意见反馈 手机随时随地看行情

公司公告

晨 鸣B:2015年第一季度报告正文(英文版)2015-04-28  

						                                        Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited


Stock code:000488 200488   Stock abbreviation:Chenming Paper   Chenming B            Announcement No.:2015-018




SHANDONG CHENMING PAPER HOLDINGS LIMITED
                            2015 First Quarter Report




                                              —1—
                                 Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited



I   Important Notice

    The board of directors (the “Board”), the supervisory committee (the
    “Supervisory Committee”), the directors (the “Directors”), supervisors (the
    “Supervisors”) and senior management (the “Senior Management”) of the
    Company hereby warrant that the contents of this quarter report are true,
    accurate and complete, and there are no false representations, misleading
    statements or material omissions, and jointly and severally responsible for the
    liabilities of the Company.

    All Directors were present at the Board meeting to consider and approve this
    quarterly report.

    Chen Hongguo, head of the Company, Dong Lianming, head in charge of
    accounting and Liu Jun, head of the accounting department (Accounting
    Officer), declare that they warrant the truthfulness, accuracy and completeness
    of the financial statements in this quarter report.




                                       —2—
                                     Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




II   Major financial data and change of shareholders

I.   Major accounting data and financial indicators

     Retrospective adjustment to or restatement of the accounting data for prior years
     by the Company due to change of accounting policies and correction of
     accounting errors

     □ Yes         √No

                                                                                          Increase/decrease
                                                                                          compared to the
                                                                                             corresponding
                                This reporting              Corresponding                     period of the
                                         period       period of prior year                      prior year
Revenue (RMB)                 4,456,654,640.64            4,078,069,314.47                           9.28%
Net profit attributable
  to shareholders of the
  Company (RMB)                  96,137,359.80                  81,273,928.14                          18.29%
Net profit after
  extraordinary gains or
  losses attributable to
  shareholders of the
  Company (RMB)                  47,531,100.97                -48,792,027.97                         197.42%
Net cash flows from
  operating activities
  (RMB)                        -524,893,745.34                631,844,125.85                        -183.07%
Basic earnings per
  share (RMB per
  share)                                   0.05                              0.04                     25.00%
Diluted earnings per
  share (RMB per
  share)                                   0.05                              0.04                     25.00%
Rate of return on net
  assets on weighted
  average basis                          0.69%                            0.58%                     0.11%
                                                                                     Increase/decrease as
                                                                                        at the end of the
                                                                                         reporting period
                           As at the end of the                As at the end         compared to the end
                               reporting period            of the prior year             of the prior year
Total assets (RMB)          59,632,819,205.30             56,822,026,545.21                         4.95%
Net assets attributable
  to shareholders of the
  Company (RMB)             14,005,559,500.95             13,917,343,301.15                             0.63%


                                           —3—
                                  Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




    Items and amounts of extraordinary gains or losses

     √ Applicable        □Not applicable

                                                                                               Unit: RMB
                                                Am ounts for the
                                                 period from the
                                                 beginning of the
                                               year to the end of
                                                    the reporting
Item                                                       period                                     Note
Profit or loss from disposal of
  non-current assets (including
  write-off of provision for assets
  impairment)                                           3,357,994.26
Government grants (except for the
  government grants closely related to
  the normal operation of the Company
  and granted constantly at a fixed
  amount or quantity in accordance
  with a certain standard based on state
  policies) accounted for in profit or
  loss for the current period                         26,832,002.10
Payment for use of funds from
  non-financial institutions accounted
  for in profit or loss for the current
  period                                              25,000,000.00
Non-operating gains and losses other
  than the above items                                 2,154,756.87
Less:Effect of income tax                              8,763,655.65
Effect of minority interest (after tax)                  -25,161.25
Total                                                 48,606,258.83                                       —

    Notes for the Companys extraordinary gain or loss items as defined in the
    Explanatory Announcement on Information Disclosure for Companies Offering
    Their Securities to the Public No.1 - Extraordinary Gains or Losses and the
    extraordinary gain or loss items as illustrated in the Explanatory Announcement
    on Information Disclosure for Companies Offering Their Securities to the Public
    No.1 - Extraordinary Gains or Losses defined as its recurring gain or loss items

     □ Applicable       √Not applicable
    No extraordinary gain or loss items as defined or illustrated in the Explanatory

                                        —4—
                                                Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




      Announcement on Information Disclosure for Companies Offering Their
      Securities to the Public No.1 - Extraordinary Gains or Losses were defined by
      the Company as its recurring gain or loss items during the reporting period.

II. Total number of shareholders and the shareholding of the top ten
    shareholders as at the end of the reporting period

1.    Total number of shareholders of ordinary shares and the shareholding of
      the top ten shareholders of ordinary shares as at the end of the reporting
      period

                                                                                                             Unit: share
Total number of shareholders of ordinary shares as 121,187 holders, of which 94,470 were holders of A shares, 26,175
   at the end of the reporting period                holders of B shares and 542 holders of H shares.
                               Shareholding of the top ten shareholders of ordinary shares
                                                                                                    Share pledged or
                                                                                   Number of            locked-up
                                 Nature of            Percentage of Number of       Restricted     Status of
Name of shareholders             shareholders          shareholding shares held shares held           shares     Number
HKSCC NOMINEES                   Overseas legal              18.11% 350,642,500              0                        0
   LIMITED                       person
SHOUGUANG CHENMING               State-owned legal           15.13% 293,003,657              0      Pledged 146,500,000
   HOLDINGS COMPANY              person
   LIMITED
PLATINUM ASIA FUND               Overseas legal               0.83% 16,165,052               0                        0
                                 person
RONGTONG NEW BLUE                Others                       0.77% 15,000,050               0                        0
   CHIP SECURITIES
   INVESTMENT FUND
BBH A/C VANGUARD                 Overseas legal               0.54% 10,417,538               0                        0
   EMERGING MARKETS              person
   STOCK INDEX FUND
JIN Xing                         Domestic natural             0.46%     8,899,300            0                        0
                                 person
XIAMEN INTERNATIONAL Others                                   0.39%     7,620,132            0                        0
   TRUST CO., LTD. —
   XIAMEN TRUST —
   TIANCHEN NO. 1 NEW
   STRUCTURED
   SECURITIES
   INVESTMENT
   ASSEMBLED FUND
   TRUST PLAN
CHINA CONSTRUCTION               Others                       0.33%     6,447,300            0                        0
   BANK — BANK OF
   COMMUNICATIONS
   SCHRODERS THEME
   SELECTED DYNAMIC
   ASSET ALLOCATION
   MIXED TYPE FUND
CHEN Hongguo                     Domestic natural             0.33%     6,434,527            0                        0
                                 person
LSV EMERGING MARKETS Overseas legal                           0.32%     6,102,800            0                        0
   EQUITY FUND, L.P.             person




                                                      —5—
                                                  Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




                     Shareholdings of the top ten shareholders of non-restricted ordinary shares
                                                                     Number of
                                                                  non-restricted
                                                                ordinary shares                   Share class
Name of shareholders                                                        held           Share class              Number
HKSCC NOMINEES LIMITED                                              350,642,500        Overseas listed          350,642,500
                                                                                        foreign shares
SHOUGUANG CHENMING HOLDINGS COMPANY                                 293,003,657         RMB ordinary            293,003,657
LIMITED                                                                                       shares
PLATINUM ASIA FUND                                                    16,165,052       Domestic listed            16,165,052
                                                                                        foreign shares
RONGTONG NEW BLUE CHIP SECURITIES                                     15,000,050        RMB ordinary              15,000,050
INVESTMENT FUND                                                                               shares
BBH A/C VANGUARD EMERGING MARKETS STOCK                               10,417,538       Domestic listed            10,417,538
INDEX FUND                                                                              foreign shares
JIN Xing                                                               8,899,300        RMB ordinary               1,860,500
                                                                                              shares
                                                                                       Domestic listed             7,038,800
                                                                                        foreign shares
XIAMEN INTERNATIONAL TRUST CO., LTD. —                                7,620,132        RMB ordinary               7,620,132
XIAMEN TRUST — TIANCHEN NO. 1 NEW                                                            shares
STRUCTURED SECURITIES INVESTMENT
ASSEMBLED FUND TRUST PLAN
CHINA CONSTRUCTION BANK — BANK OF                                     6,447,300        RMB ordinary               6,447,300
COMMUNICATIONS SCHRODERS THEME SELECTED                                                       shares
DYNAMIC ASSET ALLOCATION MIXED TYPE FUND
CHEN Hongguo                                                           6,434,527        RMB ordinary               6,434,527
                                                                                              shares
LSV EMERGING MARKETS EQUITY FUND, L.P.                                 6,102,800       Domestic listed             6,102,800
                                                                                        foreign shares
Connected relationship or connected party relationship      Shouguang Chenming Holdings Company, a state-owned legal
among the above shareholders                                person shareholder, is not connected with any of the
                                                            shareholders above. They are not persons acting in concert
                                                            under Administration of Disclosure of Information on the
                                                            Change of Shareholdings in Listed Companies Procedures.
                                                            Save for the above, it is not aware that any other shareholders
                                                            of tradable shares are persons acting in concert and it is also
                                                            not aware that any other shareholders of tradable shares are
                                                            connected with each others.


      Whether an agreed repurchase transaction was entered into during the reporting
      period by the top ten shareholders of ordinary shares and top ten shareholders of
      non-restricted ordinary shares of the Company

      □ Yes             √No

      The top ten shareholders of ordinary shares and the top ten shareholders of non-
      restricted ordinary shares of the Company did not enter into any agreed repurchase
      transaction during the reporting period.




                                                         —6—
                                  Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




III Material matters

I.   Details and reasons for changes of major accounting statement items and
     financial indicators during the reporting period

     √ Applicable           □ Not Applicable

(I) Analysis of the assets and liabilities of the Company

                                                                                               Unit: RMB
                                                                                            Reasons
Item                       31 March 2015           31 December 2014               Change for change
Prepayments               3,336,802,106.47           1,838,017,454.90             81.54%          (1)
Long-term receivables     1,810,797,634.25           1,420,598,667.99             27.47%          (2)
Available-for-sale
  financial assets          109,000,000.00               73,000,000.00             49.32%                  (3)
Bills payable             2,072,049,789.77            1,598,110,792.85             29.66%                  (4)
Interest payable            270,444,257.14              150,047,305.50             80.24%                  (5)

     Explanation of the reasons leading to the major changes:

     (1) Prepayments increased by 81.54% mainly due to an increase in prepayments
         for raw materials by the Company and the new financial leasing business of
         Financial Leasing Company, a sub-subsidiary of the Company.

     (2) Long-term receivables increased by 27.47% mainly due to the new financial
         leasing business of Financial Leasing Company, a sub-subsidiary of the
         Company.

     (3) Available-for-sale financial assets increased by 49.32% mainly due to
         investment in Shanghai Leadbank Asset Management Co., Ltd. by Financial
         Leasing Company.

     (4) Bills payable increased by 29.66% mainly due to an increase in payment for
         goods by bills by the Company.

     (5) Interest payable increased by 80.24% mainly due to the provision for
         interest on corporate bonds and medium-term notes by the Company.




                                        —7—
                                    Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




(II) Reasons for significant year on year changes of income statement items
     during the reporting period

                                                                                                 Unit: RMB
                                                                                              Reasons
Item                  January - March 2015 January - March 2014                     Change for change
Business taxes and
  surcharges                  20,088,579.62        12,633,196.68                     59.01%                  (1)
General and
  administrative
  expenses                   305,525,329.60       242,648,227.81                     25.91%                  (2)
Loss on impairment of
  assets                         -69,943.68         -9,028,147.99                   99.23%                   (3)
Investment income             23,610,110.99         -3,377,138.33                  799.12%                   (4)
Non-operating income          37,469,403.87       176,033,614.08                   -78.71%                   (5)
Non-operating
  expenses                       935,152.21          7,932,048.84                  -88.21%                   (6)
Income tax expenses           67,828,016.18        21,288,605.27                   218.61%                   (7)

    Explanation of the reasons leading to the major changes:

    (1) Business taxes and surcharges increased by 59.01% mainly due to the new
        financial leasing business of Financial Leasing Company, a sub-subsidiary
        of the Company.

    (2) General and administrative expenses increased by 25.91% mainly due to the
        increase in research and development investment of Meilun Paper and
        Zhanjiang Chenming, both subsidiaries of the Company.

    (3) Loss on impairment of assets increased by 99.23% mainly due to a lower
        decrease of accounts receivable as compared to last year.

    (4) Investment income increased by 799.12% mainly due to the loss on disposal
        of Shandong Chenming Xinli Power Co., Ltd. incurred by Chenming Power
        last year.

    (5) Non-operating income decreased by 78.71% mainly due to the gain on
        disposal of intangible assets by Jiangxi Chenming, a subsidiary of the
        Company, last year.

    (6) Non-operating expenses decreased by 88.21% mainly due to the decrease in
        loss on disposal of non-current assets by the Company.


                                          —8—
                                            Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




     (7) Income tax expenses increased by 218.61%, mainly due to the higher
         profitability level of the Company as compared to last year.

(III) Analysis of cash flows during the reporting period

                                                                                                         Unit: RMB
                                                       Amounts for the
                                  Amounts for the corresponding period                                Reasons
Item                                       period     of the prior year                     Change for change
Net cash flows from
  operating activities             -524,893,745.34                631,844,125.85          -183.07%                   (1)
Net cash flows from
  investing activities             -871,978,295.42               -722,180,627.88            -20.74%                  (2)
Net cash flows from
  financial activities            1,430,099,524.47                225,246,123.67           534.91%                   (3)

     Explanation of the reasons leading to the major changes:

     (1) Net cash flows from operating activities decreased by 183.07% mainly due
         to the new financial leasing business of Financial Leasing Company, a sub-
         subsidiary of the Company.

     (2) Net cash flows from investing activities decreased by 20.74% mainly due to
         the acquisition of fixed assets and intangible assets by the Company for its
         projects.

     (3) Net cash flows from financial activities increased by 534.91% mainly due to
         an increase in borrowings as a result of project investment and the new
         financial leasing business of Financial Leasing Company.

II. Progress in respect to material matters and analysis of the related effects
    and solutions

     √ Applicable                    □ Not Applicable
                               Date of
Material matter                disclosure    Temporary access to disclosure materials
Capital increase of Shandong   27 March 2015 http://www.cninfo.com.cn, announcement number: 2015-009.
  Chenming Financial
  Leasing Co., Ltd.
Non-public offer of            3 March 2015 http://www.cninfo.com.cn, announcement number: 2015-006.
  preference shares            27 March 2015 http://www.cninfo.com.cn, the annual report for 2014.



                                                  —9—
                                               Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




III. Undertakings made by the Company and shareholders interested in 5%
     or m ore of the shares of the Company made in the reporting period or
     subsisting to the reporting period

      √ Applicable                      □ Not Applicable

                        Party                                                                            Particulars on
                        involved in                                 Undertaking                          the
Undertaking             undertaking Details of undertaking          date               Term              performance
Undertaking on change
  in shareholding
  structure
Undertaking made in
  offering documents or
  shareholding
  alternation documents
Undertaking made during
  asset reconstruction
Undertaking made on       Shouguang   (1) Shouguang Chenming         22 May 2008       During the        Strictly
  initial public offering Chenming    Holdings Co., Ltd                                period when       implemented
  or refinancing          Holdings    (“Shouguang Chenming                            Chenming
                          Co., Ltd.   Holdings”) shall not engage,                    Holdings was
                                      whether solely, jointly, or by                   the major
                                      representing itself or any                       shareholder of
                                      other persons or companies,                      the Company
                                      and shall not procure its
                                      associates (as defined in The
                                      Listing Rules of Hong Kong
                                      Stock Exchange) to engage,
                                      in any business which
                                      competes with the business
                                      of the Company and its
                                      subsidiaries (“Chenming
                                      Group” or “we”) directly or
                                      indirectly, in any country
                                      and region which our
                                      business exists (or any part
                                      of the world if in any form
                                      of electronics business), or
                                      in any business that directly
                                      or indirectly competes with
                                      Chenming Groups business
                                      which we operate from time
                                      to time (including but not
                                      limited to any business in
                                      the form of sole
                                      proprietorship, joint ventures
                                      or acquisitions, or holding
                                      interests directly or
                                      indirectly in such
                                      enterprises, or by any other
                                      means); (2) in the event that




                                                     — 10 —
                                    Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




              Party                                                                           Particulars on
              involved in                                Undertaking                          the
Undertaking   undertaking Details of undertaking         date               Term              performance
                          Shouguang Chenming
                          Holdings is required by its
                          business to, whether solely,
                          jointly, or by representing
                          itself or any other persons or
                          companies, engage in
                          business which directly or
                          indirectly competes against
                          the business of Chenming
                          Group, or obtain any
                          business opportunity which
                          directly or indirectly
                          competes against the
                          business of Chenming Group,
                          it shall endeavour to procure
                          that Chenming Group shall
                          have priority to obtain the
                          right to operate such
                          business or to obtain such
                          business opportunity; (3) if
                          Shouguang Chenming
                          Holdings is in breach of the
                          abovementioned
                          undertakings, it shall
                          indemnify the Company for
                          any loss caused by such
                          breach and the Company
                          shall have the right to
                          acquire all businesses of
                          Shouguang Chenming
                          Holdings, which directly or
                          indirectly compete with the
                          businesses of our Group, at
                          market price or cost price
                          (whichever price is lower);
                          (4) Shouguang Chenming
                          Holdings shall not make use
                          of its position as the
                          controlling shareholder (as
                          defined in The Listing Rules
                          of Hong Kong Stock
                          Exchange) of our Group to
                          jeopardise the legal interests
                          of Chenming Group and its
                          shareholders with other
                          persons or companies or on
                          their behalf.




                                         — 11 —
                                     Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




              Party                                                                            Particulars on
              involved in                                  Undertaking                         the
Undertaking   undertaking   Details of undertaking         date          Term                  performance
              Shouguang     (1) According to the plan on 16 January 2008 During the            Strictly
              Chenming      defective properties of the                  period when           implemented
              Holdings      Company, Shouguang                           Chenming
              Co., Ltd.     Chenming Holdings Co., Ltd                   Holdings was
                            (“Shouguang Chenming                        the major
                            Holdings”) has guaranteed                   shareholder of
                            and undertaken that:                         the Company
                            according to the application
                            of the Company, for
                            defective property(ies)
                            owned by the Company and
                            its holding subsidiary
                            company which situated in
                            the administrative area of
                            Shouguang city, Shouguang
                            Chenming Holdings will
                            purchase it(them) and have
                            it(them) being transferred to
                            itself pursuant to the law in
                            accordance with the result of
                            the related asset valuation if
                            the Company decides to
                            transfer and dispose of
                            it(them) and there is no
                            other transferee; (2) before
                            the Company transfers and
                            disposes of the defective
                            properties pursuant to the
                            law, if the Company suffers
                            any economic losses due to
                            the defects of the title
                            (including but not limited to
                            damages, penalties and
                            relocation costs), Shouguang
                            Chenming Holdings will bear
                            such economic losses; (3)
                            during the regulatory process
                            taken to the defective
                            properties of buildings and
                            land of subsidiaries of the
                            Company situated outside the
                            local areas (outside the
                            administrative area of
                            Shouguang city), the
                            economic losses such as
                            penalties or relocation costs
                            imposed by competent
                            administrative authorities to
                            be borne by the subsidiaries
                            arising from defects of
                            insufficient title documents
                            shall be paid pursuant to the
                            law by Shouguang Chenming
                            Holdings after verification.



                                          — 13 —
                                             Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




                       Party                                                                           Particulars on
                       involved in                                Undertaking                          the
Undertaking            undertaking Details of undertaking         date              Term               performance
Other undertakings made
  to minority
  shareholders of the
  Company
Does the undertaking    Yes
  performed timely?

IV. Estimate of the operating results for January - June 2015

      Warning of projection on cumulative net profit for the period from the beginning
      of the year to the end of the next reporting period to be at a loss or expected to
      have material changes as compared to the corresponding period of prior year and
      its explanation

      □ Applicable               √ Not applicable




                                                  — 13 —
                                           Report for the First Quarter of 2015 of Shandong Chenming Paper Holdings Limited




V. Registration report on reception of research investigations,
   communications and interviews during the reporting period

     √Applicable           □ Not Applicable

                                                                                    Main topics of
                                                                                    discussion and
Date of         Place of        Manner of     Class of parties Parties              information
  reception     reception       reception     accommodated accommodated             provided
13 January 2015 The Companys On-site research Institution      Guotai Junan         Recent production
                conference room investigation                  Securities Co. Ltd.  and operation of the
                                                                                    Company and
                                                                                    development of the
                                                                                    industry
13 January 2015 The Companys On-site research Institution      27 fund companies    Recent production
                conference room investigation                  including Shenyin    and operation of the
                                                               Wanguo, BOC          Company and
                                                               Schroder Fund,       development of the
                                                               HuaAn Funds, GTJA industry
                                                               Allianz Funds,
                                                               Fullgoal Fund, Zhong
                                                               Ou AMC, Lion Fund,
                                                               CPIC, Harfor Fund,
                                                               Caitong Securities,
                                                               Franklin Templeton
                                                               Sealand Fund,
                                                               Baoying Fund,
                                                               Caitong Fund,
                                                               First-Trust Fund,
                                                               Tongben Investment,
                                                               Oriental Capital,
                                                               Minsheng Royal
                                                               Fund, HFT
                                                               Investment, China
                                                               Life Asset
                                                               Management, Yongjin
                                                               Asset Management,
                                                               CICC, ICBCCS,
                                                               CITIC PE, China
                                                               AMC, Minsen
                                                               Investment and
                                                               others
28 January 2015 The Companys On-site research Institution            Brilliance Asset   Recent production
                conference room investigation                        Management Limited and operation of the
                                                                                        Company and
                                                                                        development of the
                                                                                        industry

                                                       Shandong Chenming Paper Holdings Limited
                                                                                          27 April 2015
                                                — 14 —