南江B:2015年年度报告摘要(英文版)

来源:深交所 2016-04-28 00:00:00
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承德南江股份有限公司 2015 年年度报告摘要

Stock Code: 200160 Short Form of the Stock: Nanjiang B Public Notice No.: 2016-030

Chengde Nanjiang Co., Ltd.

Summary of Annual Report 2015

I. Important Notice

The summary is abstract from full-text of annual report, for more details of operating results, financial condition and future

development plan of the Company; investors should found in the full-text of annual report that published on media appointed by

CSRC.

Objection statement of directors, supervisors and senior executives

Name Position Content and reason

Statement

Other directors attending the Meeting for annual report deliberation except for the followed

Name of director absent Title for absent director Reasons for absent Attorney

Prompt of non-standard audit opinion

□ Applicable √ Not applicable

Profit distribution pre-plan of common stock or capitalizing of common reserves pre-plan deliberated by the Board in the reporting

period

□ Applicable √ Not applicable

The Company has no plan of cash dividends carried out, bonus issued and capitalizing of common reserves either.

Profit distribution pre-plan of preferred stock deliberated and approved by the Board in the reporting period

□ Applicable √ Not applicable

Company Profile

Short form of the stock Nanjiang-B Stock code 200160

Stock exchange for listing Shenzhen Stock Exchange

Person/Way to contact Secretary of the Board Rep. of security affairs

Name Li Wenying Wang Haijian

XiaBanCheng Town, Chengde County, XiaBanCheng Town, Chengde County, Hebei

Office add.

Hebei Province Province

Fax. 0314-3111475 0314-3111475

Tel. 0314-3115049 0314-3115048

E-mail liwy@cdnanjiang.com wanghj@cdnanjiang.com

II. Main business or product introduction in the reporting period

During the reporting period, the company's main business is the real estate development, primarily engaged in the

development of residential real estate and commercial real estate, the business scope mainly locates in Chengde.

The main products of residential real estate development business are all types of housing products, including

small high-rise buildings, garden houses and superimposed buildings; commercial real estate development are

mainly in the development of shops. The company business model is independent development, and provides

residential property management at the same time.

In 2015, Chinese real estate market has been focusing on promoting consumption and reducing inventory, in the

face of changes in external environment, the company has combined with the actual situation, positively complied

with the market trends, taken the market as orientation, mainly focused on improving houses, insisted to creating

district high-quality and high-level residences, obtain good local market and reputation, and achieved good sales

performance at the same time.

1

承德南江股份有限公司 2015 年年度报告摘要

III. Main accounting data and financial indexes

1. Main accounting data and financial indexes for recently three years

Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting

error correction or not

□Yes √ No

In RMB

2015 2014 Changes over last year 2013

Operating income 141,221,936.00 322,502,631.63 -56.21% 363,952,258.89

Net profit attributable to

58,872,707.12 80,280,395.81 -26.67% 94,806,811.16

shareholders of the listed company

Net profit attributable to

shareholders of the listed company

-31,171,146.45 3,121,357.84 -1,098.64% -5,614,485.87

after deducting non-recurring gains

and losses

Net cash flow arising from

19,812,057.85 -134,329,924.08 114.75% -204,553,032.66

operating activities

Basic earnings per share

0.08 0.11 -27.27% 0.13

(RMB/Share)

Diluted earnings per share

0.08 0.11 -27.27% 0.13

(RMB/Share)

Weighted average ROE 18.43% 32.13% -13.70% 58.42%

Changes over end of

End of 2015 End of 2014 End of 2013

last year

Total assets 854,793,263.22 642,501,296.47 33.04% 380,763,274.72

Net assets attributable to

352,256,123.56 289,982,016.44 21.48% 209,701,482.77

shareholder of listed company

2. Quarterly main financial index

In RMB

First quarter Second quarter Third quarter Fourth quarter

Operating income 26,398,533.74 25,978,138.42 51,910,279.59 36,934,984.25

Net profit attributable to

shareholders of the listed -6,204,376.06 81,606,964.44 -13,616,154.87 -2,913,726.39

company

Net profit attributable to

shareholders of the listed

-6,248,039.03 -19,208,310.28 -12,847,019.78 7,132,222.64

company after deducting

non-recurring gains and losses

Net cash flow arising from

-13,134,238.84 45,490,269.47 -15,874,308.52 3,330,335.74

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

The above-mentioned financial index or its total number and the financial indicators related to the quarterly reports and semi-annual

reports disclosed by the company have differences, some sold products of Nanjiang Huijing Tiandi Community project developed

and constructed by the Company has not been handled with property right registration procedures, resulting in the recognition criteria

not completely meeting the revenue, the company has adjusted the data of this part after the confirmation of accountants, resulting in

the differences between the above-mentioned financial index and the financial indicators related to the disclosed quarterly reports and

semi-annual reports.

2

承德南江股份有限公司 2015 年年度报告摘要

IV. Shares and shareholders

1. Particulars about common stock shareholders, preference shareholders with voting rights recovered and

top ten shareholders

In Share

Total

preferenc

Total e Total preference

common sharehold shareholders with

Total common stock

stock ers with voting rights

shareholders at end of

shareholder 19,555 19,555 voting 0 recovered at end of 0

last month before

s in rights last month before

annual report disclosed

reporting recovered annual report

period-end at end of disclosed

reporting

period

Top ten shareholders

Amount of shares Number of share

Full name of Nature of Proportion of Amount of non-tradable pledged/frozen

Shareholders shareholder shares held held shares held

State of share Amount

Domestic

Wang Dong 29.49% 208,324,800 208,324,800 Frozen 208,324,800

natural person

China Everbright

Overseas legal

Securities (HK) 13.28% 93,833,093 0

person

Limited

GUOTAI JUNAN

Overseas legal

SECURITIES(HON 6.87% 48,524,062 0

person

GKONG) LIMITED

Chengde North Domestic

Industrial non-state-owned 2.62% 18,517,651 18,517,651

Corporation legal person

Domestic

Wang Zhengsong 1.89% 13,327,891 13,327,891

natural person

Domestic

Wang Wensheng 1.03% 7,258,007 0

natural person

Domestic

Zhou Haihong 0.95% 6,708,495 0

natural person

Domestic

Li Tianyun 0.73% 5,158,000 0

natural person

Shanghai H.K. Overseas legal

0.71% 4,995,920 0

Wangguo Securities person

Domestic

Chen Yan 0.57% 4,023,256 0

natural person

The Company is unknown whether there exists associated relationship or belongs to

Explanation on associated relationship

consistent actor regulated by “management method for acquisition of listed company”

among the aforesaid shareholders

among the above said shareholders.

Explanation on involving margin

N/A

business (if applicable)

2. Total preferred stock shareholders of the Company and shares held by top ten shareholders with

preferred stock held

□ Applicable √ Not applicable

The Company had no shareholders with preferred stock held in the reporting.

3. Property right and controlling relationships between the actual controllers of the Company and the

Company is as follows:

3

承德南江股份有限公司 2015 年年度报告摘要

Wang Dong

29.49%

CHENGDE NANJIANG CO., LTD.

V. Discussion and analysis by the Management Team

1. Introduction of operation in the reporting period

In 2015, the overall global economic recovery has been weak, in the face of complicated international situation

and increasing economic downward pressure, Chinese real estate market has been focusing on promoting

consumption and reducing inventory, unveiled several rounds of policies to reduce the reserve requirement ratio

and interest rate, decreased the down payment, reduced or exempted the taxes and dues, promoted the market

demands, at the same time, controlled the scale and adjusted the structure of land supply, increased the

monetization resettlement of affordable housing, improved the market environment, and promoted the rebound of

real estate industry to a certain extent. In view of the whole year, the real estate market has accelerated the

differentiation trend, first-tier cities and some second-tier cities are appeared a trend of supply exceeding demand,

and the housing prices have continued to rise. The housing market in some three & four-tier cities has showed a

situation of supply exceeding demand in varying degrees, the inventory has been high, and the downward pressure

on housing prices has been rather large.

During the reporting period, the company has continued to take real estate development and operation as the core,

and steadily developed property management, ecological agriculture, trade and other services at the same time. In

the face of economic downward pressure and adverse marketing environment, the company has adopted a series

of measures to stabilize and improve performance, and actively responded to market changes. The company has

precisely positioned the market, created high-end residence Nanjiang﹒Huijing Tiandi project which has been

completed acceptance, achieved good sales performance, and become a local demonstration housing estate.

During the reporting period, strategic transformation has become the focus of the company. The company has

continued to implement the transformation strategy, adhere to seek progress and changes in stability, ensure the

stable development of real estate business segment, plan to solve the problems left over by history of the

company's B shares, and actively promote the company's strategic transformation.

Up to December 31, 2015, the company's total assets has reached 854,793,300 yuan, net assets attributable to

shareholders of listed company is 352,256,100 yuan; in 2015, the company has achieved operating income of

141,221,900 yuan, net profit attributable to shareholders of listed company is 58,872,700 yuan.

2. Whether the main business had major change in the reporting period

□ Yes √ No

3. About the industries, products, or regions accounting for over 10% of the company’s operating income or

operating profit

√Applicable □Not applicable

In RMB

Increase/decrease Increase/decrease Increase/decrease

Operating

Name Operating profit Gross profit ratio of operating of operating of gross profit

revenue

revenue y-o-y profit y-o-y ratio y-o-y

(1) Chemical

97,624,160.58 124,091.43 0.13% -68.75% 103.89% 1.15%

materials

(2) Estate sales 36,501,825.04 9,285,527.08 25.44% 999.60% 469.85% -23.65%

4. Whether the characteristics of management seasonal or cyclical need special attention

□ Yes √ No

5. In the reporting period, note of major changes in operating income, operating cost, total net profit

attributable to common stock shareholders of listed company or composing the previous reporting period

√Applicable □Not applicable

Serial Item Amount at Period Amount at last Change of increase or decrease Main change reason

4

承德南江股份有限公司 2015 年年度报告摘要

period Amount of change Ratio of

change

1 Operation income 141,221,936.00 322,502,631.63 -181,280,695.63 -56.21% Sale income of subsidiary

Runhua Nongshui reduced

in the period.

2 Operation cost 132,726,960.01 325,795,009.31 -193,068,049.30 -59.26% Sale cost of subsidiary

Runhua Nongshui reduced

in the period.

3 Net profit attributable to 58,872,707.12 80,280,395.81 -21,407,688.69 -26.67% Transfer land revenue

common shareholders reduced and expense

of the listing increased in the Period.

Corporation

6. Particular about suspended and delisting

□ Applicable √ Not applicable

VI. Relevant items involving financial report

1. Particulars about the changes in aspect of accounting policy, estimates and calculation method compared

with the financial report of last year

□ Applicable √ Not applicable

No particulars about the changes in aspect of accounting policy, estimates or calculation method in Period.

2. Major accounting errors within reporting period that needs retrospective restatement

□ Applicable √ Not applicable

No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.

3. Compare with last year’s financial report; explain changes in consolidation statement’s scope

√Applicable □Not applicable

1. On September 25, 2015, the third meeting of the company’s sixth board of directors considered and approved the company and

EMAST to jointly invest 100 million yuan to establish Hangzhou Dongfeng Stealth Technology Co., Ltd., of which the company

invested 90 million yuan, accounting for 90% of the total amount of contribution, after the establishment, Hangzhou Dongfeng

Stealth would become a subsidiary of the company and be included into the company's consolidated financial statements.

2. On October 27, 2015, the fourth meeting of the company’s sixth board of directors considered and approved the “Proposal on

dissolution and liquidation of a wholly owned subsidiary Chengde Xingye Papermaking Co., Ltd.” for its dissolution and liquidation

according to the law because it had discontinued operation for many years. Up to the ends of the reporting period, the company has

completed the liquidation of Xingye Papermaking which would no longer be included in the company’s consolidated statements.

Name Equity disposal Equity disposal time Net asset disposal date Net profit for the period-begin to

method net assets (Yuan) the disposal date (Yuan)

Chengde Xingye Papermaking Cancellation December 2015 -15,918,001.58 0

Co., Ltd.

4. Explanation on “Qualified Opinion” from the Certified Public Accountants in the report period by the

Board of Directors and Supervisory Committee

□ Applicable √ Not applicable

5

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