidence and satisfies relevant laws and rules
is grouped as joint operation:
(1) The legal form of the arrangement shows that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities.
(2) It is agreed by the terms of the arrangement that parties to the arrangement are entitled to and assume rights
and obligations in respect of the relevant assets and liabilities.
(3) Other related facts and conditions show that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities. For instance, joint parties are entitled to almost all the
output related to joint venture arrangement and settlement of the liabilities under the arrangement continues to rely
on supports from the joint parties.
2. Accounting for joint operations
The Company recognizes its proportion of interests in joint operation as related to the Company, and accounts for
under relevant business accounting principles:
(1) To recognize separately-held assets and jointly-held assets under its proportion;
(2) To recognize separately-assumed liabilities and jointly-assumed liabilities under its proportion;
(3) To recognize revenue from disposal of the output which the Company is entitled to under the proportion;
(4) To recognize revenue from disposal of the output under the proportion;
(5) To recognize separately occurred expenses, and to recognize expenses occurred for joint operations under its
proportion.
For injection to or disposal of assets of joint operations (other than those assets constituting business operation),
gain or loss arising from the transaction is only recognized to the extent it is attributable to other parties to the
joint operation before the joint operation is sold to any third party. In case those assets injected or disposed satisfy
the condition for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the
Company recognizes this loss in full.
For acquisition of assets from joint operations (other than those assets constituting business operation), gain or
loss arising from the transaction is only recognized to the extent it is attributable to other parties to the joint
operation before the relevant assets are sold to any third party. In case that the acquired assets satisfy the condition
for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the Company recognizes
relevant loss according to the proportion it assumes.
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The Company exercises no common control over joint operations. If the Company is entitled to relevant assets of
the joint operation and assure relevant liabilities, it shall be accounted for under the above principle, otherwise it
would be accounted for under the relevant business accounting principles.
(VIII) Recognition standards for cash and cash equivalents
When preparing cash flow statement, the Company recognized the stock cash and deposits available for payment
at any time as cash, and investments featuring with the following four characters at the same time as cash
equivalents: short term (expire within 3 months commencing from purchase day), active liquidity, easy to convert
to already-known cash, and small value change risks.
(IX) Foreign currency business and conversion of foreign currency statement
1. Foreign currency business
For the foreign currency business, the Company converts the foreign currency into RMB for book-keeping based
on spot exchange rate at date of trading occurred.
On balance sheet date, balance of foreign currency monetary items shall be converted based on the spot rate as at
the balance sheet date, and the arising exchange difference shall be recorded in current gains and losses other than
those arising from the special foreign currency borrowings related to purchasing assets qualifying for
capitalization which is treated under the principle of borrowing expense capitalization. As for the foreign currency
non-monetary items measured in historical cost, conversion is still conducted with the spot rate as at the
transaction date, without any change to its functional currency. As for the foreign currency non-monetary items
measured in fair value, conversion is conducted with the spot rate as at the date for determination of fair value,
and the arising exchange difference shall be recorded in current gains and losses or capital reserve.
As for the foreign currency non-monetary items measured in fair value, conversion is conducted with the spot rate
as at the date for determination of fair value, and the arising exchange difference shall be recorded in current gains
and losses or capital reserve.
2. Translation of foreign currency financial statement
Assets and liabilities in balance sheet are translated at the spot exchange rate at the balance sheet date. Equity
items, excluding “undistributed profit”, are translated at the spot exchange rates at the transaction dates. Income
and expenses of foreign operation are translated at the spot exchange rates at the transaction dates. The resulting
translation differences are recognized in other comprehensive income.
When disposing overseas operations, the foreign currency financial statement translation differences listed under
items of other comprehensive income in balance sheet and which are directly related to the overseas operations
are transferred to profit or loss in the period when the overseas operation is disposed. In the disposal of some
equity investments or other causes reduced proportion held overseas business interests but not a loss of control
over a foreign operation, and disposal of the foreign operation portion related to foreign currency translation
differences attributable to minority interests, not the income statement. In the disposal of foreign operation as part
of the equity joint venture or joint ventures, and foreign currency financial statements related to the foreign
operation translation difference in proportion of the foreign operation is disposed of into the disposal income
statement.
(X) Financial instruments
Financial instruments include financial assets, financial liabilities and equities instruments.
1. Categories of financial instruments
According to the contract terms of the financial instrument issued and economic substance reflects by such
instrument, not only in form of law, combine with purposes held for financial assets and liabilities, the
management categorizes financial assets and liability into different types: financial assets (or financial liabilities)
at fair value through current gains and losses; accounts receivable; financial assets available for sale; other
financial liabilities, etc.
2. Recognition and measurement for financial instrument
(1) Financial assets or liabilities at fair value through profit or loss
Financial assets or liabilities at fair value through profit or loss include transactional financial assets or financial
liabilities and financial assets or liabilities directly designated at fair value through profit or loss.
Transactional financial assets or financial liabilities refer to those meeting any of the following conditions:
1) Purpose for holding the assets or liabilities are to disposal, repurchase or redemption in a short time;
2) Constitute part of the identifiable financial instrument group for central management, and there is objective
evidence proving that the Company manages this group in a short-time-return way recently;
3) Belong to derivative financial instrument, other than those derivatives designated as effective hedge
instruments, belonging to financial guarantee contracts and those linked to equity instrument investment which is
not quoted in an active market and whose fair cannot be measured reliably and the settlement of which is
conditional upon delivery of the equity instrument.
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Subject to satisfaction of any of the following conditions, financial assets or liabilities can be designated as
financial assets or liabilities at fair value through profit or loss upon initial measurement:
1) The designation can eliminate or substantially eliminate the inconsistencies between profit and loss from the
financial assets arising from different measurement basis;
2) The portfolio of financial assets and liabilities in which the financial asset belongs to are designated as
measured at fair value in the risk management report or investment strategic report handed in to key management
personnel;
3) Hybrid instruments which contains one or more embedded derivatives, unless the containing of embedded
derivatives does not have substantial effect on the cash flows of the hybrid instruments, or the embedded
derivatives obviously should not be separated from relevant hybrid instruments;
4) Hybrid instruments which contains embedded derivatives that should split, but cannot be measured separately
when acquired or on the subsequent balance sheet date.
The Company initially measures financial assets or liabilities at fair value through profit or loss at their fair values
when acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond
interests which is due for interest payment but not received), and the relevant transaction fee is included in current
profit or loss. Interest or cash dividend acquired during the holding period shall be recognized as investment
income, and movement of fair value at the end of period is included in current profit or loss. Upon disposal, the
difference between its fair value and initial accounting amount shall be recognized as investment income, with
corresponding adjustment to gains and losses from movement of fair value.
(2) Account receivables
The contract price charged to the buyers shall be recognized as initial value for those account receivables which
mainly comprise the receivable creditor’s right caused by the sale of goods and providing of labor service to
external customers by the Company, and receivables in other companies excluding debt instruments priced in
active markets, includes but not limited to trade receivables, notes receivables, account paid in advance and other
receivables. If characterized as of financing nature, the initial recognition shall be priced at the present value.
Upon disposal, the difference between the sale value and the book value of the receivables shall be accounted into
current profit or loss on its recovery or disposal.
(3) Held-to-maturity investment
The non-derivative financial assets with maturity date, fix return amount or amount able to determined, and the
Company held with specific intention and ability.
The Company takes the sum of fair value (after deducting bond interests which is due for interest payment but not
received) and related transaction fee as initial recognition amount in respect of held-to-maturity investment upon
acquisition of the investment. During the holding period, the Company recognizes interest income at amortized
cost and effective interest rate which is included in investment income. The effective interest rate is determined
upon acquisition of the investment and remains unchanged for the expected continuous period or appropriate
shorter period. Difference between sale price and carrying value of the investment is included in investment
income.
If held-to-maturity investment is disposed or reclassified as other types of financial asset, and the relevant amount
is relatively bigger than the total amount of our all held-to-maturity investments prior to disposal or
reclassification, the remaining held-to-maturity investments shall be reclassified as available-for-sale financial
assets immediately following such disposal or reclassification. On the reclassification date, difference between the
carrying value and fair value of the investment is included in other comprehensive income and is transferred out
into current profit or loss when the available-for-sale financial assets experience impairment or derecognition.
However, the followings are exceptions:
1) The date of disposal or reclassification is approaching to the date of expiration or redemption of the investment
(such as three months prior to expiration), and change of market rate has no material influences over the fair value
of the investment.
2) Company has already recovered nearly all initial principal under the repayment means as agreed in contract.
3) Disposal or reclassification is arising from separate matters which are out of our control, which are expected
not to occur repeatedly and which are difficult to predict reasonably.
(4) Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale upon
initial recognition and financial assets other than other categories of financial assets.
The Company initially measures available-for-sale financial assets at the sum between their fair values when
acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond interests
which is due for interest payment but not received) and the relevant transaction fee. Interest or cash dividend
acquired during the holding period shall be recognized as investment income. Gains or losses arising from
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movement of fair value is directly included in other comprehensive income except for impairment loss and
exchange difference arising from foreign currency monetary financial assets. When disposing available-for-sale
financial assets, the Company includes the difference between the acquired price and carrying value of the
financial assets into investment profit or loss. Meanwhile, accumulated fair value movement attributable to the
disposed part which is originally directly included in other comprehensive income is transferred out and included
investment profit or loss.
For equity instrument investment which is not quoted in an active market and whose fair value cannot be reliably
measured, and derivative financial assets which are linked to the equity instrument and whose settlement is
conditional upon delivery of the equity instrument, they are stated at cost by the Company.
(5) Other financial liabilities
Initial recognition amount is determined at the sum of fair value and relevant transaction fee. Subsequent
measurement is conducted at amortized cost.
3. Confirmation evidence and measurement methods for transfer of financial assets
When transfer of financial assets occurs, the Company shall stop recognition of such financial assets if all risks
and remunerations related to ownership of such financial assets have almost been transferred to the receiver; while
shall continue to recognize such financial assets if all risks and remunerations related to ownership of such
financial assets have almost been retained.
When judging whether or not the aforesaid terminal recognition condition for financial assets is arrived at for
transfer of financial assets, the Company generally adopts the principle that substance overweighs format. The
Company divides such transfer into entire transfer and part transfer. As for the entire transfer meeting condition
for discontinued recognition, balance between the following two items is recorded in current gains and losses:
(1) Carrying value of financial assets in transfer;
(2) Aggregate of the consideration received from transfer and accumulative movements of fair value originally
recorded in owners’ equity directly (applicable when financial assets involved in transfer belong to financial assets
available for sale).
As for the part transfer meeting condition for discontinued recognition, entire carrying value of financial assets in
transfer is shared by discontinued recognition part and continued recognition part, in light of their respective fair
value. Balance between the following two items is recorded in current gains and losses:
(1) Carrying value of discontinued recognition part;
(2) Aggregate of the consideration of discontinued recognition part and amount of such part attributable to
accumulative movements of fair value originally recorded in owners’ equity directly (applicable when financial
assets involved in transfer belong to financial assets available for sale).
Financial assets are still subject to recognition if transfer of such assets doesn’t satisfy the condition for
discontinued recognition. And consideration received is recognized as financial liability.
4. De-recognition condition for financial liability
As for the financial liabilities with its whole or part present obligations released, the company shall de-realize
such financial liabilities or part of it. if the company enters into agreement with its creditor to substitute for the
existing financial liabilities by means of assuming new financial liabilities, then the company shall de-realize the
existing financial liabilities and realize the new financial liabilities provided that the contract clauses of the new
and the existing financial liabilities are different in substance.
If the company makes substantial amendment to the whole or part contract clauses of the existing financial
liabilities, it shall de-realize the existing financial liabilities or part of it. Meanwhile, the financial liabilities with
amendment to its clauses shall be realized as new financial liabilities.
In case of derecognizing of financial liabilities in whole or part, the difference between the carrying value of such
de-realized financial liabilities and consideration paid (including the non-cash assets exchanged or new financial
liabilities assumed) shall be recorded in current gains and losses.
In case that the company repurchases part of financial liabilities, based on the comparative fair value of the
continuing recognition part and the derecognizing part, the company shall allocate the carrying value of the
financial liabilities in whole on the repurchase date. Difference between the carrying value allocated to the
derecognizing part and the consideration paid (including the non-cash assets exchanged or new financial liabilities
assumed) shall be recorded in current gains and losses.
5. Determination method for fair value of financial assets and financial liabilities
As for the financial assets and financial liabilities measured by fair value and in case that there are active market
for those assets and liabilities, then the fair value shall be determined based on the quotation on active market; The
initial acquisition or financial assets or financial liabilities assumed, market transaction price to determine the fair
value basis; there is no active market for a financial asset or financial liability, the valuation techniques to
determine its fair value. At the time of valuation, the Company adopted applicable in the present case and there is
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enough available data and other information technology to support valuation, assets or liabilities of feature
selection and market participants in the trading of the underlying asset or liability considered consistent input
value and priority as the relevant observable inputs. Where relevant observable inputs can not get or do not get as
far as practicable, the use of unobservable inputs.
6. Provision of impairment reserve for impairment of financial assets (excluding account receivables)
The company reviews the carrying value of the financial assets (excluding those measured by fair value and the
change thereof is recorded in current gains and losses) on the balance sheet date, if there is objective evidence
showing impairment of the financial assets, it shall provide impairment reserve.
Objective evidence that a financial asset is impaired includes the following observable events:
(1) Significant financial difficulty of the issuer or obligor;
(2) A breach of contract by the borrower, such as a default or delinquency in interest or principal payments;
(3) The creditor, for economic or legal reasons relating to the borrower’s financial difficulty, granting a
concession to the borrower;
(4) It becoming probable that the borrower will enter bankruptcy or other financial reorganizations;
(5) The disappearance of an active market for that financial asset because of financial difficulties of the issuer;
(6) Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group
of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with
the individual financial assets in the group, including: adverse changes in the payment status of borrowers in the
group, an increase in the unemployment rate in the country or geographical area of the borrowers, a decrease in
property prices for mortgages in the relevant area, or adverse changes in industry conditions that affect the
borrowers in the group;
(7) Significant adverse changes in the technological, market, economic or legal environment in which the issuer
operates, indicating that the cost of the investment in the equity instrument may not be recovered by the investor;
(8) A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost;
Details for impairment of financial assets are set out below:
(1)Impairment provision for available-for-sale financial assets
The financial assets available for sale are recognized individually assessed for impairment at the balance sheet
date, wherein: show sellable equity instrument investment objective evidence of impairment include the fair value
of equity instruments is serious or a decline in the specific quantitative criteria as follows: If the investments in
equity instruments at the balance sheet date the fair value below its cost is more than 50% (50% included) or
below its cost is the duration of more than one year (including one year) , it indicates that the impairment occurs.
The Group has separately tested various available-for-sale equity instruments at the balance sheet date. It will be
defined as impairment if the fair value is lower than the initial investment cost by more than 50% (including 50%)
or the low state has lasted for no less than 1 year. While the lower proportion is between 20% and 50%, the Group
will take other factors such as price fluctuation into consideration to estimate whether the equity instrument has
impaired or not.
Initial segment of the "cost" of the sale of equity instruments in accordance with available cost less any principal
repayment and amortization, impairment loss has been included in determining profit or loss; "fair value,"
according to the stock exchange closing price of the end OK, unless the existence of available for sale investments
in equity instruments restricted period. For the presence of restricted investments in equity instruments available
for sale, according to the end of the closing price of the stock exchange market participants by deducting the risk
equity instrument within a specified period cannot be sold on the open market and the requirements to obtain
compensation.
When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in fair value that
had been recognized in other comprehensive income is reclassified to the profit or loss even though the financial
asset has not been derecognized. The amount of the cumulative loss that is removed from equity is the difference
between the acquisition cost (net of any principal repayment and amortization) and current fair value, less any
impairment loss on that financial asset previously recognized in profit or loss.
If there are objective evidences showing that the value of available-for-sale debt instrument is recovered and it
relates to the matters happened after the impairment loss recognition, the impairment loss recognized shall be
reversed and accounted in current profit or loss. Impairment losses recognized for equity instrument investments
classified as available-for-sale are reversed through equity. However, impairment loss occurred by equity
instrument investment which is not quoted in an active market and whose fair value cannot be measured reliably
and derivative financial assets which are linked to the equity instrument and whose settlement is conditional upon
delivery of the equity instrument, shall not be reversed.
(2) Impairment provision for held-to-maturity investment
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For held-to-maturity investment, if there is object evidence showing the investment is impaired, then impairment
loss is determined based on the difference between its fair value and present value of predicted future cash flow.
After provision, if there is evidence showing its value has been restored, the originally recognized impairment loss
can be reversed and included in current profit or loss, provided that the reversed carrying value shall not exceed
the amortized cost of the financial asset as at reversal date assuming no impairment provision had been made.
7. Offset of financial assets and financial liabilities
Financial assets and financial liabilities are stated in balance sheet separately without inner-offset. However, the
net amount after inner offset is stated in balance sheet date when the following conditions are all met:
(1) The Company has legal right to offset recognized amount and the right is enforceable;
(2) The Company plans to settle on a net basis, or simultaneously realize the financial assets and settle the
financial liabilities.
(XI) Account receivable
1. Account receivable with single significant amount and withdrawal single item bad debt provision
Amount occupied 10 percent (including 10 percent) of the
Account with single significant amount
balance of account receivable.
Conducted impairment testing separately, balance between the
present value of future cash flow and its carrying value, bad debt
Withdrawal method for bad debt provision of account receivable
provision withdrawal and reckoned into current gains/losses. For
with single significant amount
those without impairment being found after test, collected into
relevant combination for accrual.
2. Accounts receivable whose bad debts provision was accrued by combination based on credit risk
characteristics portfolio
Combination Bad debt provision accrual
Within the scope of consolidation receivables related parties are
Party composition within the scope of consolidation related within the Company's control, bad debts may be impossible, the
combination shall be with no provision
Aging of accounts group Age analysis method
Group with bad debt provision accrual by aging:
√ Applicable □ Not applicable
Age Accrual ratio Accrual ratio for other receivable
Within one year (one year included) 0.00% 0.00%
1－2 years 5.00% 5.00%
2－3 years 10.00% 10.00%
Over 3 years 15.00% 15.00%
3－4 years 15.00% 15.00%
4－5 years 15.00% 15.00%
Over 5 years 15.00% 15.00%
In combination, withdrawal proportion of bad debt provision based on balance proportion
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods:
□ Applicable √ Not applicable
3. Account receivable with minor single amount but with withdrawal bad debt provision for single item
There is objective evidence that the Company will not be able to
Reasons for provision of bad debt reserve
recover the money under the original terms of receivables.
Withdrawn according to the difference between present value of
Provision method of bad debt reserve
expected future cash flows and the book value of the receivables.
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(XII) Inventories
1. Classification
Inventory means finished goods and merchandise that are ready for sale, work-in-progress, or material used in the
process of production or provision of service in the ordinary course of business. Inventory includes merchandise
in warehouse, delivered goods, work- in-progress, raw materials, subcontracted materials, reusable materials, etc.
2. Valuation method
Inventory carried initial measured by cost, including purchasing cost, processing cost and other costs. The
inventory in transit was valued by weighted average method.
3. Recognized standards of the net realizable value for inventory and withdrawal method on provision of
inventory
After inventory at period-end, the inventories are accounted depending on which is lower between the cost and the
net realizable value or adjusted the provision of inventory. The net realizable value of inventory products and
sellable materials, in normal business production, is measured as the residual value after deducting the estimated
sales expense and related taxes and fees from the estimated selling price; the net realizable value of an item of
inventories subject to further processing, in normal business production, is measured as the residual value after
deducting the sum of the estimated costs of completion, sales expense and related taxes and fees from the
estimated selling price of the sellable item. The net realizable value of the quantity of inventories held to satisfy
firm sales or service contracts is based on the contract price. If the sales contracts are for less than the inventory
quantities held, the net realizable value of the excess is based on general selling prices.
An impairment allowance, if any, is generally individually recognized for each type of inventories at period-end
except: For an individual impairment allowance, if any, is recognized for the whole category of inventories of low
value and large quantities; and for an individual impairment allowance, if any, is recognized for a group of
inventories, which are held for the production and sales of products of a single territory and for identical or similar
usages or purposes, and which are indistinguishable from other types of inventories within the group.
If the previous factors resulting in deduction of inventories values disappear, then such deduction of value shall be
reversed back from the original provision of inventory depreciation reserve, and turns to current gains and losses.
4. Inventory system
Inventory system is the perpetual inventory system.
5. Amortization of low-value consumables and packaging materials
(1) Adopt five-five amortization for low-value consumables;
(2) Adopt one-off writing off process for packaging materials
(XIII) Long-term equity investment
1. Recognition of investment cost
(1) As for the long-term equity investment formed from business combination under the same control, accounting
policy found in (V) Accounting method for busines combination (not) under the same control of Note IV
(2) Long-term equity investment obtained by other means
For long-term equity investments obtained through payment with cash, then the actual payment shall be viewed as
initial investment cost. Initial investment cost including the expenses, taxes and other necessary costs that directly
concerned with the long-term equity investment that acquired.
For long-term equity investments obtained through issuance of equity securities, then the fair value of such
securities shall be viewed as initial investment cost; for transaction expenses from issuing or own equity
instrument acquired, it can be deducted from the equity when such expenses attributable directly to equity
transaction.
Under the precedent condition that non-monetray assets exchanges are featured with commercial nature and fair
values of exchange-in or exchange-out assets can be reliably measured, long-term equity investment exchange-in
through non-monetary assets exchange shall be recognized with initial investment cost on the basis of the fair
value of the assets exchange-out, unless there is obvious evidence showing that fair value of exchange-in assets is
more reliable; as for non-monetray assets exchanges not satisfying such precedent condition, initial investment
cost of exchange-in long-term equity investment falls to the carrying value of exchange-out assets and relevant
taxes payable.
For long-term equity investments obtained through debt reorgnization, its initial investment cost is recognized
based on fair value.
2. Subsequent measurement and recognition of gains and losses
(1) Cost method
The long-term equity investment control by invested entity shall counted by cost method, and pricing on initial
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investment cost, cost of the long-term equity investment shall be adjusted while additional investment or
dis-investment.
Other than payment actually paid for obtaining investment or cash dividend or profit included in consideration
which has been declared while not granted yet, the Company recognizes investment income according to its share
in the cash dividend or profit declared for grant by the invested unit.
(2)Equity method
The Company calculates long term equity investment in associates and joint ventures under equity method. For
certain equity investments in associates indirectly held through risk investment institutions, joint funds, trust
companies or similar entities including investment linked insurance fund, the Company measures the investment
at fair value through profit or loss.
Where the initial investment cost of a long-term equity investment exceeds the Group’s share of the fair value of
the investee’s identifiable net assets at the time of acquisition, no adjustment is made to the initial investment cost.
Where the initial investment cost is less than the Group’s share of the fair value of the investee’s identifiable net
assets at the time of acquisition, the difference is recognized in profit or loss for the period.
Return on investments and other comprehensive income is recognized respectively by shares of net gains and
losses realized by the invested company and other comprehensive income after acquisition of long-term equity,
and book value of such investment is adjusted accordingly. Profit or cash dividends pro rata distributed by the
invested company are to minus book value of the relative long-term investment. Book value of long-term
investment is adjusted when changes occur other than net gains and losses, other comprehensive income and
profit distribution of the invested company, and is to reported in owners’ equity accordingly
The Company should recognized net profit of invested unit after adjustment, based on fair value of vary
identifiable assets of invested unit while obtained investment, while recognized net profit or net losses of invested
units that should be enjoy by investment enterprise. the un-realized transaction gains/losses attributable to
investment enterprise, internally occurred between the Company, affiliated units and joint-ventures should
calculated by proportion of shares-holding which should be offset, than recognized investment gains/losses.
When the Company is confirmed to share losses of the invested units, the following order shall prevail for
disposal: first of all, offset carrying value of long-term equity investment. Second, for long-term equity investment
whose carrying value is not enough for offset, investment loss should be continued to recognize within the limit of
carrying value of other long-term equity which substantially forms net investment to invested units, to offset
carrying value of long-term items receivable. At last, after the aforesaid treatment, if enterprise still bears
additional duties according to investment contract or agreement, projected liabilities are recognized in accordance
to the the obligations which are expected to undertake, and then recorded in current gains and losses.
In the event that the invested unit realizes profit in later periods, the Company will adopt disposal adversed to the
above order after deduction the unrecognized share of loss, i.e. write off the carrying value of the recognized
projected liabilities, recover carrying value of long-term equity which substantially forms net investment to
invested unit and long-term equity investment, and recognize investment income at the same time.
3. Transfer of calculation for long term equity investment
(1) Measure at fair value transfer to equity method
For the equity investment originally held by the Company in which it has no control, common control or
significant influence over the investee and which is accounted for under recognition and measurement principle as
financial assets, in case that the Company becomes able to exercise significant influence or common control upon
the investee due to additional investment while no control is reached, the sum of fair value of the originally held
equity investment as determined under Business Accounting Principles No.22- Recognition and Measurement
Principle as Financial Assets plus cost of the new investment shall be deemed as the initial investment cost upon
calculation under equity method.
If the originally held equity investment is classified as available for sale financial assets, the difference between its
fair value and carrying value and the accumulated fair value movement which is originally included in other
comprehensive income shall be transferred to current period gains and losses under equity method.
In case that the initial investment cost under equity method is lesser than share of fair value of the investee’s net
identifiable assets as of the date when additional investment is made as calculated based on the latest shareholding
proportion upon additional investment, carrying value of the long term equity investment shall be adjusted against
such difference which is included in current period non-operating income.
(2) Measure at fair value or calculation under equity method transfer to calculation under cost method
For the equity investment originally held by the Company in which it has no control, common control or
significant influence over the investee and which is accounted for under recognition and measurement principle as
financial instrument, or for long term equity investment originally held in associates or joint ventures, in case that
the Company becomes able to exercise control over investee not under common control due to additional
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investment, the sum of fair value of the originally held equity investment plus cost of the new investment shall be
deemed as the initial investment cost upon calculation under cost method when preparing separate financial
statement.
For other comprehensive income as recognized under equity method in respect of equity investment held prior to
acquisition date, when the Company disposes this investment, the aforesaid income shall be accounted for on the
same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities.
For equity investment held prior to acquisition date which is accounted for under Business Accounting Principles
No.22- Recognition and Measurement of Financial Assets, the accumulated fair value movement which originally
included in other comprehensive income shall be transferred to current period gains and losses upon calculation
under cost method.
(3) Calculation under equity method transfer to fair value measurement
In case that the Company lost common control or significant influence upon investee due to disposal of part equity
investment, the remaining equity investment shall be calculated under Business Accounting Principles No.22-
Recognition and Measurement of Financial Assets, and the difference between its fair value and carrying value as
of the date when the Company lost common control or significant influence shall be included in current period
gains and losses.
For other comprehensive income as recognized under equity method in respect of the original equity investment,
when the Company ceases calculation under equity method, the aforesaid income shall be accounted for on the
same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities.
(4) Cost method transfer to equity method
In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining
equity investment can exercise common control or significant influence over the investee, equity method shall be
adopted when preparing separate financial statement, and the remaining equity investment shall be adjusted as if it
had been stated under equity method since the acquisition.
(5) Cost method transfer to fair value measure
In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining
equity investment cannot exercise common control or significant influence over the investee, Business Accounting
Principles No.22- Recognition and Measurement of Financial Assets shall be adopted for accounting treatment
when preparing separate financial statement, and the fair value and carrying value as of the date when control is
lost shall be included in current period gains and losses.
4. Disposal of long term equity investment
Difference between carrying value and actual acquisition price in respect of disposal of long term equity
investment shall be included in current period gains and losses. For long term equity investment under equity
method, the Company shall adopt the same basis as the investee directly disposes relevant assets or liabilities
when disposing this investment, and account for the part originally included in other comprehensive income under
appropriate proportion.
If the terms, conditions and economic impact of each transaction involved in the disposal by steps of investment
in subsidiaries fall into one or more of the following situations, such transactions will be accounted for as a
package deal:
(1) Such transactions are entered into simultaneously or in the case of considering the impact of each other;
(2) Such transactions as a whole in order to reach complete commercial results;
(3) The occurrence of one transaction is subject to that of at least one other transaction;
(4) A transaction alone is not economic, but otherwise when considered with other transactions.
Enterprises that lose control of their original subsidiaries due to the disposal of partial equity investment or
otherwise, and therefore disqualify a package deal, should prepare the relevant accounting treatment in
differentiation with individual financial statements and consolidated financial statement:
(1) In separate financial statement, as for disposal of equity interest, difference between carrying value and actual
acquisition price shall be included in current period gains and losses. In case that the remaining equity interests
can exercise common control or significant influence over investee, it shall be stated under equity method in stead,
and shall be adjusted as if the remaining equity interests had been stated under equity method since the acquisition.
In case that the remaining equity interests cannot exercise common control or significant influence over investee,
it shall be accounted for under Business Accounting Principles No.22- Recognition and Measurement Principle of
Financial Instruments, and the difference between its fair value and carrying value as of the date then the
Company lost control shall be included in current period gains and losses.
(2) In consolidated financial statement, for those transactions occurred before lost of control in subsidiaries, the
difference between disposal price and share of net assets of subsidiaries since purchase date or combination date
shall be used to adjust capital reserve (equity premium), and if capital reserve is insufficient to offset, then it shall
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adjust retained earnings; when the Company lost control in a subsidiary, the remaining equity interests would be
re-measured at the fair value as of the control-lost date. The sum of consideration gained from the disposal of
equity and the fair value of remaining equity minus the share of net assets of original subsidiaries since the day of
purchase and based on its original shareholding ratio is credited into investment gain for the current period, and
off-set the goodwill at the same time. Other comprehensive income in relation to equity investments of original
subsidiaries should be transferred to investment gain for the period at the time of loss of control.
Each transaction involved in the disposal of equity investments of subsidiaries until loss of control falls into a
package deal, carrying accounting treatment on transaction of losing control rights and disposing the company,
and should be accounted for accordingly in differentiation with individual financial statements and consolidated
financial statements:
(1) In consolidated financial statements, difference between each payment from disposal of an equity and the book
value of such long-term equity investment before the loss of control should be recognized as other comprehensive
income and at the time of loss of control, transferred to profit or loss for the current period.
(2) In consolidated financial statements, difference between each payment from disposal of a subsidiary and the
share of its net assets through investment before the loss of control should be recognized as other comprehensive
income and at the time of loss of control, transferred to profit or loss for the current period.
5. Criteria for common control and significant influence
Where the Company jointly controls an arrangement with other participators under agreed terms, and decisions
which materially affect return of such arrangement can only exist when other participators unanimously agree on
the decisions, the Company is deemed to jointly control this arrangement with other participators, and the
arrangement belongs to joint venture arrangement.
In case of a joint venture arrangement concluded through separate entity, when the Company is judged to be
entitled to the net assets of the separate entity under relevant agreements, the entity shall be viewed as a joint
venture under equity method. However, when the Company is judged to be not entitled to the net assets of the
separate entity under relevant agreements, the entity shall be viewed as a joint operation, in which case, the
Company recognizes items relating to its share of interests from the joint operation and accounts for according to
relevant business accounting rules.
Significant influence refers to that investor has right to participate in making decisions relating to the financial and
operational policies of the investee, while not able to control or jointly control (with others) establishment of these
policies. The following one or more conditions are based to judge whether the Company has significant influence
over investee with consideration of all facts and situations: (1)has delegate in the board of directors or similar
authority organs of investee; (2)participate in establishing financial and operational policies of the investee;
(3)occur material transactions with the investee; (4)delegate management to the investee; (5)provide key technical
data to the investee.
(XIV) Investment real estate
Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both,
including the rented land use rights and the land use rights which are held and prepared for transfer after
appreciation, the rented buildings.
The investment property of the Company is accounted at its cost. Cost of investment property purchased from the
external sources includes purchase payment, related taxes and other expenditures which can be directly
attributable to such assets; Cost of investment property constructed by the Company comprise of the necessary
expenditure occurred during the construction for reaching the condition of planned use.
The Company adopts cost method for subsequent measurement of investment property. As for the investment
property measured at cost method – buildings for lease are depreciated under the policies which are the same as
fixed assets, and land use right for lease are amortized under the policies which are the same as intangible assets.
When use of investment property changes to be used by the company itself, the company shall transfer the
investment property to fixed assets or intangible assets since the change date. When use of the self-use real estate
changes for earning rental or capital appreciation, the company shall transfer the fixed assets or intangible assets
to investment property since the change date. For such transfer, the carrying value prior to the transfer is deemed
to be the value accounted after the transfer.
The company would de-realize investment property when the same is disposed or out of use forever and no
economic benefit would be obtained from such disposal. The disposal income from sale, transfer, dump or destroy
of investment property less its carrying value and related taxes is recorded in current gains and losses.
(XV) Fixed asset
1. Recognition of fixed assets
Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing
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services, lease or for operation & management, and have more than one year of service life. Fixed assets should be
recognized for qualified the followed conditions at the same time: (1) It is probable that the economic benefits
associated with the assets will flow into the Company; (2) The cost of the assts can be measured reliably.
2. Depreciation methods
Yearly depreciation
Categories Method Years of depreciation Scrap value rate
rate
Houses and buildings - Straight-line
35 years 5% 2.71%
production buildings depreciation
Houses and buildings - Straight-line
40 years 5% 2.38%
production buildings depreciation
Houses and buildings - Straight-line
9 years 5% 10.56%
makeshift depreciation
Straight-line
Mechanical equipment 12 years 5% 7.92%
depreciation
Straight-line
Transportation vehicle 9 years 5% 10.56%
depreciation
Straight-line
Other equipment 6 years 5% 15.83%
depreciation
3. Recognition, measurement and depreciation of fixed assets held under finance lease
A fixed asset leased by the Company is recognized as the fixed asset held under finance lease if one or more of the
following criteria are met: (1) Upon the expiry of the lease term, the ownership is transferred to the Company. (2)
The Company has the option to purchase the asset at a predetermined price that is expected to be sufficiently
lower than the fair value at the date the option becomes exercisable and it is reasonably ascertained at the
inception of lease that the option will be exercised. (3) The lease term approximates the useful life of the relevant
asset even if the ownership is not transferred. (4) At the inception of the lease, the present value of the minimum
lease payments is substantially equivalent to the fair value of the leased asset. (5) The leased assets are of such a
specialized nature that only the Company can use them without major modification. A fixed asset held under
finance lease is initially recognized at the lower of fair value of the leased asset and the present value of the
minimum lease payments, while the amount of the minimum lease payments will be recognized as the entry value
of long-term account payable, the difference between them will be recognized as unrecognized financing costs.
The initial direct costs such as commissions, attorney’s fees, and travelling expenses, stamp duties attributable to
the leased item incurred during the process of lease negotiating and signing the leasing agreement shall be
recorded in the asset value. Unrealized finance costs will be amortized using actual interest rate method over each
period during the lease terms.
The Company adopts depreciation policies for leased assets consistent with those of self-owned fixed assets for
the purpose of calculating the depreciation of a leased asset. If it is reasonable to be certain that the lessee will
obtain the ownership of the leased asset when the lease term expires, the leased asset shall be fully depreciated
over its useful life. If it is not reasonable to be certain that the lessee will obtain the ownership of the leased asset
at the expiry of the lease term, the leased asset shall be fully depreciated over the shorter one of the lease term or
its useful life.
(XVI) Construction in process
1. Classification of constructions under progress
Self-constructed constructions under progress of the Company are carried at actual costs. Actual costs include the
necessary expenses for constructing such asset to the expected useable condition, including material costs for
project, labor cost, related taxes and fees paid, borrowing expenses to be capitalized and indirect costs to be
amortized. The constructions under progress of the Company are accounted for by project category.
2. Standard and point of time for construction in process carrying forward to fixed assets
Fixed asset is booked with the entire expenditures occurred in the construction in process till it arrives at predicted
state for use. For those constructions in process of fixed assets which have already arrived at the predicted state
for use, while still with absence of completion settlement, they shall be carried forward to fixed assets at the
estimated value based on engineering budget, construction cost or actual cost commencing from the date of arrival
of the predicted state for use. Meanwhile, they shall be also subject to the depreciation policies applicable to fixed
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assets of the Company for provision of depreciation. Once completion settlement is made, the original temporary
estimated value shall be adjusted at the effective cost. However, the original provision of depreciation remains
unchanged.
(XVII) Borrowing expenses
1. Recognition of the borrowing expenses capitalization
Borrowing expenses that attributed for purchasing or construction of assets that are complying with capitalizing
conditions start to be capitalized and counted as relevant assts cost; other borrowing expenses, reckoned into
current gains and losses after expenses recognized while occurred.
Assets satisfying the conditions of capitalization are those assets of fixed, investment real estate etc. which need a
long period of time to purchase, construct, or manufacturing before becoming usable.
Capitalizing for borrowing expenses by satisfying the followed at same time:
(1) Assets expense occurred, and paid as expenses in way of cash, non-cash assets transfer or debt with interest
taken for purchasing, constructing or manufacturing assets that complying with capitalizing condition;
(2) Borrowing expenses have occurred;
(3) Necessary activities occurred for reaching predicted usable statues or sale-able status for assets purchased,
constructed or manufactured.
2. Period of capitalization
Capitalizing period was from the time star capitalizing until the time of suspended capitalization. The period for
borrowing expensed suspended excluded in the period.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
reached its predicted usable status or sale-able status, capitalization suspended for borrowing expenses.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
completed projects and usable independently for part of the projects, borrowing expenses for this kind of assts
shall suspended capitalization.
If the assets have been completed in every part, but can be reached the useful status or sale-able status while
completed entirely, the borrowing expense shall be suspended for capitalization while the assets completely
finished in whole.
3. Period of suspended
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization is
suspended abnormally for over 3 months, capitalizing of borrowing expenses shall be suspended; the suspended
assets that satisfying the conditions of capitalization meets the necessary procedure of reaching predicted usable
status or sellable status, capitalizing of borrowing expenses shall be resumed. The borrowing expenses occurred
during the period of suspended shall reckon into current gains and lossesuntil the purchasing, construction, or
manufacturing process is resumed for capitalizing.
4. Calculation for capitalization amount
Interest expenses practically occurred at the current term of a special borrowing are capitalized after deducting of
the bank saving interest of unused borrowed fund or provisional investment gains
Capitalization amounts of common borrowings are decided by the weighted average of exceeding part of
accumulated asset expenses over the special borrowing assets multiply the capitalizing rate of common
borrowings adopted. Capitalization rates are decided by the weighted average of common borrowings.
For those expenses with discount or premium, determined the amortizable discount or premium in every fiscal
year by effective interest method, than adjusted interest amount in every period
(XVIII) Biological assets
Biological assets of the Company refer to the productive biological assets
Biological assets are recognized when the following three conditions are fully satisfied:
(1) An enterprise owns or controls such biological assets due to the past transactions or events；
(2) It may result in the inflow of economic benefits or service potential in relation to such biological assets;
(3) Cost of such biological assets can be reliably measured.
Biological assets used for production are stated at cost at initial recognition. The cost of biological asset used for
production purchased from the outside includes the purchase price, related taxes, transportation expense,
insurance premium and other charges directly attributable to the purchase of such asset. Biological asset used for
production input by investors is stated at its entry value which is calculated based on the value as stipulated in the
investment contract or agreement plus the related taxes payable. Where value stipulated in the contract or
agreement is not fair, the actual cost is fixed at fair value. The cost of self-bred biological asset used for
production is determined based on the necessary expenses incurred so as to achieve the anticipated production and
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operation purposes, including feed costs, labor costs and indirect costs to be allocated.
Management and protection and feed expenses of the Company’s biological assets used for production incurred
after the canopy closure or achievement of the expected production and operation purposes are charged to profit or
loss for the current period.
Biological assets of the Company refer to the tea plants. For those productive biological assts that reached its
predicted productive purpose, withdrawal depreciation by average age method. The service life was determined by
the residual terms of the residual term of land use after deducting the un-maturity period (5-year) of the tea plants
with 5 percent salvage value calculated. Reviewing the service life, predicted salvage vale and depreciation
method at year-end, if there have difference between the predicted number and original estimated number or have
major changes on way of profit earning, than adjusted the service life or predicted salvage value or depreciation
method as account estimation variation.
Gain and disposal of biological assets: the cost of biological assets after the shift of use is stated at the carrying
amount at the time of shift of use. When sold, destroyed and inventory losses occurred, the disposal income of
biological assets net of carrying amount and related taxes shall be charged to profit or loss for the current period.
(XIX) Intangible assets and R&D expenditure
An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled by the
Company, including land use right, technical know-how, forest tree use right, trademark use right and software use
right.
1. Measurement of intangible assets
For those intangible assets purchased from outside, the purchase value, relevant taxes and other payments
attributable to predicted purpose obtained should recognized as cost for this assts. For those purchased amount
that paid overdue exceeded the normal credit condition, owns financing natures actually, the cost should be
recognized based on the current value while purchased
As for the intangible assets acquired from the debtor in debt restructuring for the purpose of settlement of debt, the
fair value of the intangible assets shall be based to determine the accounting value. The difference between the
carrying value of restructured debt and the fair value of the intangible assets use for settlement of debt shall be
recorded in current gains and losses.
With the preceding conditions that non-monetary assets exchange has commerce nature and the fair value of the
assets exchanged in or out can be measured reliably, the intangible assets exchanged in through non-monetary
assets exchange are accounted at the value based on the fair value of assets exchanged out, unless there is obvious
evidence showing the fair value of assets exchanged in is more reliable; for non-monetary assets exchange not
qualifying for the preceding conditions, the carrying value of assets exchanged out and related taxes payable shall
be viewed as the cost of intangible assets exchanged in, without recognition of gains and losses.
Intangible assets obtained by means of enterprise mergered under common control, recognized book-keeping
value by the book value of mergered party; Intangible assets obtained by means of enterprise mergered under
different control, recognized book-keeping value by the its fair value.
For those cost of intangible assets development internally including: the used materials, labor cost and register
charge for development; amortization for other patent and concession used and interest expense satisfying the
capitalization condition during process of development; other directly expense before reached its predated useful
purpose.
2. Subsequent measurement
Analysis and determined the service life for intangible assts while obtained. And classified into intangible assets
with limited useful life and assets without certain service life
(1) Intangible assets with limited useful life
Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they
become useable to the end of expected useful life. Particular about the estimation on intangible assets with limited
service life:
Item Predicted useful life Basis
Amortized the actual rest of life after certificate of
Land use right Certificate of land use right
land use right obtained
Proprietary technology 20-year Actual situation of the Company
forest tree use right Service life arranged Protocol agreement
trademark use right 10-year Actual situation of the Company
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Item Predicted useful life Basis
software use right 5-8-year Protocol agreement
At end of report term, revising will be performed on the useful life of intangible assets with limited useful life and
the methods of amortizing; if there is a differences been found with the original estimated number, corresponding
adjustment shall prevail.
Being revised, the useful life of intangible assets and amortization method at period-end shows the same as
previous
(2) Intangible assets without certained service life
Intangible assets for which it is impossible to predict the term during which the assets can bring in economic
benefits are viewed as intangible assets with indefinite life.
Intangible assets with indefinite life are not amortized during the holding period, and useful life is re-reviewed at
the end of each accounting period. In case that it is still determined as indefinite after such re-review, then
impairment test will be conducted continuously in every accounting period.
The Company has no such intangible assets without certained service life after review.
3. Detail standard for classification on research stage and exploitation stage
Research stage: stage of the investigation and research activities exercising innovative-ness for new science or
technology knowledge obtained and understanding.
Exploitation stage: stage of the activities that produced new or material advance materials, devices and products
that by research results or other knowledge adoption in certain plan or design before the commercial production or
usage.
The expenditure of the research stage in R&D project internally shall reckon into current gains and losses while
occurred.
4. Standards for capitalization satisfaction of expenditure in exploitation state
Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same time:
(1) Owes feasibility in technology and completed the intangible assets for useful or for sale;
(2) Owes the intention for completed the intangible assets and for sale purpose;
(3) Way of profit generated including: show evidence that the products generated from the intangible assets owes
a market or owes a market for itself; if the intangible assets will use internally, than show evidence of useful-ness;
(4) Possess sufficient technique, financial resources and other resources for the development of kind of intangible
assets and has the ability for used or for sale;
(5) The expenditure attributable to the exploitation stage for intangible assets could be measured reliably.
Expenditure happened in development phase not satisfying the above conditions is included in current period
gains and losses when occurs. Development expenditure previously included in gains and losses in previous
periods will not be re-recognized as assets in later periods. Capitalized development expenditure is stated in
balance sheet as development expenditure, and is transferred to intangible assets when the project is ready for
planned use.
(XX) Impairment of long term assets
Long term asset is judged whether for which there is indication of impairment on balance sheet date. If there is
indication of impairment, the Company would estimate its recoverable amount based on single asset; if it is
difficult to estimate the recoverable amount of single asset, then the assets group which the single asset belongs to
is based to determine the recoverable amount of the assets group.
Recoverable amount of an asset is determined at the higher of its fair value less disposal fee and present value of
its predicted future cash flow.
If measurement of recoverable amount shows that the recoverable amount of long term asset is lower than
carrying value, and then the carrying value shall be deducted to recoverable amount, with the deducted amount
recognized as impairment loss which is included in current period gains and losses, meanwhile, asset impairment
provision shall be made accordingly. Once recognized, asset impairment loss would not be reversed in future
accounting period.
Once an asset is recognized for impairment loss, its depreciation or amortization expense would be adjusted in
future periods, so as to systematically allocate the adjusted asset carrying value (after deduction of predicted net
residual value) during the remaining useful life.
Goodwill arising from business combination and intangible assets with indefinite useful life shall be tested
annually for impairment whether or not there is indication of impairment.
When goodwill impairment testing comes, book value of goodwill is allocated to asset group or combination
benefit from the synergies of the business combination. When conducting impairment test for relevant asset group
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with inclusion of goodwill, in case that there is indication of impairment for such asset group, impairment test
would be firstly conducted in respect of the asset groups without inclusion of goodwill. Then, it shall calculate the
recoverable amount and determine the corresponding impairment loss as compared to its carrying value. Second,
asset group with inclusion of goodwill would be tested for impairment. If it is found after comparison between the
carrying value and recoverable amount of the asset group that the recoverable amount is less than carrying value,
the Company would recognize impairment loss for goodwill.
(XXI) Long term prepaid expense
Long term prepaid expense represents the expense which the Company has occurred and shall be amortized in the
current and later periods with amortization period exceeding one year. Long term prepaid expense is amortized
during the beneficial period under straight line method.
(XXII) Staff remuneration
1. Short term remuneration
Short term remuneration refers to all the staff remuneration payable by the Company to its staff within 12 months
after the end of annual reporting period in which staff provides relevant services, other than post office benefit and
dismissal benefits. The Company recognizes short term remuneration payables as liabilities during the accounting
period during which staff provides services, and includes in cost and expense of relevant asset according to the
beneficial parties of such services.
2. Post office benefits
Post office benefits refer to kinds of remuneration or benefits granted by the Company to staff for their provision
of service upon retirement or release of employment, other than short term remuneration and dismissal benefits.
Post benefit plan is categorized as defined withdraw plan and defined benefit plan.
Defined withdraw plan under post office benefit mainly represents participation into social basic pension
insurance and unemployment insurance operated by labor and social security authorities. During the accounting
period when employee provides services for the Company, the contribution calculated under defined withdraw
plan would be recognized as liabilities and included in current gains and losses or relevant asset cost.
Other than periodic payment of the aforesaid amounts in compliance with national standards, the Company is not
obliged to make other payment.
3. Dismissal benefit
Dismissal benefit represents compensation paid to employees for release of employment before expiration or as
compensation for their willing of cut, Liabilities arising from dismiss benefit shall be included in current profit
and loss when the company cannot unilaterally withdraw from the termination plan or take redundancy offer and
when reorganize the payment of termination benefits related to the cost.
The Company offer early retirement benefits to employee who accepts the early retirement arrangements. Early
retirement benefits refers to not meet the state retirement age, approval by the Company's management employees
voluntarily quit jobs to pay their salaries and contributions to social insurance. Since the Company's internal
retirement arrangements starting date of the employee reaches the normal retirement age only, inwardly retired
workers to pay Early retirement benefits. When the early retirement benefits, the Company cf. termination
benefits accounted for, subject to termination benefits related acknowledge condition from the employee's
termination of service to the normal retirement date to be paid for retired workers wages and payment of social
insurance are recognized as liabilities, disposable income statement. Actuarial assumptions change in the
retirement benefits and welfare standards adjustment due to the difference in the event of a profit or loss.
4. Other long term staff benefits
Other long term staff benefits refers to all the other staff benefits except for short term remuneration, post office
benefit and dismissal benefit.
For other long term staff benefits satisfying conditions under defined withdraw plan, the contribution payables
shall be recognized as liabilities and included in current gains and losses or relevant asset cost during the
accounting period in which the staff provides services to the Company.
(XXIII) Accrual liability
1. Recognition standards for accrual liability
Responsibilities connected to contingent issues and satisfied all of the following conditions are recognized as
accrual liabilities:
(1) The responsibility is a current responsibility undertaken by the Company;
(2) Fulfilling of the responsibility may lead to financial benefit outflow;
(3) The responsibility can be measured reliably for its value.
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2. Measurement
Accrual liabilities shall conduct initial measurement by best estimation of expenditures needed by fulfillment of
current responsibilities.
While determined the best estimation, take the risks, uncertainty and periodic value of currency that connected to
the contingent issues into consideration.
For major influence from periodic value of currency, determined best estimation after discount on future relevant
cash out-flow.
Treatment for best estimation:
If the expenditure has a continuous range, and with similar possibility within the range, the best estimation should
determined by the middle value within the range, that is the average amount between the up and low limit.
If the expenditure has no continuous range, or has a continuous range but with different possibility within the
range, the possibility amount shall determined as the best estimation while single events involved by contingency;
if many events were involved by contingency, the best estimation shall be determined by various results and
relevant probability.
If the expenses for clearing of predictive liability is fully or partially compensated by a third party, and the
compensated amount can be definitely received, it is recognized separated as asset. Though the compensated
amount shall not greater than the book value of the predictive liability
(XXIV) Revenue recognition
1. Recognition of the income from commodity sales
When main risks and rewards attached to the ownership of goods have been transferred to the buyer, reserved
neither continuous management power nor effective control over the goods, incoming payment can be measured
reliably, relative financial benefit possibly inflow to the company, cost occurred or will occur can be reliably
measured, sales income of goods is recognized.
As for main sales in the Company, according to the arrival of acceptance period agreed in the contract, income
shall be recognized after the period expired
2. Basis on use right income for transaction assets
Financial benefit attached to the contract is possibly inflow to the company; Overall income of the contract can be
measured reliably. Determined the use right income for transaction assts respectively as followed:
(1) Amount of interest income: determined by the time and effective interest rate of the currency capital used by
other people.
(2) Amount of income from use: determined by the charge time and calculation method agreed in the relevant
contract or agreement.
(XXV) Government Grants
1. Determination basis and accounting for government grants related to assets
(1) Type
Governments grants of the Company refer to the monetary and non-monetary assets obtained from government
for free, and are divided into those related to assets and others related to revenues
Government subsidies related to assets refer to those obtained by the Company and used for purchase or
construction of or otherwise to form long-term assets. Government subsidies related to revenue refer to those other
than government subsidies related to assets.
(2) Recognition of government subsidies
At end of the period, if there is evidence show that the Company qualified relevant condition of fiscal supporting
polices and such supporting funds are predicted to obtained, than recognized the amount receivable as government
subsidy. After that, government subsidy shall recognize while actually received.
Government subsidies in the form of monetary assets are stated at the amount received or receivable. Government
subsidies in the form of non-monetary assets are measured at fair value; if fair value cannot be obtained, a
nominal amount (RMB1) is used. Government subsidies measured at nominal amount is recognized immediately
in profit or loss for the current period.
(3) Accounting method
Government grants in relation to purchase of long-term assets such as fixed assets or intangible assets shall be
recognized as deferred income, and are recorded in non-operating income according to service life of such
constructed or purchased assets by installments;
2. Determination basis and accounting for government grants related to income
(1) Types
Government grants are transfer of monetary assets or non-monetary assets from the government to the Group at
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no consideration.
Government grants in relation to purchase of long-term assets such as fixed assets or intangible assets shall be
recognized as deferred income, and are recorded in non-operating income according to service life of such
constructed or purchased assets by installments;
(2) Recognition
There is evidence that the end of the company to comply with the financial support policy of the relevant
conditions and is expected to receive financial support funds, confirmed by the amount of government subsidies
receivable. In addition, government subsidies are recognized when actually received.
Government subsidy is a monetary asset, the amount received or receivable. Government subsidies for
non-monetary assets are measured at fair value; the fair value is not reliably achieved, in nominal amount (1 yuan).
Measured at nominal amount of government subsidies, direct profit or loss.
(3) Accounting treatment
Government grants in relation to revenues, shall be recognized as deferred income upon acquisition and recorded
in current non-operating income during the periods in which relevant expenses are recognized when such grants
are for the purposes of compensating relevant expenses or losses of an enterprise in future periods; and shall be
directly credited to current non-operating income upon acquisition when such grants are for the purposes of
compensating occurred relevant expenses or losses of an enterprise.
When there is reversal of the government grants recognized, if the relevant deferred income exists, such deferred
income is offset against the balance of the carrying value with the excess dealt with in the profit or loss for the
period. If the relevant deferred income does not exist, it will be directly dealt with in the profit or loss for the
period.
(XXVI) Deferred income tax assets and deferred income tax liabilities
1. Reference for recognition of deferred income tax assets
Deferred income tax asset arising from deductible temporary difference is recognized to the extent of assessable
income which is likely to acquire to offset deductible temporary difference and for which deductible losses and
tax credit for subsequent years can be carried forward. However, deferred income tax assets arising from initial
measurement of assets or liabilities in transactions with the following characteristics would not be recognized:
(1)the transaction is not business combination; (2)occurrence of the transaction would neither affect accounting
profit nor affect assessable income or deductible loss.
For deductible temporary difference relating to investment in associates, the Company would recognize deferred
income tax assets accordingly if the following conditions are met: temporary difference is likely to be reversed in
foreseeable future and it is likely to acquire assessable income against which deductible temporary difference is
utilized.
2. Basis for determination of deferred income tax liabilities
Assessable temporary difference which should be paid while not paid yet for the current and previous periods is
recognized as deferred income tax liabilities, excluding:
(1) Temporary difference arising from initial measurement of goodwill;
(2) Transaction or issue arising from non business combination, and its occurrence would neither affect
accounting profit, nor affect temporary difference arising from assessable income (or deductible loss);
(3) For assessable temporary difference relating to investments in subsidiary or associate, timing for reversal of
the temporary difference can be controlled and it is likely that the difference would not be reversed in foreseeable
future.
3. Deferred tax assets and liabilities are offset if all the following conditions are met.
(1) An enterprise has the legal rights to settle the income tax assets and income tax liabilities for the current period
by net amount;
(2) They relate to income taxes levied by the same tax authority on either the taxable entity has a legally
enforceable right or set off current income tax assets against current income tax liabilities, and different taxable
entities which either intend to settle the current income tax liabilities and assets on a net basis, or to realize the
assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax
liabilities or assets are expected to be settled or recovered.
VI. Taxes
(I) Type of tax and rate for main applicable tax
Taxes Basis Rate
VAT Sales of goods 17%, 3%
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Business tax Taxable turnover 5%
Urban maintenance and construction tax Payable turnover taxes 5%, 7%
Educational surtax Payable turnover taxes 5%
Rate of income tax for different taxpaying body:
taxpaying body Rate of income tax
The Company 25%
Shenbao Huacheng 15%
Including: Shantou Branch of Shenbao Huacheng 25%
Wuyuan Jufangyong 15%
Shenbao Sanjing 25%
Huizhou Shenbao Technologies 25%
Shenbao Properties 25%
Shenbao Industrial Trading & Developmen 25%
Hangzhou Jufangyong 25%
Shenbao Yuxing 25%
Shenbao Technology Center 25%
Fuhaitang Tea Ecology 25%
Chunshi Network 25%
Shenshenbao Investment 25%
Shenshenbao Tea Culture 25%
Yunnan Supply Chain 25%
Shenbao Shengyuan 25%
Jufangyong Trading 25%
(II) Tax preferential and basis
Shenbao Huacheng, a wholly-owned subsidiary of the Company, has been granted High-tech Enterprise
Certification (No. GF201444201602) jointly promulgated by Shenzhen Commission on Innovation & Technology,
Shenzhen Finance Committee, Shenzhen Municipal Bureau of State Taxation and Shenzhen Municipal Bureau of
Local Taxation as at the date of 30 September 2014 with a valid term of 3 years. With relevant preferential
policies adopted by the State in favor of high-tech enterprises, all qualified high-tech enterprises are able to enjoy
the lower income tax rate of 15% for collection of enterprise income tax, capable for 3 years commencing from
the year when they are deemed as qualified. Shenbao Huacheng has favored from this preferential policy from
2014 to 2016.
Wuyuan Jufangyong, a wholly-owned subsidiary of the Company, has been granted High-tech Enterprise
Certification (No. GF201436000182) jointly promulgated by Jiangxi Provincial Department of Science &
Technology, Shenzhen Finance Committee, Finance Bureau of Jiangxi Province, Jiangxi Municipal Bureau of
State Taxation and Local Taxation as at the date of 8 October 2014 with a valid term of 3 years. With relevant
preferential policies adopted by the State in favor of high-tech enterprises, all qualified high-tech enterprises are
able to enjoy the lower income tax rate of 15% for collection of enterprise income tax, capable for 3 years
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commencing from the year when they are deemed as qualified. Wuyuan Jufangyong has favored from this
preferential policy from 2014 to 2016.
VII. Annotation to main items of consolidated financial statements
(I) Monetary fund
In RMB
Item Closing balance Opening balance
Cash on hand 184,337.59 100,531.08
Cash in bank 147,329,549.56 266,747,247.36
Other monetary fund 500,000.00 500,000.00
Total 148,013,887.15 267,347,778.44
Monetary fund with restriction concerned at end of the Period:
Item Closing balance Opening balance
Guarantee deposit 500,000.00 500,000.00
Total 500,000.00 500,000.00
While presenting the cash flow statement, restricted other monetary fund has been deducted from the cash and
cash equivalent at period-end
(II) Financial assets measured by fair value and with the variation recorded into current gains/losses
In RMB
Item Closing balance Opening balance
Tradable financial assets 3,586,352.90 1,777,695.79
Equity investment 3,586,352.90 1,777,695.79
Total 3,586,352.90 1,777,695.79
Other explanation：
Closing balance refers to the 258,011 shares of A-stock under the name of “Shen Zhonghua-A”
(III) Note receivables
Classification of notes receivable
In RMB
Item Closing balance Opening balance
Bank acceptance bill 38,922.90
Total 38,922.90
(IV) Account receivable
1. Account receivable classified according to types
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
Ratio Ratio
Account receivable
103,95
withdrawal bad debt 77,217, 1,269,4 75,948,0 809,686. 103,147,9
provision by group of 79.93% 1.64% 7,669. 84.28% 0.78%
credit risk 424.39 08.27 16.12 62 82.43
05
characteristics
Account receivable 19,391, 19,391, 19,391 19,391,0
with single minor 20.07% 100.00% 15.72% 100.00%
amount but 001.77 001.77 ,001.7 01.77
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withdrawal bad debt 7
provision for single
item
123,34
96,608, 20,660, 75,948,0 20,200,6 103,147,9
Total 100.00% 21.39% 8,670. 100.00% 16.38%
426.16 410.04 16.12 88.39 82.43
82
Account receivable with single significant amount and withdrawal bad debt provision separately at period end:
□Applicable √ Not applicable
Account receivable with bad debt provision withdrawal by age analysis in group:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt reserve Accrual ratio
Subitem of within one year
Within 1 year 62,258,906.51 0.00%
1-2 years 8,570,623.80 428,531.20 5.00%
2-3 years 2,346,140.71 234,614.07 10.00%
Over 3 years 4,041,753.37 606,263.00 15.00%
3-4years 784,234.94 117,402.73 15.00%
4-5 years 176,272.85 26,673.43 15.00%
5years above 3,081,245.58 462,186.84 15.00%
Total 77,217,424.39 1,269,408.27
Explanation on combination determines:
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
2. Bad debt provision accrual collected or switch back
Bad debt provision accrual of RMB 459,721.65; collected or switch back bad debt provision of RMB 0.
3. Top 5 receivables at ending balance by arrears party
Proportion in total
Name Closing balance receivables at closing Bad debt provision accrual
balance (%)
Customer 1 7,028,255.00 7.27 ---
Customer 2 4,866,940.00 5.04 ---
Customer 3 4,840,598.40 5.01 237,321.84
Customer 4 4,617,600.00 4.78 ---
Customer 5 3,659,913.60 3.79 ---
Total 25,013,307.00 25.89 ---
(V) Account paid in advance
1. Aging analysis
In RMB
Closing balance Opening balance
Age
Amount Ratio Amount Ratio
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Within 1 year 16,227,516.31 87.24% 5,714,190.03 73.44%
1-2years 1,844,886.90 9.92% 1,816,392.30 23.35%
2-3years 505,768.33 2.72% 37,919.50 0.49%
Over 3 years 23,428.80 0.12% 211,375.44 2.72%
Total 18,601,600.34 -- 7,779,877.27 --
2. Top 5 account paid in advance at closing balance collected by objects
In RMB
Ratio in total account paid in advance
Name Closing amount
(%)
Supplier 1 6,336,000.00 34.06%
Supplier 2 1,551,101.22 8.34%
Supplier 3 1,320,320.28 7.10%
Supplier 4 1,096,195.50 5.89%
Supplier 5 873,820.05 4.70%
Total 11,177,437.05 60.09%
(VI) Other account receivable
1. Other account receivable classified according to types:
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other account
receivable with
single major amount 19,103,9 8,197,82 10,906,13
39.70% 42.91%
and withdrawal bad 54.35 0.06 4.29
debt provision for
single item
Other account
receivable
withdrawal bad debt 11,443,0 329,438. 11,113,63 27,427, 2,738,266 24,689,122.
23.78% 2.88% 60.94% 9.98%
provision by group of 76.49 84 7.65 389.39 .56 83
credit risk
characteristics
Other account
receivable with
single minor amount 17,577,7 17,577,7 17,577, 17,577,79
36.53% 100.00% 39.06% 100.00%
but withdrawal bad 95.82 95.82 795.82 5.82
debt provision for
single item
48,124,8 26,105,0 22,019,77 45,005, 20,316,06 24,689,122.
Total 100.00% 54.24% 100.00% 45.14%
26.66 54.72 1.94 185.21 2.38 83
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
√ Applicable □ Not applicable
In RMB
Account Closing balance
receivable(units) Account receivable Bad debt reserve Accrual ratio Reasons
Changzhou Shenbao Estimated recoverable
19,103,954.35 8,197,820.06 42.91%
Chacang E-commence amount is lower than the
112
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Co., Ltd book balance
Total 19,103,954.35 8,197,820.06 -- --
Other receivable with bad debt provision withdrawal by age analysis in group:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Other accounts receivable Bad debt provision Accrual ratio
Subitem of within one year
Within 1 year 8,094,312.61 0.00%
1-2 years 1,135,788.01 56,789.40 5.00%
2-3 years 1,185,938.60 118,593.86 10.00%
Over 3 years 1,027,037.27 154,055.58 15.00%
3-4 years 209,434.84 31,415.23 15.00%
4-5 years 57,236.34 8,585.45 15.00%
5 years above 760,366.09 114,054.91 15.00%
Total 11,443,076.49 329,438.84
Explanations on combination determine:
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account
receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable:
□ Applicable √ Not applicable
2. Bad debt provision accrual collected or switch back
Bad debt provision accrual was 5,793,799.27 Yuan; the amount collected or switches back amounting to 0 Yuan
3. Nature classification for other receivables
In RMB
Item Closing book balance Opening book balance
Margin and deposit 3,435,894.26 1,368,252.63
VAT rebates receivables 27,140.22 337,748.21
Intercourse funds and other 44,661,792.18 43,299,184.37
Total 48,124,826.66 45,005,185.21
4. Top five units in other account receivable at closing balance
In RMB
Ratio in total other
Bad debt provision
Name Amount nature Closing balance Age account receivable at
Closing balance
closing balance
Changzhou Shenbao
Chacang Intercourse funds 19,103,954.35 * 39.70% 8,197,820.07
e-commerce Limited
Shenzhen Shenbao
Manan Intercourse funds 1,304,148.50 Within 1 year 2.71%
Biotechnology Co.,
113
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Ltd
Hao Junbin Intercourse funds 758,099.00 Within 1 year 1.58%
Hangzhou
Shilongshan
Intercourse funds 600,000.00 2-3 years 1.25% 60,000.00
Ecological Park Co.,
Ltd
Wuyishan City,
Fujian Province Intercourse funds 500,000.00 1-2 years 1.04% 25,000.00
Yuxing Tea Co., Ltd.
Total -- 22,266,201.85 -- 8,282,820.07
(VII) Inventory
1. Types
In RMB
Closing balance Opening balance
Items Falling price Falling price
Book balance Book value Book balance Book value
reserves reserves
Raw materials 58,516,983.93 3,893,177.28 54,623,806.65 50,061,015.73 3,704,335.73 46,356,680.00
Goods in process 27,601,507.25 81,052.46 27,520,454.79 31,256,557.79 81,052.46 31,175,505.33
Finished goods 79,669,708.08 810,517.22 78,859,190.86 35,192,734.56 1,282,058.46 33,910,676.10
Goods in transit 6,546,946.43 6,546,946.43 6,484,704.45 6,484,704.45
Materials
processed on 5,349,996.81 5,290,502.32 59,494.49 5,337,209.83 5,290,502.32 46,707.51
commission
Packaging
8,212,480.31 8,212,480.31 5,311,914.37 5,311,914.37
materials
Products
6,755,496.74 6,755,496.74
exploitation
Total 185,897,622.81 10,075,249.28 175,822,373.53 140,399,633.47 10,357,948.97 130,041,684.50
2. Inventory falling price reserves
In RMB
Current amount increased Current amount decreased
Opening
Type Switch back/ Closing balance
balance Accrual Other Other
Written off
Raw materials 3,704,335.73 188,841.55 3,893,177.28
Goods in process 81,052.46 81,052.46
Finished goods 1,282,058.46 45,074.31 516,615.55 810,517.22
Work in
5,290,502.32 5,290,502.32
process-outsourced
Total 10,357,948.97 233,915.86 516,615.55 10,075,249.28
(VIII) Other current assets
In RMB
Item Closing balance Opening balance
VAT input tax ready for deduction 2,012,976.56 3,911,623.17
114
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Total 2,012,976.56 3,911,623.17
(IX) Financial assets available for sale
1. Financial assets available for sale
In RMB
Closing balance Opening balance
Item Depreciation Depreciation Depreciation
Book balance Book balance Book balance
reserves reserves reserves
Instrument equity 17,537,500.0 17,480,000.0
57,500.00 17,537,500.00 17,480,000.00 57,500.00
available for sale: 0 0
17,537,500.0 17,480,000.0
Measured by cost 57,500.00 17,537,500.00 17,480,000.00 57,500.00
0 0
17,537,500.0 17,480,000.0
Total 57,500.00 17,537,500.00 17,480,000.00 57,500.00
0 0
2. Financial assets available for sale measured by cost at period-end
In RMB
Book balance Depreciation reserves Ratio of
share-holdi Current
Investee
Opening Current Current Closing Opening Current Current Closing ng in cash
unit
balance increased decreased balance balance increased decreased balance invested dividend
entity
Shenzhen
Sanjiu 2,480,000 2,480,000 2,480,000 2,480,000
Weitai 0.00 0.00 0.00 0.00 0.95%
Capsules .00 .00 .00 .00
Co., Ltd.
Shenzhen
Tianji
Photoelect
ric 15,000,00 15,000,00 15,000,00 15,000,00
Technolog 0.00 0.00 0.00 0.00 3.77%
y 0.00 0.00 0.00 0.00
Industrial
Co., Ltd.
*1
Beijing
Tiantan
57,500.00 0.00 0.00 57,500.00 0.00 0.00 0.00 0.00 0.00%
Co., Ltd.
*2
17,537,50 17,537,50 17,480,00 17,480,00
Total --
0.00 0.00 0.00 0.00
3. Change of financial assets depreciation for sale during reporting period
In RMB
Instrument equity available for Instrument debt available for
Type Total
sale sale
Balance of impairment accrual
17,480,000.00 17,480,000.00
at period-begin
Balance of impairment accrual
17,480,000.00 17,480,000.00
at period-end
(X) Long-term equity investment
In RMB
115
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
-,+ in the Period
Ending
Other Cash
Investme balance
Opening Additiona comprehe dividend Closing
Investee nt gains Other of
book l Capital nsive or profit Impairme book
unit recognize equity Other impairme
balance investmen reduction income announce nt accrual balance
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
II. Associated enterprise
Shenzhen
Shenbao
(Xinmin) 2,870,00 2,870,00 2,870,00
Foods 0.00 0.00 0.00
Co.,
Ltd*1
Changzho
u
Shenbao
Chacang
E-comme
nce Co.,
Ltd *2
Shenzhen
Shenbao
(Liaoyuan 57,628.5 57,628.5 57,628.5
)
Industrial 3 3 3
Co.,
Ltd.*1
Shenzhen
Shenbao
Ma Nan 1,042,68 1,062,64
Bio-techn
ology 6.34 6.40
Co.,
Ltd.*3
Yunnan
Pu'er Tea
5,000,00 -1,298,0 3,701,97
Trading
0.00 32.98 6.81
Center
Co., Ltd.
Shenzhen
Shichumi
ngmen
2,550,00 -279,669 2,270,33
Restauran
0.00 .30 0.70
t
Managem
ent Co.,
116
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Ltd.
3,970,31 7,550,00 -1,577,7 9,962,58 2,927,62
Subtotal
4.87 0.00 02.28 2.44 8.53
3,970,31 7,550,00 -1,577,7 9,962,58 2,927,62
Total
4.87 0.00 02.28 2.44 8.53
(XI) Investment real estate
1. Investment real estate measured at cost
√ Applicable □ Not applicable
In RMB
Item House and building Land use right Construction in process Total
I. Total original book
value
1． Opening balance
2． Current amount
19,305,918.88 19,305,918.88
increased
(1) Purchase
(2) Stock\fixed assets
\Transfer-in from
construction in process
(3) Increased by
combination
Fixed assets transfer-in 19,305,918.88 19,305,918.88
3． Current amount
decreased
(1) Disposal
(2) Other transfer-out
4． Closing balance 19,305,918.88 19,305,918.88
II. accumulated
depreciation and
accumulated
amortization
1． Opening balance
2． Current amount
496,725.20 496,725.20
increased
(1) Accrual or
267,467.41 267,467.41
amortization
(2) Stock\fixed assets
\Transfer-in from 229,257.79 229,257.79
construction in process
3． Current amount
decreased
(1) Disposal
(2) Other transfer-out
4． Closing balance 496,725.20 496,725.20
III. impairment provision
1． Opening balance
2． Current amount
increased
117
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
(1) Accrual
3． Current amount
decreased
(1) Disposal
Other transfer-out
4． Closing balance
IV. Book value Total
1. Ending book value 18,809,193.68 18,809,193.68
2.Openingbook value
2. Certificate of title un-completed
In RMB
Item Book value Reasons
House and building 18,809,193.68 In progress
(XII) Fixed assets
1. Fixed assets
In RMB
Machinery Transportation
Item House & buildings Other equipment Total
equipment facilities
I. Total original book
value
1. Opening balance 297,592,711.14 222,594,118.72 7,237,524.52 11,095,596.25 538,519,950.63
2. Current amount
33,289.00 927,511.23 200,590.00 2,649,131.76 3,810,521.99
increased
(1) Purchase 33,289.00 779,647.99 200,590.00 1,764,204.13 2,777,731.12
(2) Transfer-in from
construction in 147,863.24 884,927.63 1,032,790.87
process
(3) Increased by
combination
3. Current amount
decreased
(1) Disposal or scrap
Other transfer-out 19,305,918.88 25,000.00 133,000.00 42,856.85 19,506,775.73
4. Closing balance
II. accumulated
depreciation
1. Opening balance 24,521,540.26 105,847,257.39 3,448,527.45 4,594,499.79 138,411,824.89
2. Current amount
7,806,275.57 13,676,780.72 646,223.44 1,602,603.26 23,999,350.40
increased
(1) Accrual 7,806,275.57 13,676,780.72 646,223.44 1,602,603.26 23,999,350.40
3. Current amount
229,257.79 19,131.95 126,350.00 10,857.48 653,064.63
decreased
(1) Disposal or scrap 19,131.95 126,350.00 10,857.48 385,597.22
Transfer-out 229,257.79 229,257.79
4. Closing balance
118
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
III. impairment
provision
1. Opening balance 2,647,112.69 2,647,112.69
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Disposal or scrap
4. Closing balance 2,647,112.69 2,647,112.69
IV. Book value Total
1. Ending book
246,221,523.22 101,344,611.09 3,336,713.63 7,515,625.60 358,418,473.54
value
2.Openingbook
273,071,170.88 114,099,748.64 3,788,997.07 6,501,096.46 397,461,013.05
value
2. Certificate of title un-completed
In RMB
Item Book value Reasons
House and building 73,964,775.17 In progress
3. Among the ending balance, the original value of fixed assets used for bank pledge was RMB30,567,419.75,
and the net value were RMB 21,721,212.36. as for this pledge, the Company pledged No. 1# and 2# factories
located at He’ao village, Henggang town, Longgang district Shenzhen to Shenzhen Branch of Shanghai
Pudong Development Bank, in order to apply for comprehensive credit loan of RMB 80 million. Pledge
term is from 13 March 2013 to 12 March 2016.
(XIII) Construction in process
1. Construction in process
In RMB
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Shenbao Plaza
3,842,333.64 3,842,333.64 3,842,333.64 3,842,333.64 0.00
project
Comprehensive
investment
project of tea
6,750,385.61 6,750,385.61 2,572,410.64 0.00 2,572,410.64
industry chain(the
new factory
project)
Equipments
remaining
installation of
998,299.44 0.00 998,299.44
Shenbao
Technology
Center
Standard Park 470,016.63 0.00 470,016.63
119
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Project of the
West Lake
Longjing Tea
Other 943,379.03 903,189.74 40,189.29 903,189.74 903,189.74
Total 11,536,098.28 4,745,523.38 6,790,574.90 8,786,250.09 4,745,523.38 4,040,726.71
2. Changes of major construction in process
In RMB
Includin
Proporti g:
Accumul
Other on of amount Interest
ated
Transfer- decrease Closing project of capitaliz Capital
Opening Current
Projects Budget in fixed Progress capitaliz
balance increased
assets d in the balance investme capitaliz ation rate resources
ation of
Period nt in ation of in Period
interest
budget interest
in Period
Integrate
d
investme
nt in Tea
2,572,4 4,177,9 6,750,3
chain 35 Other
10.64 74.97 85.61
project
(new
plant
project)
Equipme
nts
remainin
g
installati 998,299 851,928. 147,863. 1,702,3
Other
on of .44 67 24 64.87
Shenbao
Technolo
gy
Center
Standard
Park
Project
of the 470,016 414,911. 884,927.
Other
West .63 00 63
Lake
Longjing
Tea
Total 4,040,72 5,444,81 1,032,79 1,702,36 6,750,38 -- -- --
120
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
6.71 4.64 0.87 4.87 5.61
3. Impairment reserves accrual in the Period
Current Current
Item Opening balance Closing balance Reasons
increased decreased
Shenbao Plaza
3,842,333.64 --- --- 3,842,333.64
project
Other 903,189.74 --- --- 903,189.74
Total 4,745,523.38 --- --- 4,745,523.38
(XIV) Productive biological assets
Productive biological assets measured by cost
√ applicable □ not applicable
In RMB
Item Plant Livestock Forestry Fisheries Total
Tea tree
I. Total original book
value
1. Opening balance 436,156.00 436,156.00
2. Current amount
increased
(1) Purchase
(2)self-cultivate
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance 436,156.00 436,156.00
II. accumulated
depreciation
1. Opening balance
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance
III. impairment
provision
1. Opening balance
2. Current amount
increased
(1) Accrual
121
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance 436,156.00 436,156.00
IV. Book value Total
1. Ending book
436,156.00 436,156.00
value
2.Openingbook
436,156.00 436,156.00
value
(XV) Intangible assets
Intangible assets
In RMB
Item Land using right Patent Un-patent tech Other Total
I. Total original book
value
1. Opening balance 162,844,832.87 40,451,130.52 7,608,874.54 22,871,704.98 233,776,542.91
2. Current amount
2,904,986.29 300,000.00 3,204,986.29
increased
Purchase 300,000.00 3,204,986.29
Other 2,904,986.29
(2) internal R&D
(3) Increased by
combination
3. Current amount
decreased
(1) Disposal
4. Closing balance 162,844,832.87 43,356,116.81 7,908,874.54 236,981,529.20
II. accumulated
depreciation
1. Opening balance 15,251,513.85 13,946,099.68 1,292,442.73 1,113,677.76 36,815,456.11
2. Current amount
3,310,348.93 2,103,742.07 1,303,662.62 390,949.20 7,108,702.82
increased
(1) Disposal 3,310,348.93 2,103,742.07 1,303,662.62 390,949.20 7,108,702.82
3. Current amount
decreased
(1) Disposal
4. Closing balance 21,766,135.30 18,057,291.32 2,596,105.35 1,504,626.96 43,924,158.93
III. impairment
provision
1. Opening balance
2. Current amount
increased
(1) Disposal
3. Current amount
decreased
(1) Disposal
122
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2015 年度
财务报表附注
4. Closing balance
IV. Book value Total
1. Ending book
141,078,697.57 25,298,825.49 5,312,769.19 21,367,078.02 193,057,370.27
value
2.Openingbook
144,389,046.50 24,497,581.27 6,316,431.81 21,758,027.22 196,961,086.80
value
(XVI) Development expense
In RMB
Opening Closing
Item Amount of current increase Amount of current decrease
balance balance
Item 1 548,937.30 548,937.30
Item 2 301,652.82 301,652.82
Item 3 378,866.96 378,866.96
Item 4 151,429.01 151,429.01
Item 5 697,761.00 46,294.25
Item 6 274,847.42 651,466.75 274,847.42
Item 7 459,526.79 459,526.79
Item 8 287,116.23 287,116.23
Item 9 350,097.52 246,489.98 103,607.54
3,450,235.0 2,552,278.3
Total 897,956.73
5 2
(XVII) Long-term deferred expense
In RMB
Item Opening balance Current increased Current amortization Other decreased Closing balance
Decoration charge
6,758,578.06 7,397,164.22 2,722,492.25 155,050.92 11,278,199.11
for office rented-in
Affiliated project of
resident area in 1,233,819.39 137,222.40 362,359.36 1,008,682.43
Jufangyong Wuyuan
Reform of tea park
207,271.00 92,302.18 114,968.82
in Wuyuan
Reform project of
3,796,780.34 485,387.26 1,200,105.87 3,082,061.73
warehouse
Lease of workshop
673,493.98 261,078.89 685,148.47 249,424.40
and office building
Other 291,769.02 236,020.39 267,771.43 260,017.98
Total 12,961,711.79 8,516,873.16 5,330,179.56 155,050.92 15,993,354.47
(XVIII) Deferred income tax assets and deferred income tax liability
1. Deferred income tax assets without offset
In RMB
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
differences assets differences assets
Impairment provision for
18,989,234.01 4,436,279.25 11,344,502.29 2,795,010.62
assets
Gains from changes of 642,447.39 160,611.85
123
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
fair value
Total 18,989,234.01 4,436,279.25 11,986,949.68 2,955,622.47
2. Deferred income tax liability without offset
In RMB
Closing balance Opening balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
differences liability differences liability
Asset evaluation
increment of enterprise
4,747,915.76 1,186,978.94 5,050,586.00 1,262,646.50
combine under different
control
Change of fair value for
the financial assets 1,808,657.11 452,164.28
available for sale
Total 6,556,572.87 1,639,143.22 5,050,586.00 1,262,646.50
3. Details of uncertain deferred income tax assets
In RMB
Item Closing balance Opening balance
Losses deductible 98,027,808.60 61,597,923.02
Impairment provision for assets 65,651,744.63 67,330,462.05
合计 163,679,553.23 128,928,385.07
(XIX) Other non-current assets
In RMB
Item Closing balance Opening balance
Land purchase paid in advance 9,381,000.00
total 9,381,000.00
Other explanation：
According to Auction confirmation of Yunnan Pacific Auction Co., Ltd., December 22, 2015, the Company's
subsidiary Yunnan supply chain traded subject in RMB 9,381,000.00 yuan: idle state-owned assets located in
Ning'er town Yuhe village Panzhihua group, industrial land, land use right area 111,413.33 square meters.
(XX) Short-term loans
Short-term loans
In RMB
Type Closing balance Opening balance
Guarantee loan 0 40,000,000.00
Total 0 40,000,000.00
(XXI)Account payables
1. Account payables
In RMB
Item Closing balance Opening balance
Within 1 year 16,248,897.59 7,654,240.12
1-2 years 1,493,317.01 2,625,057.87
2-3 years 291,331.73 5,016,087.79
Over 3 years 6,788,041.25 2,384,065.45
Total 24,821,587.58 17,679,451.23
124
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2015 年度
财务报表附注
2. Major accounts payable with age over 1 year
In RMB
Name Closing balance Reasons of outstanding or carry-over
Supplier 1 518,655.52 Uncertain whether need to be paid
Supplier 2 515,892.30 Uncertain whether need to be paid
Total 1,034,547.82 --
(XXII) Account received in advance
Account received in advance
In RMB
Item Closing balance Opening balance
Within 1 year 2,904,689.51 1,752,043.85
1-2 years 34,520.25 144,994.72
2-3 years 39,975.72 420,000.00
Over 3 years 735,406.45 845,346.95
Total 3,714,591.93 3,162,385.52
(XXIII) Wages payable
1. Wages payable
In RMB
Item Opening balance Current increased Current decreased Closing balance
I. Short-term
7,596,846.63 69,187,187.47 64,673,539.04 12,110,495.06
compensation
II. After-service
welfare-defined 240,414.17 4,095,272.34 4,088,197.25 247,489.26
contribution plans
Total 7,837,260.80 73,282,459.81 68,761,736.29 12,357,984.32
2. Short-term compensation
In RMB
Item Opening balance Current increased Current decreased Closing balance
1. Wage, bonus,
6,328,955.71 54,681,796.32 50,544,820.65 10,465,931.38
allowance and subsidy
2. Employees’ welfare 6,530,301.26 6,530,301.26
3. Social insurance
38,815.79 3,178,288.42 3,163,322.69 53,781.52
charges
Including: basic medical
34,239.43 2,823,729.62 2,810,518.85 47,450.20
insurance premium
Industrial injury
insurance 1,401.35 149,773.17 149,519.33 1,655.19
premiums
Maternity
insurance 3,175.01 204,785.63 203,284.51 4,676.13
premiums
4. Housing public reserve 3,124,824.92 3,124,824.92
5. Trade union fee and
1,229,075.13 1,671,976.55 1,310,269.52 1,590,782.16
education fee
Total 7,596,846.63 69,187,187.47 64,673,539.04 12,110,495.06
3. Defined contribution plans
In RMB
Item Opening balance Current increased Current decreased Closing balance
125
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
1. Basic endowment
233,879.04 3,848,757.48 3,843,611.60 239,024.92
insurance premiums
2. Unemployment
6,535.13 246,514.86 244,585.65 8,464.34
insurance premiums
Total 240,414.17 4,095,272.34 4,088,197.25 247,489.26
(XXIV) Tax payable
In RMB
Item Closing balance Opening balance
Construction tax 743,463.75
business tax 73,967.84 5,328,791.75
Enterprise income tax 3,631,310.31 4,250,882.59
Personal income tax 512,502.60 164,636.83
Urban maintenance and construction tax 31,240.56 419,534.52
House property tax 212,077.17 212,077.16
Embankment fee 51,301.40 52,765.33
Surtax for education expenses 28,755.75 296,311.30
Use tax of land 15,721,488.76 13,986,409.88
Tenure tax 166,991.80 81,576.21
Other tax fee 135,273.68 108,083.68
Total 21,308,373.62 24,901,069.25
(XXV) Dividend payable
In RMB
Name Closing balance Opening balance
Other 2,909,182.74 2,909,182.74
Total 2,909,182.74 2,909,182.74
(XXVI) Other account payables
1. Listed by age
In RMB
Item Closing balance Opening balance
Deposit and margin 973,437.53 1,169,860.00
Engineering quality retention money and
2,474,634.27 26,721,572.13
fund of tail
Intercourse funds and other 20,189,534.35 20,954,388.56
Total 23,637,606.15 48,845,820.69
2. Significant other payable with over one year age
In RMB
Item Closing balance Reasons of un-paid or carry-over
Architectural Engineering balance,
Jianghai Construction Project Limited 1,210,962.96 payment according to the acceptance
schedule
Investment management Company 3,510,297.20 Historical payment
126
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Total 4,721,260.16 --
(XXVII) Deferred income
In RMB
Increase during the Decreased during the
Item Opening balance Closing balance Causes
year year
Government grants 14,376,120.78 1,443,841.97 12,932,278.81
Total 14,376,120.78 1,443,841.97 12,932,278.81 --
Items involving governance grants:
In RMB
Amount reckoned
Grants increased Assets-related/inc
Liability Opening balance into non-operating Other changes Ending balance
in the Period ome-related
revenue
(1) Subsidy for tea
seeding of New
49,920.00 49,920.00 Assets-related
Tea Garden in
Wangkou
(2) Construction
amount for 50 tons
for clearly 1,000,000.00 125,000.00 875,000.00 Assets-related
processing for
Mingyou tea
(3)Industrialization
project of instant 2,869,920.16 196,445.87 2,673,474.29 Assets-related
tea power
(4) Special fund
project of strategic
20,123.05 20,123.05 Assets-related
emerging industry
development
(5) Base of further
processing for tea 2,200,000.00 275,000.00 1,925,000.00 Assets-related
and nature plants
(6) Enterprise
technology center
is a municipal
R&D center.
2,781,316.66 181,942.05 2,599,374.61 Assets-related
Subsidies for
industrial
technological
advancement
(7) Subsidies for
key technology
research and 509,991.25 314,245.01 195,746.24 Assets-related
industrialization of
instant tea powder
(8) Subsidy of
Guangdong
–Agricultural 1,120.58 1,120.58 Assets-related
public relation
project
(9) Special funds
for Shenzhen
strategic emerging
industrial
development (deep 4,943,729.08 351,209.04 4,592,520.04 Assets-related
processing of
natural plant
project) (Shen Fa
Gai No. 20131601)
Total 14,376,120.78 1,443,841.97 12,932,278.81
127
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
(XXVIII) Share capital
In RMB
Increased (decreased) in this year +,-
Opening Shares Closing
New shares
balance Bonus shares converted from Other Sub-total balance
issued
public reserve
301,080,184. 301,080,184.
Total shares
00 00
(XXIX) Capital reserves
In RMB
Item Opening balance Current increased Current decreased Closing balance
Capital premium (Share
517,246,875.36 517,246,875.36
capital premium)
Other capital reserve 939,554.31 230.92 939,785.23
Total 518,186,429.67 230.92 518,186,660.59
(XXX) Surplus reserves
In RMB
Item Opening balance Current increased Current decreased Closing balance
Statutory surplus
49,483,448.58 187,414.65 49,670,863.23
reserves
Total 49,483,448.58 187,414.65 49,670,863.23
(XXXI) Retained profit
In RMB
Item This period Last period
Retained profit at the end of the previous year
102,128,156.68 93,286,637.50
before adjustment
Total retained profit at the beginning of the
102,128,156.68 93,286,637.50
previous year before adjustment
Add: net profit attributable to shareholder of
-35,256,169.10 13,323,820.43
parent company
Less: Exact Statutory surplus reserves 187,414.65 4,482,301.25
Retained profit at the begin of the year after
66,684,572.93 102,128,156.68
adjustment
(XXXII) Operating income and Operating cost
In RMB
Current Period Last Period
Items
Income Cost Income Cost
Main operating 335,695,334.26 247,443,735.69 368,121,399.84 229,059,281.30
Other operating 2,529,178.05
Total 338,224,512.31 247,443,735.69 368,121,399.84 229,059,281.30
(XXXIII) Operating tax and surcharges
In RMB
Item Current Period Last Period
Business tax 2,733,642.61 5,455,272.70
City maintenance and construction tax 1,017,694.74 951,663.56
Educational extra and others 752,875.65 693,008.57
128
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Land VAT 6,305,817.41 13,985,285.69
Total 10,810,030.41 21,085,230.52
(XXXIV) Sales expenses
In RMB
Item Current Period Last Period
Employee compensation and employee
16,569,036.44 11,192,384.43
costs
Rental and utilities 6,654,415.59 2,611,500.50
Depreciation and amortization expenses 4,811,765.14 1,147,032.77
Goods transport miscellaneous expenses 4,665,505.56 6,693,538.11
Sales discounts, promotion fee and
6,432,317.18 9,442,818.79
advertising expenses
Daily office expenses 4,362,823.91 3,078,920.57
Others 2,554,382.85 503,179.16
Total 46,050,246.67 34,669,374.33
(XXXV) Management expenses
In RMB
Item Current Period Last Period
Employee compensation and employee
35,635,966.25 35,681,859.57
costs
Rental and utilities 2,485,698.12 3,196,736.54
Depreciation and amortization expenses 15,709,602.70 11,701,512.14
Intermediary and disclosure expenses 9,992,514.88 4,187,471.16
Tax and fee 3,038,278.60 3,022,480.59
Daily office expenses 11,678,099.39 13,959,377.41
Others 1,975,175.75 3,914,671.20
Total 80,515,335.69 75,664,108.61
(XXXVI) Financial expenses
In RMB
Category Current Period Last Period
Interest expense 92,388.89 3,179,206.34
Interest income -2,576,848.29 -4,303,434.01
Exchange loss 207,379.12 -103,392.48
Others 325,459.68 194,367.76
Total -1,951,620.60 -1,033,252.39
(XXXVII) Asset impairment loss
In RMB
Item Current Period Last Period
I. Bad debt losses 6,218,066.33 212,499.01
129
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
II. Inventory falling price loss -282,699.69 564,104.61
Total 5,935,366.64 776,603.62
(XXXVIII) Gains /losses from change of fair value
In RMB
Source of gains from change of fair value Current Period Last Period
Financial assets measured by fair value and
with its variation reckoned into current 1,808,657.11 642,447.39
gains/losses
Total 1,808,657.11 642,447.39
(XXXIX)Investment gains
In RMB
Item Current Period Last Period
Long-term equity investment gains recognized
-1,557,732.43 22,686.34
under equity method
Investment income from disposal of
2,853,055.86
long-term equity investment
Earnings from financing products 2,093,233.10
Total 535,500.67 2,875,742.20
(XL) Non-operating income
In RMB
Amount included in the current
Item Current Period Last Period
non-recurring profit and loss
Total income from disposal of non-current
1,000.00
assets
Government grants 4,229,841.97 6,439,620.12 4,229,841.97
payment of Fuao Car Parts Co., Ltd 3,554,722.34 3,554,722.34
(previous Guangdong Shengrun Group
Co., Ltd)
Others 110,363.35 287,626.02 110,363.35
Total 7,894,927.66 6,728,246.14 7,894,927.66
Government subsidy reckoned into current gains/losses:
In RMB
Whether the
impact of
Whether Assets
Issuing subsidies on Amount of Amount of
Item Issuing cause Property type special related/Incom
subject the current this period last period
subsidies e related
profit and
loss
Shenzhen Shenzhen Subsidy for
Economic Economic industries the
and Trade and Trade country
Income
and and Subsidy encourage N N 330,000.00
relatively
Information Information and support
Technology Technology (according to
Commission Commission national
130
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
- special fund policy)
projects for
funding
Subsidy for Income
Shenzhen Shenzhen
industries the relatively
Economic Economic
country
Trade and and Trade
encourage
Information and Subsidy N N 110,000.00
and support
Technology Information
(according to
Commission Technology
national
- loan interest Commission
policy)
Subsidy for Income
industries the relatively
Shenzhen
country
Finance Shenzhen
encourage
Committee - Finance Subsidy N N 789,700.00
and support
enterprises Committee
(according to
loan interest
national
policy)
Subsidy for Income
Longgang industries the relatively
Longgang
District, country
District
Science and encourage
Economic Award N N 300,000.00
Technology - and support
Promotion
Award for (according to
Bureau
supporting national
policy)
Subsidy for Income
Market
industries the relatively
Supervisory
Shenzhen country
Authority -
Market encourage
2013 9th Subsidy N N 4,000.00
Supervisory and support
batch of
Authority (according to
patent fees
national
funded
policy)
Subsidy for Income
industries the relatively
Longgang
country
Finance District
encourage
Bureau - Economic Subsidy N N 500,000.00
and support
special grants Promotion
(according to
Bureau
national
policy)
131
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Subsidy for Income
Finance
industries the relatively
Bureau - key
Shenzhen country
energy
Development encourage
projects Subsidy N N 50,000.00
and Reform and support
energy audit
Commission (according to
subsidy
national
payments
policy)
Subsidy for Income
Shenzhen
industries the relatively
Market
Shenzhen country
Supervision
Market encourage
Administratio Subsidy N N 8,000.00
Supervisory and support
n - Patent
Authority (according to
Application
national
for funding
policy)
Subsidy for Income
Shenzhen
industries the relatively
Market
Shenzhen country
Administratio
Market encourage
n - 2014 Subsidy N N 4,000.00
Supervisory and support
second batch
Authority (according to
of patent fees
national
funded
policy)
New Process Subsidy for Income
Shenzhen
for preparing research and relatively
Economic
herbal tea development,
and Trade
juice technological 1,400,000.0
and Subsidy N N
concentrate upgrading 0
Information
industrializati and
Technology
on project transformatio
Commission
grants n
Subsidy for Income
Shenzhen industries the relatively
Finance Shenzhen country
Committee - State encourage
Subsidy N N 201,700.00
2008 VAT Taxation and support
subsidy Bureau (according to
payments national
policy)
Shenzhen Shenzhen Subsidy for Income
Finance State Award industries the N N 441,700.00 relatively
Committee – Taxation country
132
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
2009 VAT Bureau encourage
subsidy and support
payments (according to
national
policy)
Subsidy for Income
industries the relatively
Guangdong Longgang
country
Province District
encourage
Finance Economic Subsidy N N 200,000.00
and support
Bureau - Promotion
(according to
special grants Bureau
national
policy)
Subsidy for Income
Longgang Shenzhen industries the relatively
District, - Municipal country
Enterprise Science and encourage
Subsidy N N 100,000.00
foster Technology and support
innovation Innovation (according to
grants Council national
policy)
Subsidy for Income
Market industries the relatively
Supervisory Shenzhen country
Authority - Market encourage
Subsidy N N 5,000.00
Patent Supervisory and support
Application Authority (according to
for funding national
policy)
Subsidy for Income
Shenzhen
industries the relatively
Market
Shenzhen country
Supervision
Market encourage
Bureau - Subsidy N N 4,000.00
Supervisory and support
2013 ninth
Authority (according to
batch of
national
patent fees
policy)
Technology Shenzhen Subsidy for Income
Bureau - Municipal industries the relatively
ecological tea Science and country
Award N N 90,000.00
and clean Technology encourage
production Innovation and support
projects Council (according to
133
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
grants national
policy)
Subsidy for Income
WestLake industries the relatively
District Shenzhen country
Green Farm State encourage
Award N N 21,550.00
Bureau - Taxation and support
renewal Bureau (according to
grants national
policy)
Subsidy for Income
2013
research and relatively
provincial
Shenzhen development,
agricultural
Development technological
industrializati Subsidy N N 200,000.00
and Reform upgrading
on project
Commission and
funding -
transformatio
Brand award
n
Subsidy for Income
Shenzhen research and relatively
2012
Economic development,
provincial
Trade and technological
project Subsidy N N 40,000.00
Information upgrading
funding for
Technology and
Tea
Commission transformatio
n
Subsidy for Income
industries the relatively
National Shenzhen country
Spark water encourage
Award N N 200,000.00
Program conservation and support
project funds office (according to
national
policy)
Subsidy for Income
industries the relatively
Shenzhen
Incentive to country
Market &
increase encourage
Supervision Subsidy N N 56,300.00
output and support
Administratio
increase (according to
n
national
policy)
Export Wuyuan Subsidy Due N N 14,629.00 Income
134
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
incentives, County allowance in relatively
development Finance line with
funds, etc. Bureau local
government
and other
local
investment
support
policies
Deferred Income
1,443,841.9 1,369,041.1
income N N relativel
7 2
transfer-in y
Shenzhen Subsidy for Income
Economic Shenzhen industries the relatively
Trade and Economic country
Information Trade and encourage
Subsidy N N 800,000.00
Technology Information and support
Commission Technology (according to
- business Commission national
loan interest policy)
Agricultural Income
development relatively
projects - Subsidy for
solid milk Shenzhen research and
product Economic development,
development Trade and technological 1,400,000.0
Subsidy N N
and Information upgrading 0
industrializati Technology and
on of grants Commission transformatio
(SJMNXZi n
[2014] No.
397)
Subsidy for Income
industries the relatively
Shenzhen country
Water
water encourage
conservation Award N N 20,000.00
conservation and support
unit award
office (according to
national
policy)
Longgang Shenzhen Subsidy for Income
District, Municipal Subsidy industries the N N 100,000.00 relatively
Enterprise Science and country
135
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
foster Technology encourage
innovation Innovation and support
grants Council (according to
national
policy)
Subsidy for Income
Market
industries the relatively
Supervisory
Shenzhen country
Authority,
Market encourage
2015 the Subsidy N N 4,000.00
Supervisory and support
second batch
Authority (according to
of patent fees
national
funded
policy)
Subsidy for Income
Wuyuan
national relatively
County
commitment
Xinjiang Committee
to safeguard
excellence Organization
certain public
funded 866 Department Award N N 100,000.00
utilities or
projects of the
socially
(second year) Communist
necessary
Party of
product
China
supply
Subsidy for Income
Wuyuan
national relatively
County
commitment
Gan po 555 Committee
to safeguard
excellence Organization
certain public
projects Department Award N N 300,000.00
utilities or
funded of the
socially
(second year) Communist
necessary
Party of
product
China
supply
Wuyuan Subsidy Subsidy for Income
County research and relatively
Finance development,
Wuyuan
Bureau key technological
County
scientific and upgrading N N 60,000.00
Finance
technological and
Bureau
achievements transformatio
- transfer n
money
Market Shenzhen Subsidy Subsidy for N N 2,000.00 Income
136
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Supervision Market research and relatively
Bureau - Supervisory development,
Patent funded Authority technological
subsidies (Administrati upgrading
on) and
transformatio
n
4,229,841.9 6,439,620.1
Total -- -- -- -- --
7 2
(XLI) Non-operating expenditure
In RMB
Amount reckoned into current
Item Current Period Last Period
non-recurring gains/losses
non-current assets disposal
37,081.52 92,423.53 37,081.52
losses
Including: fixed assets 37,081.52 92,423.53 37,081.52
disposal losses
Other 48,471.34 48,471.34
Total 85,552.86 92,423.53 85,552.86
(XLII) Income tax expense
1. Statement of income tax expenses
In RMB
Item Current Period Last Period
Current income tax expenses 3,639,662.36 4,205,712.83
Deferred income tax expenses -1,104,160.06 -277,838.15
Total 2,535,502.30 3,927,874.68
2. Adjustment process of accounting profit and income tax expenses
In RMB
Item Current Period
Total profit -40,425,049.61
Income tax expenses calculated by statutory tax rate -10,106,262.40
Impact from different tax rate apply with the subsidiary 587,910.59
Impact from previous income tax adjusted -158,911.70
Cost, expenses and loss which are not deductible 1,783,981.79
Losses deductible of the deferred income tax assets unrecognized
10,423,794.00
before period of use
Other 4,990.02
Income tax expense 2,535,502.30
(XLIII) Annotation of cash flow statement
1. Cash received with other operating activities concerned
In RMB
Item This Period Last Period
Interest income 2,576,848.29 4,303,434.01
137
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Government grants 2,786,000.00 5,070,579.00
Intercourse funds and other 10,475,762.12 10,444,530.84
Total 15,838,610.41 19,818,543.85
2. Cash paid with other operating activities concerned
In RMB
Item This Period Last Period
Expenses 51,218,781.80 47,373,332.15
Intercourse funds and other 18,642,044.27 2,228,702.62
Total 69,860,826.07 49,602,034.77
3. Cash received with other financing activities concerned
In RMB
Item This Period Last Period
Sales of odd lots from increase by
230.92 3,988.15
transferring
Total 230.92 3,988.15
(XLIV) Supplementary information to statement of cash flow
1. Supplementary information to statement of cash flow
In RMB
Item This Period Last Period
1.Net profit adjusted to cash flow of
-- --
operation activities:
Net profit -42,960,551.91 14,126,191.37
Add: Impairment provision for assets 5,935,366.64 776,603.62
Depreciation of fixed assets, consumption of
oil assets and depreciation of productive 23,999,350.40 20,939,892.06
biology assets
Amortization of intangible assets 7,108,702.82 6,869,055.37
Amortization of long-term deferred expenses 5,330,179.56 6,720,746.59
Loss from disposal of fixed assets, intangible
assets and other long-term assets (income is 37,081.52 91,423.53
listed with “-”)
Loss of disposing fixed assets (income is
listed with “-”)
Loss from change of fair value (income is
-1,808,657.11 -642,447.39
listed with “-”)
Financial expenses (income is listed with
299,768.01 3,075,813.86
“-”)
Investment loss (income is listed with “-”) -535,500.67 -2,875,742.20
Decrease of deferred income tax assets
-1,480,656.78 -325,588.83
(increase is listed with “-”)
Increase of deferred income tax liability
376,496.72 -47,750.68
(decrease is listed with “-”)
Decrease of inventory (increase is listed with
-45,497,989.34 -15,432,146.52
“-”)
138
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Decrease of operating receivable
13,424,656.96 12,684,247.30
accounts(increase is listed with “-”)
Increase of operating payable
-10,191,335.91 -20,517,185.63
accounts(decrease is listed with “-”)
Net cash flow arising from operating
-45,963,089.09 25,443,112.45
activities
2.Material investment and financing not
-- --
involved in cash flow:
3.Net change of cash and cash equivalents -- --
Balance of cash at period end 147,513,887.15 266,847,778.44
Less: Balance of cash at year-begin 266,847,778.44 243,452,272.91
Net increasing of cash and cash equivalents -119,333,891.29 23,395,505.53
2. Constitution of cash and cash equivalent
In RMB
Item Closing balance Opening balance
I. Cash 147,513,887.15 266,847,778.44
Including: Cash on hand 184,337.59 100,531.08
Bank deposit available for payment at any
147,329,549.56 266,747,247.36
time
III. Balance of cash and cash equivalent at
147,513,887.15 266,847,778.44
year-end
(XLV) Assets with ownership or use right restricted
In RMB
In RMB In RMB In RMB
Monetary capital 500,000.00 Deposit
Fixed assets 21,721,212.36 Pledge
Total 22,221,212.36 --
(XLVI) Foreign currency monetary items
Foreign currency monetary items
In RMB
Ending foreign currency Ending balance of RMB
Item Exchange rate convert
balance converted
Monetary fund
Including: USD 375,148.02 6.4936 2,436,061.18
HKD 98,801.18 0.8378 82,775.63
Account receivable
Including: USD 345,733.03 6.4936 2,245,052.00
Accounts payable
Including: USD 962,265.00 6.4936 6,248,564.00
VII. Change of consolidation scope
Changes in the scope of consolidation for other reasons
Description of other causes (eg, the new subsidiary, the subsidiary liquidation etc.) and relevant circumstances:
139
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Newly included in the scope of consolidation
Company Reason for change
Jufangyong Trading Newly established
Yunnan Supply Chain Newly established
Shenbao Shengyuan Newly established
IX. Equity in other entity
(I) Equity in subsidiary
1. Constitute of enterprise group
Main operation Share-holding ratio
Subsidiary Registered place Business nature Acquired way
place Directly Indirectly
Shenbao
Shenzhen Shenzhen Manufacturing 100.00% Establishement
Huacheng
Wuyuan
Shangrao Shangrao Manufacturing 100.00% Establishement
Jufangyong
Shenbao Sanjing Huizhou Huizhou Shenzhen Manufacturing 100.00% Establishement
Huizhou Shenbao
Huizhou Huizhou Comprehensive 100.00% Establishement
Technologies
Shenbao Property
Shenzhen Shenzhen 100.00% Establishement
Properties management
Shenbao Commerce &
Industrial Trading Huizhou Shenzhen trade 100.00% Establishement
& Developmen wholesale
Hangzhou
Hangzhou Hangzhou Comprehensive 100.00% Establishement
Jufangyong
Technology
Shenbao
development,
Technology Shenzhen Shenzhen 100.00% Establishement
consulting and
Center
transfer
Shenbao Yuxing Wuyishan Wuyishan Manufacturing 51.75% Establishement
Planting,
Fuhaitang
Hangzhou Hangzhou production and 92.00% Acquisition
Ecological
sales of tea
Commerce &
Chunshi Network Hangzhou Hangzhou trade; wholesale 100.00% Establishement
Shenshenbao Investment
Shenzhen Shenzhen 100.00% Establishement
Investment management
Shenshenbao Tea Commerce &
Shenzhen Shenzhen 65.00% Establishement
Culture trade
Jufangyong
Shenzhen Shenzhen Manufacturing 60.00% Establishement
Trading
Yunnan Supply Pu’er Pu’er Trading, 100.00% Establishement
140
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财务报表附注
Chain wholesale
Shenbao Trading,
Beijing Beijing 51.00% Establishement
Shengyuan wholesale
2. Important non-wholly-owned subsidiary
In RMB
Share-holding ratio of Gains/losses attributable Dividend distribute for Accumulated equity of
Subsidiary
minority to minority in the Period minority in the Period minority at period-end
Shenbao Yuxing 48.25% -3,198,041.35 16,537,030.22
Shenzhen Shenbao Tea
35.00% -3,675,261.76 1,545,453.39
Culture
3. Main finance of the important non-wholly-owned subsidiary
In RMB
Closing balance Opening balance
Subsidia Non-curr Non-curr Non-curr Non-curr
Current Total Current Total Current Total Current Total
ry ent ent ent ent
assets assets liability liability assets assets liability liability
assets liability assets liability
Shenbao 40,725, 19,085, 59,810, 25,537, 0.00 25,537, 42,956, 19,469, 62,425, 21,523, 21,523,
0.00
Yuxing 648.33 286.42 934.75 296.98 296.98 145.94 179.80 325.74 623.00 623.00
Shenzhe
n
8,950,3 6,874,3 15,824, 11,409, 11,409, 7,444,4 37,991. 7,482,4 66,082. 66,082.
Shenbao
52.67 32.58 685.25 104.13 104.13 20.18 44 11.62 62 62
Tea
Culture
In RMB
Current Period Last Period
Cash flow Cash flow
Total Total
Subsidiary Operation from Operation from
Net profit comprehensi Net profit comprehensi
Income operation Income operation
ve income ve income
activity activity
Shenbao 6,407,465.6 -6,628,064. -6,628,064. -5,582,045. 18,123,279. 1,719,606.3 1,719,606.3 -7,861,659.
Yuxing 0 97 97 67 24 9 9 05
Shenzhen
3,247,547.7 -10,500,747 -10,500,747 -3,542,221.
Shenbao Tea -83,671.00 -83,671.00 -594,046.94
9 .88 .88 12
Culture
(II) Equity in joint venture and cooperative enterprise
1. Financial summary for un-important joint venture or cooperative enterprise
In RMB
Closing balance /Current Period Opening balance /Last Period
joint venture： -- --
Total numbers measured by share-holding
-- --
ratio
Cooperative enterprise： -- --
141
深圳市深宝实业股份有限公司
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财务报表附注
Total investment book value 7,034,953.91 1,042,686.34
Total numbers measured by share-holding
-- --
ratio
-- Net profit -1,557,732.43 22,686.34
-- Total comprehensive income -1,557,732.43 22,686.34
2. Excess losses from joint venture or cooperative enterprise
In RMB
Un-confirmed losses not
Cumulative un-confirmed Cumulative un-confirmed
Name recognized in the Period (or net
losses losses at period-end
profit enjoyed in the Period)
Changzhou Shenbao Chacang
6,337,663.92 695,806.50 7,033,470.42
E-commence Co., Ltd
X. Disclosure of risks relating to financial instruments
Our business operation makes the Company exposed to various financial risks: credit risk, liquidity risk and
market risk (mainly refers to exchange risk and interest risk). The general risk management policy of the
Company is to minimize potential negative effects on our financial performance in view of the unforeseeable
financial market.
(I) Credit risk
The credit risk mainly arises from monetary capital, notes receivables, trade receivables and other receivables.
The management has established adequate credit policies and continues to monitor exposure of these credit risks.
Monetary capital held by the Company is mainly deposited with financial institutions such as commercial banks.
Management believes that these banks are relatively highly rated and possess sound assets and there is low credit
risk. The Company adopts amount-limitation policy to prevent credit risk from any financial institution.
For trade receivables, other receivables and note receivables, the Company establishes relevant policies to control
exposure of credit risk. The Company appraises customers’ credit quality based on their financial position,
possibility to obtain guarantee from third parties, credit history and other factors such as prevailing market
conditions, and set corresponding credit terms. Customers’ credit history would be regularly monitored by the
Company. For those customers who have bad credit history, the Company will call collection in written form,
shorten credit term or cancel credit term to ensure its overall credit risk is under control.
Up to 31st December 2015, the top five client’s account receivable takes 25.89% in total account receivable of the
Company (2014: 42.67%)
The maximum credit risk exposure equals to the carrying value of each financial asset in balance sheet (including
derivative financial instrument). The Company has not provided any guarantee which would otherwise make the
Company exposed to credit risk.
(II) Liquidity risk
Liquidity risk represents the possibility that the Company is not able to acquire sufficient fund to satisfy business
requirement, settle debt when it is due and perform other obligation of payment.
The finance department continues to monitor capital requirement for short and long term, to ensure adequate cash
reserve. In addition, it continues to monitor whether borrowing agreement is complied with, and seeks for
commitment from major financial institutions for provision of sufficient back-up fund, so as to satisfy capital
requirement in a short and long term.
(III) Market risk
1. Exchange risk
The major operation of the Company is located in the PRC, and its major operation is settled in Renminbi.
However, there is also exchange risk in respect of the recognized foreign currency assets and liabilities and future
foreign currency transactions which are mainly denominated in US dollar. Our finance department is responsible
for monitoring scale of foreign currency assets and liabilities and foreign currency transactions, to minimize its
142
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
exposure to exchange risks. In 2014 and 2013, the Company did not sign any forward exchange contract or
monetary exchange contract.
2. Interest risk
Our interest risk mainly arises from bank borrowings. Financial liabilities at floating rate expose the Company to
cash flow interest risk, and financial liabilities at fixed rate expose the Company to fair value interest risk. The
Company determines the respective proportion of contracts at fixed rate and floating rate based on prevailing
market conditions.
Finance department continues to monitor the Company’s interest rate level. Appreciation of interest rate will
increase cost of our new interest-bearing debts and interest expenditure attributable to floating interest-bearing
debts which the Company has not cleared yet, and brings in negative effect on our financial results. The
management would make prompt adjustment according to the latest market conditions.
3. Price risk
The Company purchases and sells products at market prices, therefore it is affected by fluctuation of these prices.
XI. Disclosure of fair value
(I) Ending fair value of the assets and liabilities measured by fair value
In RMB
Ending fair value
Items
First-order Second-order Third-order Total
I. Sustaining measured by
-- -- -- --
fair value
(1) Equity instrument
3,586,352.90 3,586,352.90
investment
II. Non-persistent measure -- -- -- --
(II) Recognized basis for the market price sustaining and non-persistent measured by fair value on
first-order
Public tradable price
XII. Related party and related transactions
(I) Parent company
Ratio of shareholding Ratio of voting right
Parent company Registration place Business nature Registered capital
on the Company on the Company
Development,
established, operated
Shenzhen and management the
Agricultural Shenzhen agricultural 1,696,964,100 19.09% 19.09%
Products Co., Ltd. wholesale market,
operates marketing
leasing business etc.
Ultimate controller is Shenzhen SAC.
(II) Subsidiary
Subsidiary of the Company found more in Note IX-(I) equity in subsidiary
(III) Cooperative enterprise and joint venture
Joint Venture of the Company found more in Note IX-(II) equity in joint Venture
(IV) Other related party
Other related party Relationship with the Enterprise
Shenzhen Investment Management Company Former first largest shareholder of the Company
Shenzhen Investment Holding Co., Ltd. Second largest shareholder of the Company
143
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财务报表附注
Fujian Wuyishan Yuxing Tea Co., Ltd. Minority shareholder of the Holding subsidiary
Shenzhen Gongfu Baiwei Investment Limited Minority shareholder of the Holding subsidiary
Shenzhen Longdimei Investment Management Co., Ltd. Minority shareholder of the Holding subsidiary
Beijing Yuding Shengyuan Trading Company Minority shareholder of the Holding subsidiary
(V) Related transaction
1. Goods purchased and labor service received
Goods purchasing, labor service providing and receiving
In RMB
Approved transaction Whether more than
Related party Content Current Period Amount of last period
limit the transaction limit
Wuyishan City,
Fujian Province
Purchase of tea N 4,473,504.27
Yuxing Tea Co.,
Ltd.
Beijing Yuding
Purchase of tea
Shengyuan Trading 3,912,056.82 N
prodcts
Company
Goods sold/labor service providing
In RMB
Related party Content Current Period Last Period
Shenzhen Agricultural Products
Sales of tea 276,893.16 195,126.50
Co., Ltd.
Shenzhen Shichumingmen
Restaurant Management Co., Activity service 347,876.17
Ltd.
Yunnan Pu'er Tea Trading
Sales of tea 27,664.96
Center Co., Ltd.
Shenzhen Longdimei
Investment Management Co., Sales of tea proucts 14,425.64
Ltd.
2. Related lease
As a lessor for the Company:
In RMB
Lease income in recognized in Lease income in recognized last
Lessor Assets type
the Period the Period
Fujian Wuyishan Yuxing Tea
Production plant 500,000.00 406,666.67
Co., Ltd.
As a lessee for the Company:
Fujian Wuyishan Yuxing Tea Co., Ltd. rent-out the production plant, located in Huanglongzhou, Huangbo Village,
Wuyi street,Wuyishan City, Fujian Province, with rental of RMB 500000, the pricing of the related transaction
based on the market price.
(VI) Balance of intercourse funds between related parties
1. Account receivable
In RMB
Item Related party Closing balance Opening balance
144
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Book balance Bad debt provision Book balance Bad debt provision
Shenzhen
Account receivable Agricultural 14,550.00 50,258.00
Products Co., Ltd.
Shenzhen
Shichumingmen
Account receivable Restaurant 143,325.00
Management Co.,
Ltd.
Changzhou Shenbao
Other account Chacang
19,103,954.35 8,197,820.07 18,598,494.94 2,497,820.07
receivable E-commence Co.,
Ltd
Yunnan Pu’er Tea
Other account
Trading Center Co., 40.00 508,525.68
receivable
Ltd.
Other account Wuyi Yuxing Tea
500,000.00
receivable Industry Co., Ltd
Shenzhen Shenbao
Other account Manan
1,304,148.50
receivable Biotechnology Co.,
Ltd
2. Account payable
In RMB
Item Related party Closing balance Opening balance
Shenzhen Investment
Dividend payable 2,690,970.14 2,690,970.14
Management Company
Beijing Yuding Shengyuan
Accounts payable 931,064.26
Trading Co., Ltd
Other account payable Shenzhen Investment
3,510,297.20 3,510,297.20
Management Company
Other account payable Wuyi Yuxing Tea Industry Co.,
3,500,000.00
Ltd
Other account payable Wuyi Yuxing Tea Industry Co.,
500,000.00
Ltd
Other account payable Beijing Yuding Shengyuan
245,598.44
Trading Co., Ltd
145
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
(VII) Related party commitments
1. Based on 31 Dec 2015 entered into a share transfer agreement, the subsidiary of the Company Shenzhen
Huacheng its 51% stake in Shenbao Shengyuan transfer to Beijing Yuding ShengyuanTrading Company in 3.825
million yuan. Agreement: Beijing Yuding Shengyuan Trading Company shall sign the agreement on the date of
30 working days to pay 40% of the equity transfer, namely 1.53 million yuan, the agreement signed within 60
working days from the date of payment of 30% of the equity namely 1.1475 million yuan, in agreement pay
within 90 days from the date of payment of the remaining 30% equity, that is 1.1475 million yuan, all the equity
transfer shall be paid off within 90 working days from the date of signing this agreement. As of the report date of
issue, all the money has been recovered. Not industrial and commercial registration.
2. According to the joint venture contract signed on August 28, 2012, signed Wuyishan Yuxing Tea Limited
(referred to as "Yuxing Tea Company") is committed to the joint venture company Yuxing Shenbao 2013 annual
sales of RMB 13,670,000 and net profit of not less than 1,36700 yuan; 2014 annual sales reached RMB 17090000
and net profit of not less than 170900 yuan; 2015 annual sales reached RMB 21360000, net profit of not less than
RMB 213600 yuan. Whether caused by any reason, if the company's net profit Shenbao not reach Yuxing Yuxing
tea company promises number Yuxing tea company more cash to make up the difference between the net
commitments. 2015 failed to achieve the above commitments, as of this date has not yet received the report issued
by the supplement section.
XIII. Commitment or contingency
The Company has no commitment or contingency that needs to disclose up to 31st December 2015.
XIV. Event after balance sheet date
1. Based on 31 Dec 2015 entered into a share transfer agreement, the subsidiary of the Company Shenzhen
Huacheng its 51% stake in Shenbao Shengyuan transfer to Beijing Yuding ShengyuanTrading Company in 3.825
million yuan. Agreement: Beijing Yuding Shengyuan Trading Company shall sign the agreement on the date of
30 working days to pay 40% of the equity transfer, namely 1.53 million yuan, the agreement signed within 60
working days from the date of payment of 30% of the equity namely 1.1475 million yuan, in agreement pay
within 90 days from the date of payment of the remaining 30% equity, that is 1.1475 million yuan, all the equity
transfer shall be paid off within 90 working days from the date of signing this agreement. As of the report date of
issue, all the money has been recovered. Not industrial and commercial registration.
2. The profit distribution plan that deliberated and approved on 22 Apr 2016 by the Board is: based on total stock
issue of 301,080,184 up to 31 Dec 2015, carried out 5 shares from capital reserves for every 10-share hold by all
shareholders with total 150,540,092 shares. After transfer, total capital share reaches 451,620,276. 0 cash dividend
and 0 bonus share issued. The distribution plan can only be carried out after approval of general meeting of
shareholders.
XV. Other important events
According to the construction cooperation agreement entered into between the Company and Shenzhen Jitai
Industrial Development Co., Ltd. (“Jitai Industrial Corporation”), the parcel of land owned by the Company at
Wenjin North Road, Luohu District, Shenzhen (No.: H307-0018) was developed by Jitai Industrial Corporation as
office building for its own use. The Company is not obliged to make any further investment nor to assume any
cost in respect of this construction project. And Jitai Industrial Corporation is responsible for inject and assume all
the capital needed for project construction. Based on the land appraisal value as stated in the document No.
H307-0018, the Company determines RMB42,000,000 as the basis for property allocation of this construction
project. Property allocation proportion attributable to the Company: based on the land appraisal value as stated in
the document No. H307-0018, the proportion of RMB42,000,000 to the total cost of this construction project
(namely RMB42,000,000 + all audited capital injected by Jitai Industrial Corporation for the construction project);
if the proportion is less than 20%, then the lowest property allocation proportion attributable the Company is 20%.
In December 2012, parties to this cooperation agreed to cancel the purpose of “office building for own use”, and
in stead change to commercial property named “Jadite Apartment”. Commercial properties of this project
commenced move-in since 26 October 2014. Joint arrangement principles are appropriate for “Jadite
Apartment ”project. As of 31 December 2015, sales revenue attributable to the Company is RMB153,720,478.00.
XVI.Annotation to main items in financial statements of parent company
(I) Account receivables
1. Disclosed by type
In RMB
146
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Closing balance Opening balance
Type Book balance Bad debt provision Book Book balance Bad debt provision
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Account receivable
66,943
withdrawal bad debt 32,750, 32,750,5 66,943,46
provision by group of 99.91% 386.50 0.00% ,637.4 99.96% 170.00 0.00%
credit risk 969.68 83.18 7.46
6
characteristics
Account receivable
with single minor
amount but 28,453. 28,453. 28,453 28,453.0
0.09% 100.00% 0.04% 100.00%
withdrawal bad debt 08 08 .08 8
provision for single
item
66,972
32,779, 28,839. 32,750,5 28,623.0 66,943,46
Total 100.00% 0.09% ,090.5 100.00% 0.04%
422.76 58 83.18 8 7.46
4
Account receivable with single significant amount and withdrawal bad debt provision separately at period end :
□ Applicable √ Not applicable
Account receivable provided for bad debt reserve under aging analysis method in the groups:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt provision Accrual ratio (%)
Subitem within 1 year
Within 1 year 32,746,639.68
1-2 yeas 930.00 46.50 5.00%
2-3 years 3,400.00 340.00 10.00%
Total 32,750,969.68 386.50
Explanations on combination determine:
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
□ Applicable √ Not applicable
2. Bad debt provision accrual, collected or reversed
Bad debt provision accrual of RMB 216.50; bad debt provision collected or reversed of RMB 0
3. Top five receivables at Period-end
Proportion in total
Name Closing balance receivables at closing Bad debt provision accrual
balance (%)
Customer 1 7,028,255.00 21.44 ---
Customer 2 4,866,940.00 14.85 ---
Customer 3 4,617,600.00 14.09 ---
Customer 4 3,268,280.00 9.97 ---
Customer 5 2,846,417.30 8.68 ---
Total 22,627,492.30 69.03 ---
(II) Other receivables
147
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
1. Disclosed by type
In RMB
Closing balance Opening balance
Types Book balance Bad debt provision Book Book balance Bad debt provision
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other account
receivable with
single major amount 18,473, 8,134,8 10,339,1
7.81% 44.03%
and withdrawal bad 954.35 20.06 34.29
debt provision for
single item
Other account
receivable 229,26
withdrawal bad debt 212,514 46,072. 212,468, 2,523,70 226,739,0
89.87% 0.02% 2,757. 97.67% 1.10%
provision by group of ,350.70 65 278.05 1.90 55.48
credit risk 38
characteristics
Other account
receivable with
single minor amount 5,472,3 5,472,3 5,472, 5,472,39
2.31% 40.08% 2.33% 100.00%
but withdrawal bad 98.91 98.91 398.91 8.91
debt provision for
single item
234,73
236,460 13,653, 222,807, 7,996,10 226,739,0
Total 100.00% 5.77% 5,156. 100.00% 3.41%
,703.96 291.62 412.34 0.81 55.48
29
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
√Applicable □Not applicable
In RMB
Closing balance
Other receivables (unit)
Other receivables Provision for bad debt Accrue ratio Accrue reason
Changzhou Shenbao estimated due received
Chacang E-commence 18,473,954.35 8,134,820.06 44.03% maybe lower than book
Trading Co., Ltd balance
Total 18,473,954.35 8,134,820.06 -- --
Other receivable with bad debt provision withdrawal by age analysis in group：
√Applicable □Not applicable
In RMB
Closing balance
Age
Other receivable Bad debt provision Accrual ratio (%)
Subitem within 1 year
Within 1 year 212,008,834.60 0.00%
1－2 yeas 297,547.69 14,877.39 5.00%
2－3years 198,684.54 19,868.45 10.00%
Over 3 years 207,968.41 31,195.26 15.00%
3-4 years 207,968.41 31,195.26 15.00%
Total 212,514,350.70 46,072.65
Explanations on combination determine:
148
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account
receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable
□ Applicable √ Not applicable
2. Bad debt provision accrual, collected or reversed
Accrual bad debt provision 5,692,755.40 Yuan; collected or reversed 0 Yuan.
3. Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Deposit 280,986.43 254,939.20
Intercourse accounts and other 236,179,717.53 234,480,217.09
Total 236,460,703.96 234,735,156.29
4. Top five clients of other receivable at period-end
In RMB
Ratio in total ending
Ending balance of
Company Nature Ending balance Book age balance of other
bad bet provision
receivables
Huizhou Shenbao
Intercourse funds 153,261,499.46 Within 1 year 64.81%
Technologies
Shenbao Sanjing Intercourse funds 57,800,000.00 Within 1 year 24.44%
Changzhou Shenbao
Chacang E-commence Intercourse funds 18,473,954.35 * 7.81% 8,170,384.65
Co., Ltd
henbao Industrial
Trading & Intercourse funds 230,589.19 Within 1 year 0.10%
Developmen
Shenbao Yuxing Intercourse funds 108,732.74 Within 1 year 0.05%
Total -- 229,874,775.74 -- 97.21% 8,170,384.65
(III) Long-term equity investment
In RMB
Closing balance Opening balance
Items
Book balance Impairment Book value Book balance Impairment Book value
Investment for
889,110,475.04 889,110,475.04 879,110,475.04 879,110,475.04
subsidiary
Investment for
associates and 6,629,605.34 2,927,628.53 3,701,976.81 2,927,628.53 2,927,628.53
joint venture
Total 895,740,080.38 2,927,628.53 892,812,451.85 882,038,103.57 2,927,628.53 879,110,475.04
1. Investment for subsidiary
In RMB
Impairment Closing balance
Current
Investee unit Opening balance Current increased Closing balance reserve accrual in of impairment
decreased
the Period reserve
149
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Shenbao
2,550,000.00 2,550,000.00
Properties
Shenbao Industrial
Trading & 5,500,000.00 5,500,000.00
Developmen
Shenbao Sanjing 80,520,842.36 80,520,842.36
Shenbao
168,551,781.80 168,551,781.80
Huacheng
Huizhou Shenbao
60,000,000.00 60,000,000.00
Technologies
Wuyuan
280,404,134.35 280,404,134.35
Jufangyong
Hangzhou
176,906,952.42 176,906,952.42
Jufangyong
Shenbao
54,676,764.11 54,676,764.11
Technology Center
Shenzhen Shenbao
50,000,000.00 50,000,000.00
Investment
Yunnan Supply
10,000,000.00 10,000,000.00
Chain
Total 879,110,475.04 10,000,000.00 889,110,475.04
2. Investment for associates and joint venture
In RMB
Increase & decrease in this period
Ending
Other Cash
Investme balance
Additiona comprehe dividend
Opening nt gains Other Ending of
Company l Capital nsive or profit Impairme
balance recognize equity Other balance impairme
investmen reduction income announce nt accrual
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
II. Associated enterprise
Yunnan
Pu’er
5,000,00 -1,298,0 3,701,97
Trading
0.00 23.19 6.81
Center
Limited
Shenzhen
Shenbao
(Liaoyuan 57,628.5 57,628.5 57,628.5
) 3 3 3
Industrial
Company
150
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Shenzhen
Shenbao
2,870,00 2,870,00 2,870,00
(Xinmin)
0.00 0.00 0.00
Food Co.,
Ltd
Changzho
u
Shenbao
Chacang
E-comme
nce Co.,
Ltd
2,927,62 5,000,00 -1,298,0 6,629,60 2,927,62
Subtotal
8.53 0.00 23.19 5.34 8.53
2,927,62 5,000,00 -1,298,0 6,629,60 2,927,62
Total
8.53 0.00 23.19 5.34 8.53
(IV) Operating income and operating cost
In RMB
Current Period Last Period
Items
Income Cost Income Cost
main business income 158,265,129.46 114,794,632.02 184,763,882.45 90,592,440.59
Other business income 4,560,000.00 2,400,000.00 0.00
合计 162,825,129.46 114,794,632.02 187,163,882.45 90,592,440.59
(V) Investment earnings
In RMB
Item Current Period Last Period
Investment income of long-term equity
-1,298,023.19
based on equity
Investment income from disposal of
4,452,349.39
long-term equity
Earnings from financing products 2,087,479.70
Total 789,456.51 4,452,349.39
XVII. Supplementary information
(I) Current non-recurring gains/losses
√ Applicable □ Not applicable
In RMB
Item Amount Statement
Gains/losses from the disposal of
-37,081.52
non-current asset
Governmental subsidy calculated into
current gains and losses(while closely related 4,229,841.97
with the normal business of the Company,
151
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
excluding the fixed-amount or
fixed-proportion governmental subsidy
according to the unified national standard)
Profit and loss of assets delegation on others’
2,093,233.10
investment or management
Gains and losses from change of fair values
of held-for-transaction financial assets and
financial liabilities except for the effective
hedge business related to normal business of
1,808,657.11
the Company, and investment income from
disposal of transactional financial assets and
liabilities and financial assets available for
sale
Other non-operating income and expenditure
3,616,614.35
except for the aforementioned items
Less: Impact on income tax 2,179,393.09
Affect on minority equity(after taxation) 2,612.48
Total 9,529,259.44 --
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
2. REO and earnings per share
Earnings per share
Profits during report period Weighted average ROE
Basic EPS (RMB/Share) Basic EPS (RMB/Share)
Net profits belong to common stock
-3.70% -0.1171 -0.1171
stockholders of the Company
Net profits belong to common stock
stockholders of the Company after
-4.70% -0.1487 -0.1487
deducting nonrecurring gains and
losses
3. Difference of accounting data under CAS and IAS
Difference of net profit and net assets disclosed in financial report based on IAS and CAS
√ Applicable □ Not applicable
In RMB
Net profit Net assets
Current Period Last Period Closing balance Opening balance
By Chinese Accounting
-35,256,169.10 13,323,820.43 935,622,280.75 970,878,218.93
Standards
Items and amount adjusted by IAS：
Other adjustment on
0.00 0.00 1,067,000.00 1,067,000.00
regulated funds payable in
152
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
share market
By International
-35,256,169.10 13,323,820.43 936,689,280.75 971,945,218.93
Accounting Standards
153
深圳市深宝实业股份有限公司
2015 年度
财务报表附注
Section X. Documents available for Reference
The office of board in the company had the complete reference file for CSRC, Shenzhen Stock
Exchange and shareholders of the company to query, including:
1. Text of financial statement with signature and seals of legal person, person in charge of
accounting works and person in charge of accounting institution;
2. Original audit report with seal of accounting firms and signature and seals of CPA;
3. Original and official copies of all documents which have been disclosed on Securities Times,
China Securities Journal, and Hong Kong Commercial Daily in the report period;
4. Original copies of 2015 Annual Report with signature of the Chairman.
Shenzhen Shenbao Industrial Co., Ltd.
Chairman of Board: Zheng Yuxi
22 April 2016
154
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