深圳市特力(集团)股份有限公司 2019 年年度报告全文
SHENZHEN TELLUS HOLDING CO., LTD
Annual Report 2019
April 2020
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section I. Important Notice, Contents and Interpretation
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Tellus Holding 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.
Fu Chunlong, Principal of the Company, Lou Hong, person in charge of
accounting works and Liu Yuhong, person in charge of accounting organ
(accounting principal) hereby confirm that the Financial Report of Annual
Report 2019 is authentic, accurate and complete.
All directors are attended the Board Meeting for report deliberation.
Securities Times, Hong Kong Commercial Daily and Juchao Website
(www.cninfo.com.cn) are the media for information disclosure appointed by the
Company, all information under the name of the Company disclosed on the
above said media shall prevail. Concerning the forward-looking statements with
future planning involved in the Report, they do not constitute a substantial
commitment for investors, and investors are advised to exercise caution of
investment risks.
The profit distribution pre-plan deliberated and approved by the Board was:
distributed 0.42 Yuan (tax included) for every 10 shares held by whole
shareholders of the Company based on 431,058,320 shares in total, 0 share bonus
(tax included), and no public reserve transfer into share capital.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Content
Section I Important Notice, Contents and Interpretation ............................................................ 2
Section II Company Profile and Main Financial Indexes ............................................................. 5
Section III Summary of Company Business ................................................................................ 10
Section IV Discussion and Analysis of Operation ......................................................................... 15
Section V Important Events .......................................................................................................... 40
Section VI Changes in shares and particular about shareholders ............................................... 57
Section VII Preferred Stock…………………………………………………… ...........................64
Section VIII Convertible Bond……………………………………………...................................65
Section IX Particulars about Directors, Supervisors,Senior Executives and Employees .......... 66
Section X Corporate Governance ................................................................................................... 75
Section XI Corporate Bond ............................................................................................................. 85
Section XII Financial Report .......................................................................................................... 86
Section XIII Documents available for reference ...............................................................................
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Interpretation
Items Refers to Contents
CSRC Refers to China Securities Regulatory Commission
SZ Exchange Refers to Shenzhen Stock Exchange
Shenzhen Branch of China Securities Depository & Clearing
Shenzhen Branch of SD&C Refers to
Corporation Limited
Company, the Company, our Company, Tellus
Refers to Shenzhen Tellus Holding Co., Ltd.
Group
Reporting period, this reporting period, the year Refers to Year of 2019
Auto Industry and Trade Company Refers to Shenzhen Auto Industry and Trade Corporation
Zhongtian Company Refers to Shenzhen Zhongtian Industrial Co,. Ltd.
GAC Refers to Gems & Jewelry Trade Association of China
Shenzhen Huari Toyota Auto Sales Co., Ltd, Shenzhen SDG Huari
Huari Company Refers to
Auto Enterprise Co., Ltd.
Zung Fu Tellus Refers to Shenzhen Zung Fu Tellus Auto Service Co., Ltd.
Tellus Starlight Refers to Anhui Tellus Starlight Jewelry Investment Co., Ltd.
Tellus Starlight Jinzun Refers to Anhui Tellus Starlight Jinzun Jewelry Co., Ltd.
Sichuan Channel Platform Company, Sichuan
Refers to Sichuan Tellus Jewelry Tech. Co., Ltd.
Jewelry Company
Xinglong Company Refers to Shenzhen Xinglong Machinery Mould Co., Ltd.
Tellus Property Refers to Shenzhen SDG Tellus Property Management Co., Ltd.
SDG Refers to Shenzhen Special Development Group Co., Ltd.
Xinyongtong Tech. Company Refers to Shenzhen Xinyongtong Technology Co., Ltd.
Dongxiao Inspection Company Refers to Shenzhen Xinyongtong Dongxiao Auto. Inspection Co., Ltd.
Tellus Treasure Company Refers to Shenzhen Tellus Treasure Supply Chain Tech. Co., Ltd.
Dongfeng Company Refers to Shenzhen Dongfeng Motor Co., Ltd.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section II Company Profile and Main Financial Indexes
I. Company information
Short form of the stock Tellus-A, Tellus-B Stock code 000025, 200025
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
深圳市特力(集团)股份有限公司
Chinese)
Short form of the Company
特力 A
(in Chinese)
Foreign name of the Company
Shenzhen Tellus Holding Co.,Ltd
(if applicable)
Legal representative Fu Chunlong
Registrations add. 3/F, Tellus Building, Shui Bei Er Road, Luohu District, Shenzhen
Code for registrations add 518020
Offices add. 3/F-4/F, Tellus Builsing, Shui Bei Er Road, Luohu District, Shenzhen
Codes for office add. 518020
Company’s Internet Web Site www.tellus.cn
E-mail ir@tellus.cn
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Qi Peng Sun Bolun
3/F, Tellus Building, Shui Bei Er Road, 3/F, Tellus Building, Shui Bei Er Road,
Contact add.
Luohu District, Shenzhen Luohu District, Shenzhen
Tel. (0755) 83989378 (0755) 83989339
Fax. (0755) 83989386 (0755) 83989386
E-mail ir@tellus.cn sunbl@tellus.cn
III. Information disclosure and preparation place
Newspaper appointed for information disclosure Securities Times (Shenzhen) and Hong Kong Commercial Daily(H.K.)
Website for annual report publish appointed by CSRC http://www.cninfo.com.cn
Preparation place for annual report Secretariat of the BOD of Shenzhen Tellus Holding Co., Ltd.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
IV. Registration changes of the Company
Organization code 91440300192192210U
Changes of main business since listing (if
No changes during the period
applicable)
1. On 31 March 1997, the 159,588,000 state shares held by Shenzhen Investment
Management Co., Ltd., the only non-circulation shareholder, were transfer to SDG;
total share capital of the Company was 220,281,600 shares while 159,588,000 state
shares held by SDG, a 72.45% in total share capital. 2. On 4 January 2006, the
13,717,440 shares, as the consideration of share merger reform, were transfer to
account of A-shareholders from SDG. After share merger reform, SDG holds 66.22% of
Previous changes for controlling the total share capital of the Company. 3. On March 27, 2015, the Company has
shareholders (if applicable) completed the non-public offering of A shares of 77,000,000, of which 6,000,000
shares are issued to the controlling shareholder - SDG, and SDG holds 51.09% of the
Company's total shares after the issuance. 4. In 2016, SDG reduced part of the
company’s unrestricted outstanding shares by means of centralized bidding, the
accumulatively reduced shareholdings accounted for 2% of the company’s total share
capital. As of the end of the reporting period, SDG holds 49.09% of the Company’s
total shares, and is still the controlling shareholder of the Company.
V. Other relevant information
CPA engaged by the Company
Name of CPA Pan-China Certified Public Accountants (LLP)
Offices add. for CPA 6/F, No.128 Xixi Rd., Xihu District, Hangzhou, Zhejiang Province
Signing Accountants Wang Huansen , Qin Changming
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 or not
□ Yes √ No
2019 2018 Changes over last year 2017
Operating income (RMB) 571,072,893.90 414,238,778.96 37.86% 347,237,289.80
Net profit attributable to
shareholders of the listed 219,669,708.47 86,924,058.72 152.71% 66,862,772.68
Company(RMB)
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Net profit attributable to
shareholders of the listed Company
53,738,507.05 83,286,083.84 -35.48% 54,431,067.47
after deducting non-recurring gains
and losses(RMB)
Net cash flow arising from
78,911,353.03 -6,574,979.97 -2,093,068.05
operating activities(RMB)
Basic earnings per share
0.5096 0.2017 152.65% 0.2249
(RMB/Share)
Diluted earnings per share
0.5096 0.2017 152.65% 0.2249
(RMB/Share)
Weighted average ROE 18.92% 8.63% 10.29% 7.20%
Changes over end of
Year-end of 2019 Year-end of 2018 Year-end of 2017
last year
Total assets (RMB) 1,645,782,144.03 1,658,295,531.00 -0.75% 1,403,314,594.42
Net assets attributable to
shareholder of listed Company 1,270,965,296.02 1,050,209,537.35 21.02% 963,259,056.63
(RMB)
Total share capital of the Company as of the previous trading day before disclosure:
Total share capital of the Company as of the previous trading
431,058,320
day before disclosure(Share)
Fully diluted earnings per share based on new share capital
Preferred stock dividend paid 0
Fully diluted earnings per share calculated based on new
0.5096
share capital(RMB/Share)
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
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
3. Reasons for differences in accounting data under domestic and foreign accounting standards
□ Applicable √ Not applicable
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
VIII. Quarterly main financial index
In RMB
Q1 Q2 Q3 Q4
Operating income 119,469,426.49 158,799,312.84 147,368,783.52 145,435,371.05
Net profit attributable to
18,017,619.19 26,762,329.41 19,261,241.23 155,628,518.64
shareholders of the listed Company
Net profit attributable to
shareholders of the listed Company
15,885,705.01 24,707,654.71 17,897,653.01 -4,752,505.68
after deducting non-recurring gains
and losses
Net cash flow arising from
2,986,868.23 24,447,191.07 30,534,366.60 20,942,927.13
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 non-recurring profit (gain)/loss
√Applicable □ Not applicable
Item 2019 2018 2017 Note
Gains/losses from the disposal of
Income from disposal
non-current asset (including the write-off 210,897,055.76 -4,424,801.74 5,523,267.93
of Xinglong Equity
that accrued for impairment of assets)
Governmental subsidy reckoned into current
An Industry support
gains/losses (not including the subsidy
funds received by
enjoyed in quota or ration according to 276,907.09 3,482.07 25,753.22
Sichuan Jewelry
national standards, which are closely
Company
relevant to enterprise’s business)
Fund possession cost reckoned into current
gains/losses charged from non-financial 47,083.32 76,041.64 76,041.64
business
Gains/losses from entrust investment or
9,611,577.38 6,606,218.86
assets management
Gains/losses from contingency without
-2,225,468.76
routine business concerned
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Except for effective hedge business relevant
to normal operation of the Company, gains
and losses arising from fair value change of
tradable financial assets, derivative financial
liabilities, tradable financial liability and
10,684,691.16 Financial income
derivative financial liability and investment
income from disposal of tradable financial
assets, derivative financial liabilities,
tradable financial liability, derivative
financial liability and other debt investment
Restoring of receivable a and contractual
assets impairment provision that tested 935,476.72 15,000.00
individually
Other non-operating income and expenditure
-744,465.10 485,180.13 690,397.76
except for the aforementioned items
Other gain/loss that meet the definition of
9,378.94 Taxes refund
non-recurring gain/loss
Less: Impact on income tax 55,755,620.55 -161,206.61 59,964.10
Impact on minority shareholders’
419,305.92 49,242.45 445,010.10
equity (post-tax)
Total 165,931,201.42 3,637,974.88 12,431,705.21 --
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
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section III. Summary of Company Business
I. Main businesses of the Company in the reporting period
The main business of the Company during the reporting period was auto sales, auto testing, maintenance and
accessories sales; resource assets management and jewelry service business.
1. Auto sales, auto testing, maintenance and accessories sales: During the reporting period, the company made
personnel structural reforms to Huari Company, a holding subsidiary of the company, through refined
management, which alleviated corporate burdens significantly reduced the cost of human resources, and laid a
good foundation for future development. At the same time, through a series of measures such as comprehensively
strengthening market expansion, insurance-linked drainage, reconstruction of intelligent exhibition halls and
customer rest areas, and other infrastructures, the company’s performance was actively improved. In terms of car
sales, Huari Company launched two new mid-to-high end models this year, i.e. Avalon and Vellfire, which
increased sales and achieved car sales revenue of 168.55 million yuan, an increase of 37.89% over the same
period last year.
2. Resource assets management: In 2019, due to the slowdown of domestic and foreign economic development
and the complex economic situation, the rental prices in overall market of Shenzhen were facing greater
downward pressure, especially the commercial and plant rental prices were showing a downward trend. At the
same time, due to the continued downturn in the market, the willingness of the jewelry industry operators to open
new stores decreased significantly. In addition, a large number of newly developed properties in the Shuibei area
have been put into use, the company’s investment in properties held in this area faced severe challenges. Facing
the unfavorable situation, on the one hand, the company strengthened its management, adopted more meticulous
and proactive business methods, strengthened its service efforts, maintained the large customers, and performed
lease renewal work in advance to ensure stable rental rates. During the reporting period, the first phase of the
Tellus Shuibei Jewelry Building was put into operation, and the investment rate of towers and podiums reached
more than 90%, merchants with large influence in the industry were introduced to settle in to ensure high
investment quality. On the other hand, the company re-planed the packaging and reconstructed some old
properties, enhanced the image and value of old properties, made full use of the advantages of industry clusters,
explored the company’s business layout, and improved the level of resource assets management. Property leasing
and service income reached 161.19 million yuan, an increase of 72.17% over the same period last year.
3. Jewelry service business: In 2019, China’s GDP growth slowed down, and the downward pressure on economy
increased. Jewelry, as an optional consumer product, has been greatly affected by the economic downturn, the
upstream jewelry merchants had a decrease in benefits due to the reduced customer purchases and the slowed
capital flow, while in the middle and lower reaches of jewelry, the terminal operators’ willingness to open new
stores decreased significantly, and stop-loss measures such as closing stores accelerated, and the industry
continued to make in-depth adjustments. During the reporting period, the company’s jewelry regional channel
platform project Sichuan Jewelry Company continued to optimize and improve its existing business model
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
through in-depth exploration of retailer customers, fully promoted the construction of IT platforms, completed the
testing, deployment and trial operation of optimized versions of supply chain systems, retail systems, and
wholesale systems, and completed the development of the main body of the operation management system. At the
same time, the company strengthened the construction of the big data center’s basic work and the data collection
and analysis, and continuously improved the company’s risk control capabilities through data analysis, and
conducted business under the premise of controllable risks. In the context of the overall decline of the jewelry
industry, in order to reduce business risks, Sichuan Jewelry Company proactively adopted various measures to
ensure stable operation, it achieved jewelry business revenue of 193.38 million yuan throughout the year, an
increase of 27.88% over the same period last year.
II. Major changes in main assets
1. Major changes in main assets
Major assets Note of major changes
Book value of long-term equity investment as of 31 December 2019 amounting to
Equity assets 162,178,500 Yuan, decreased 62,466,200 Yuan over that of period beginning with
27.81% down, mainly due to the profit bonus from shareholding enterprise.
Fixed assets No major change
Book value of intangible assets as of 31 December 2019 amounting to 50,561,200 Yuan,
decreased 451,100 Yuan over that of period beginning with 0.88% down, mainly due to
Intangible assets the declined from land use right (Phase I of Tellus Shuibei Jewelry Building) transfer to
investment real estate and the increase of land premium for Tellus Jinzhuan Trading
Building (Phase II of Tellus Shuibei Jewelry Building).
Book value of the construction in progress as of 31 December 2019 amounting to
47,654,400 Yuan, an increase of 34,810,800 Yuan over that of period-begin with
Construction in progress
271.04% up. Mainly due to the input for the preliminary project of Tellus Jinzhuan
Trading Building (Phase II of Shuibei Jewelry Building).
Book value of the monetary fund as of 31 December 2019 amounting to 428,851,600
Yuan, an increase of 259,339,300 Yuan over that of period-begin with 152.99% up.
Monetary fund
Mainly due to the redemption of financial products and collection of equity transfer of
Xinglong Company.
Book value of the tradable financial assets as of 31 December 2019 amounting to
60,486,600 Yuan, an increase of 60,486,600 Yuan over that of period-begin with
Tradable financial assets
100.00% up. Mainly due to the adjustment for accounting item of financial products
based on new financial instrument standards.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Book value of account receivable as of 31 December 2019 amounting to 112,613,200
Yuan, an increase of 26,508,600 Yuan over that of period-begin with 30.79% up, mainly
Account receivable
because the wholesale credit for jewelry from Sichuan Jewelry Company increased in the
period
Book value of advance payment as of 31 December 2019 amounting to 12,683,600 Yuan,
an increase of 3,571,100 Yuan over that of period-begin with 39.19% up, mainly due to
Advance payment
the vehicle and accessories procurement paid in advance to FAW-Toyota from Huari
Toyota increased.
Book value of other account receivable as of 31 December 2019 amounting to
44,908,500 Yuan, increased 30,425,300 Yuan over that of period beginning with 210.07%
Other account receivable
up, mainly due to the profit bonus from shareholding enterprise Dongfeng Company and
Zung Fu Company
Book value of inventory as of 31 December 2019 amounting to 21,389,600 Yuan,
Inventory increased 9,046,700 Yuan over that of period beginning with 73.30% up, mainly due to
the stock vehicle of Huari Company increased.
There are no assets held-for-sale as of 31 December 2019, decreased 85,017,300 Yuan
Assets held-for-sale over that of period beginning with 100.00% down, mainly due to the declined from 43%
equity of Xinglong Company transfer completed.
Book value of other current assets as of 31 December 2019 amounting to 3,404,000
Yuan, decreased 329,028,500 Yuan over that of period beginning with 98.98% down,
Other current assets mainly due to the redemption of financial products at period-end and decline by the
adjustment for accounting item of financial products based on new financial instrument
standards
Book value of long-term deferred expenses as of 31 December 2019 amounting to
Long-term deferred expenses 13,606,800 Yuan, increased 7,302,200 Yuan over that of period beginning with 115.82%
up, mainly due to the transfer-in from decoration of Innovation & Entrepreneurship Base
Book value of deferred income tax assets as of 31 December 2019 amounting to
8,659,000 Yuan, decreased 15,696,100 Yuan over that of period beginning with 64.45%
Deferred income tax assets
down, mainly resulting by the reversal of deductible temporary differences as previous
equity investment differences and impairment provision.
Book value of other non-current assets as of 31 December 2019 amounting to 6,889,200
Other non-current assets Yuan, increased 3,532,200 Yuan over that of period beginning with 105.22% up, mainly
due to the account paid in advance for decoration of Tellus Building
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
1.Owns rich property resources, provides stable business income and cash flow
The output value of Shenzhen jewelry accounts for more than 70% of the national jewelry industry, and
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shuibei-Buxin area is the core gathering area of jewelry industry in Shenzhen, its output value accounts for more
than 70% of the jewelry industry in Shenzhen.We has formed the largest cluster of gold jewelry enterprises in the
country, covering the entire industry chain including raw material procurement, production and processing, and
wholesale sales, and the economic and strategic position and the core aggregation effects of this area in jewelry
industry have remained stable for many years.
According to the “13th Five-Year” plan for urban renewal in Luohu District, Shenzhen, Shuibei-Buxin area will be
built into the jewellery fashion industrial zone of Luohu District, Shuibei area is the international jewellery art
center and Buxin area is the jewellery intelligent high-end manufacturing center so as to form the Shuibei-Buxin
international jewellery eco-creative area. The company is the largest owner of the Tellus Gman Gold Jewellery
Industrial Park in Shuibei area, Tellus Shuibei Jewellery Building phase I has been put into use, and phase II
construction project has also been fully started. At the same time, as the largest owner of land parcels 04 & 05 in
the urban renewal unit planning project of Buxin industrial zone, the company will plan and construct an
innovative industrial project in line with the city, district and the Company’s overall strategic layout in Buxin area
through the renovation method. The company will maintain the status of the largest owner of Shuibei and Buxin
areas, and master the physical platform resource advantages of the core area of the jewelry industry.
At the same time, the Company has a lot of property resources in various areas of Shenzhen, on the basis of
maintaining the stability of the original leasing business, the company will actively promote the improvement of
property quality and transform its old properties from the traditional method of simple lease to the direction of
property asset operation so as to fully enhance and tap the added value of the property brand, bring stable business
income and cash flow to the company, and provide a solid foundation for the company’s long-term development.
2. Make use of the advantages of status, build industrial platforms, and promote the development of the industry
In 2019, the release of the “Opinions of the State Council on Supporting Shenzhen to Build a Pioneering Socialist
Demonstration Zone with Chinese Characteristics” and the approval of the “Pilot Implementation Plan for
Shenzhen Regional State-owned Enterprises’ Comprehensive Reform” have created an unprecedented opportunity
for Shenzhen. As a state-owned holding enterprise group in Shenzhen, Tellus Group has outstanding resource
advantages.
In recent years, due to the economic environment and other unfavorable factors, the growth of the jewelry
industry has continued to slow down, and the industry has continued to show a trend of bottom shocks and
undergo deep integration and shuffle. Under such circumstances, the company’s identity advantages as a
state-owned enterprise and a listed company are highlighted, it has good credit qualifications and credit
endorsement ability and also has good relations with government departments and effective communication
channels so that it can play the role of a platform enterprise in the jewelry industry, aggregate the upstream and
downstream of the jewelry industry chain, act as a bridge and bond among the government and the private jewelry
enterprises, the overseas and the domestic suppliers, and the distributors, integrate industry needs, solve industry
pain points, and strive for various policy supports such as taxation, trade, and approval for industry enterprises,
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
improve traditional model of the industry, provide more comprehensive innovative services, promote the healthy
development of the industry and achieve a win-win situation for all parties while achieving its own social
responsibility and rewarding the company’s shareholders.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section IV Discussion and Analysis of the Operation
I. Introduction
During the reporting period, under the correct leadership of the party committee and the board of directors, and
with the concerted efforts of management personnel and the joint efforts of all Tellus people, Tellus Group upheld
the spirit of “fair, diligent, struggling, and honest” striver, optimized resource allocation, intensively developed
existing businesses, quickly advanced the implementation of various projects, and ensured the smooth
implementation of the strategy. Significant results have been achieved in various tasks, the total operating income
and profit of the whole year increased significantly on a year-on-year basis, reaching a new high of nearly ten
years.
① The first phase of Tellus Jewelry Building had a grand opening, the investment rate of the towers and podiums
exceeded 90%. The introduction of jewelers with greater influence in the industry has increased the company’s
popularity in the industry and significantly increased the company’s operating income.
② Tellus Gold and Diamond Trading Building, namely the second phase project of Tellus Jewelry Building, was
successfully put into construction. During the process of advancement, the policy was reasonably controlled and
the capacity area was improved. At present, the construction of the foundation pit and the main engineering piles
has been completed.
③ Sichuan Jewelry Company thoroughly explored retail customers, continuously optimized and improved
existing business models, established and improved risk control systems, strengthened data analysis capabilities,
used data to control risks, and stabilized business income.
④ In order to reduce operating risks, the retail platform project Tellus Xingguang Jinzun Company shut down.
⑤ The dual creative base project has landed, and 46 companies, entrepreneurial teams and individuals have
settled. Currently, it is still looking for innovative projects and will continue to provide value-added services and
cultivate high-quality innovative projects.
⑥ Deeply explored the extension of third-party integrated services for jewelry, explored innovative business
models in practice, and completed the investment approval of the Tellus Treasury supply chain project. The
project will create a third-party value-added service platform of jewelry industry that integrates precious metal
storage, gold and diamond supply chain services, and third-party safe deposit boxes, and carries out gold supply
chain, diamond supply chain, safe deposit box and other businesses.
⑦ The company strengthened the management of the participating companies, urged some of the participating
companies to realize the undistributed profit dividends to recover cash, and took an appropriate opportunity to
withdraw from the participating company Xinglong Company and received the entire equity transfer payment of
Xinglong Company, which laid a solid foundation for the company’s key projects.
During the reporting period, the company realized operating income of 571.07 million yuan, increased by 156.83
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
million yuan compared with 414.24 million yuan in the same period of the previous year, an increase of 37.86%.
The main changes in revenue were ① The first phase of the Jewelry Building was comprehensively put into
operation this year, and the revenue increased by 67.56 million yuan on a year-on-year basis, an increase of
72.17%. ②Huari Company launched two new mid-to-high end models Avalon and Vellfire this year, the sales
volume increased, and the car sales revenue increased by 46.31 million yuan on a year-on-year basis, an increase
of 37.89%.③ The scale of jewelry wholesale and retail business expanded this year, and revenue increased by
42.16 million yuan on a year-on-year basis, an increase of 27.88%. The total profit realized was 302.60 million
yuan, an increase of 212.04 million yuan compared with 90.55 million yuan in the same period last year, and the
net profit attributable to the parent company was 219.67 million yuan, an increase of 132.75 million yuan from
86.92 million yuan in the same period of the previous year, mainly due to the year-on-year increase in equity
transfer income. During the reporting period, the company’s car sales income, property leasing and service
income, and jewelry service income all hit new highs in recent years, and financing costs hit a record low.
II. Main business analysis
1. Introduction
See the “I-Introduction” in “Discussion and Analysis of the Operation”
2. Revenue and cost
(1) Constitute of operation revenue
In RMB
2019 2018
Ratio in operation Ratio in operation y-o-y changes (+,-)
Amount Amount
revenue revenue
Total operation
571,072,893.90 100% 414,238,778.96 100% 37.86%
revenue
According to industries
Auto sales 168,551,160.58 29.51% 122,236,609.61 29.51% 37.89%
Auto inspection and
maintenance and 47,952,488.50 8.40% 47,153,619.46 11.38% 1.69%
accessories sales
Property rental and
161,185,484.32 28.23% 93,621,443.04 22.60% 72.17%
service
Jewelry wholesale
193,383,760.50 33.86% 151,227,106.85 36.51% 27.88%
and retails
According to products
Auto sales 168,551,160.58 29.51% 122,236,609.61 29.51% 37.89%
16
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Auto inspection and
maintenance and 47,952,488.50 8.40% 47,153,619.46 11.38% 1.69%
accessories sales
Property rental and
161,185,484.32 28.23% 93,621,443.04 22.60% 72.17%
service
Jewelry wholesale
193,383,760.50 33.86% 151,227,106.85 36.51% 27.88%
and retails
According to region
Shenzhen 377,689,133.40 66.14% 263,011,672.11 63.49% 43.60%
Anhui 4,521,763.87 0.79% 12,849,125.20 3.10% -64.81%
Sichuan 188,861,996.63 33.07% 138,377,981.65 33.41% 36.48%
(2) About the industries, products, or regions accounting for over 10% of the Company’s operating income
or operating profit
√Applicable □ Not applicable
In RMB
Increase/decrease Increase/decrease Increase/decrease
Operating
Operating cost Gross profit ratio of operating of operating cost of gross profit
revenue
revenue y-o-y y-o-y ratio y-o-y
According to industries
Auto sales 168,551,160.58 156,655,616.45 7.06% 37.89% 34.32% 2.47%
Auto inspection
and maintenance
46,766,020.98 39,663,299.92 15.19% -0.82% 9.60% -8.06%
and accessories
sales
Property rental
153,247,354.66 50,778,065.89 66.87% 78.71% 36.28% 10.81%
and service
Jewelry
wholesale and 193,383,760.50 181,699,948.40 6.04% 27.88% 30.23% -1.70%
retails
According to products
Auto sales 168,551,160.58 156,655,616.45 7.06% 37.89% 34.32% 2.47%
Auto inspection
and maintenance
46,766,020.98 39,663,299.92 15.19% -0.82% 9.60% -8.06%
and accessories
sales
17
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Property rental
153,247,354.66 50,778,065.89 66.87% 78.71% 36.28% 10.81%
and service
Jewelry
wholesale and 193,383,760.50 181,699,948.40 6.04% 27.88% 30.23% -1.70%
retails
According to region
Shenzhen 368,564,536.22 246,591,834.40 33.09% 44.46% 33.05% 11.20%
Anhui 4,521,763.87 4,858,397.11 -7.44% -64.81% -66.69% 6.07%
Sichuan 188,861,996.63 177,346,699.15 6.10% 36.48% 36.75% -0.18%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on
latest one year’s scope of period-end
□ Applicable √ Not applicable
(3) Income from physical sales larger than income from labors
√ Yes □ No
Industries Item Unit 2019 2018 Y-o-y changes (+,-)
Sales volume Set 1042 745 39.87%
Auto sales
Storage Set 108 64 68.75%
Reasons for y-o-y relevant data with over 30% changes
√Applicable □Not applicable
Sales volume increased mainly because in 2019, Huari Company launched two new medium and high-end models
as Avalon and Vellfire, which have a better response in the market with sales increased.
Storage increase mainly because a large number of people buy cars and register vehicles for the early coming of
Spring Festival of 2019, there were many vehicles are not picked up at end of the year for the slow business
processing.
(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
In RMB
2019 2018
Y-o-y changes
Industries Item Ratio in operation Ratio in operation
Amount Amount (+,-)
cost cost
Auto sales Automobile 156,655,616.45 36.35% 116,630,283.37 35.09% 34.32%
18
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Auto inspection
Accessory,
and maintenance
maintenance and 40,564,299.92 9.40% 36,190,699.86 10.89% 12.08%
and accessories
detection
sales
Lease, property
Property rental
management and 52,101,447.87 12.09% 40,006,456.97 12.04% 30.23%
and service
other
Retail and
Jewelry operation wholesale of 181,699,948.40 42.16% 139,519,914.92 41.98% 30.23%
jewelry
Total 431,021,312.64 100.00% 332,347,355.12 100.00% 29.69%
Classification of products
In RMB
2019 2018
Y-o-y changes
Products Item Ratio in operation Ratio in operation
Amount Amount (+,-)
cost cost
Auto sales Automobile 156,655,616.45 36.35% 116,630,283.37 35.09% 34.32%
Auto inspection
Accessory,
and maintenance
maintenance and 40,564,299.92 9.40% 36,190,699.86 10.89% 12.08%
and accessories
detection
sales
Lease, property
Property rental
management and 52,101,447.87 12.09% 40,006,456.97 12.04% 30.23%
and service
other
Retail and
Jewelry operation wholesale of 181,699,948.40 42.16% 139,519,914.92 41.98% 30.23%
jewelry
Total 431,021,312.64 100.00% 332,347,355.12 100.00% 29.69%
(6) Whether the changes in the scope of consolidation in Reporting Period
√Yes □ No
Totally 16 enterprises included in consolidate statement for year of 2019, found more in the VI. Change of Consolidate Scope carry
in the annotation of financial statement in Auditing Report 2019 released on Juchao Website on the same date. One enterprise
increase in the consolidate statement by comparing with last year.
(7) Major changes or adjustment in business, product or service of the Company in Reporting Period
□ Applicable √ Not applicable
19
深圳市特力(集团)股份有限公司 2019 年年度报告全文
(8) Major sales and main suppliers
Major sales client of the Company
Total top five clients in sales (RMB) 35,362,529.90
Proportion in total annual sales volume for top five clients 6.19%
Ratio of the sales from related parties in total annual sales
0.00%
among the top five clients
Information of top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 Client 1 7,987,838.74 1.40%
2 Client 2 7,287,047.67 1.28%
3 Client 3 7,073,415.00 1.24%
4 Client 4 6,585,916.21 1.15%
5 Client 5 6,428,312.28 1.13%
Total -- 35,362,529.90 6.19%
Other situation of main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 403,709,283.18
Proportion in total annual purchase amount for top five
93.66%
suppliers
Ratio of the purchase from related parties in total annual
0.00%
purchase among the top five suppliers
Information of top five suppliers of the Company
Serial Suppliers Procurement (RMB) Proportion in total annual procurement
1 Supplier 1 195,008,700.18 45.24%
2 Supplier 2 108,172,358.00 25.10%
3 Supplier 3 79,030,857.00 18.34%
4 Supplier 4 16,488,592.00 3.83%
5 Supplier 5 5,008,776.00 1.16%
20
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Total -- 403,709,283.18 93.66%
Other notes of main suppliers of the Company
□ Applicable √ Not applicable
3. Expenses
In RMB
Increase/decrease
2019 2018 Note of major changes
y-o-y
The costs of remuneration increased
for the implementation of
Sales expense 23,956,102.30 19,987,406.50 19.86%
market-oriented recruitment from
Huari Company
The costs of remuneration declined
from a year earlier due to the
Management expense 43,668,263.92 44,231,376.56 -1.27%
implementation of market-oriented
recruitment of 2018 from the Group
Repayment of working capital loans by
the Company and the interest expenses
Financial expense 4,982,765.55 6,508,114.19 -23.44% declined from a year earlier due to the
project loans repaid by Zhongtian
Company
4. R&D investment
□ Applicable √ Not applicable
5. Cash flow
In RMB
Item 2019 2018 Y-o-y changes (+,-)
Subtotal of cash in-flow from
668,606,354.87 446,554,238.53 49.73%
operation activity
Subtotal of cash out-flow from
589,695,001.84 453,129,218.50 30.14%
operation activity
Net cash flow arising from
78,911,353.03 -6,574,979.97
operating activities
Subtotal of cash in-flow from
2,235,119,053.77 1,283,663,305.04 74.12%
investment activity
Subtotal of cash out-flow from
1,883,237,512.37 1,261,960,622.90 49.23%
investment activity
21
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Net cash flow arising from
351,881,541.40 21,702,682.14 1521.37%
investment activity
Subtotal of cash in-flow from
178,020,000.00 163,082,000.00 9.16%
financing activity
Subtotal of cash out-flow from
350,992,854.04 177,155,081.66 98.13%
financing activity
Net cash flow arising from
-172,972,854.04 -14,073,081.66
financing activity
Net increased amount of cash
257,820,137.12 1,054,902.13 24340.19%
and cash equivalent
Main reasons for y-o-y major changes in aspect of relevant data
□Applicable √ Not applicable
Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company
√Applicable □Not applicable
Y-o-y changes
Item 2019 2018 Note
(+,-)
The first phase of the Jewelry
Net cash flow arising from
78,911,353.03 -6,574,979.97 Building was comprehensively put
operating activities
into operation this year
The redemption of financial
Subtotal of cash in-flow from products increased in the period, and
2,235,119,053.77 1,283,663,305.04 74.12%
investment activity received the equity transfer amount
of Xinglong Company and interest
Investment for financial products
increased and investment for Tellus
Subtotal of cash out-flow from
1,883,237,512.37 1,261,960,622.90 49.23% Jinzhuan Trading Building (Phase II
investment activity
of Tellus Shuibei Jewelry Building).
increased
Net cash flow arising from Receiving the equity transfer amount
351,881,541.40 21,702,682.14 1521.37%
investment activity of Xinglong Company and interest
New loans increased year-on-year
Subtotal of cash in-flow from and minority shareholder’s
178,020,000.00 163,082,000.00 9.16%
financing activity investment from Sichuan Jewelry
Company increased
Loan repayments increased,
Subtotal of cash out-flow from repayment of bank liquidity and
350,992,854.04 177,155,081.66 98.13%
financing activity fixed loan principal and interest and
loans
Net cash flow arising from -172,972,854.04 -14,073,081.66 bank loan and loan repayment
22
深圳市特力(集团)股份有限公司 2019 年年度报告全文
financing activity amount increases year on year.
III. Analysis of the non-main business
√Applicable □ Not applicable
In RMB
Amount Ratio in total profit Note Whether be sustainable
The 43% equity of Xinglong
Company was transferred
Investment income 240,569,654.98 79.50% completed in the year, N
210.68 million yuan was
recognized as income.
Change of the fair value for
Gain/loss of fair
477,394.67 0.16% un-matured financial N
value changes
products
Reversal of bad debt
reserves that accrual for
Xinglong equity loans, and
the bad debt reserves for
Assets impairment -608,190.07 0.20% N
intercourse funds are
reversed for the termination
of business from Tellus
Starlight Jinzun Company
Gains from retirement of
Non-operation
304,620.63 0.10% non-current assets and N
revenue
overdue fine etc.
Losses from retirement of
non-current assets and the
Non-operation lease liquidated damages
1,049,085.73 0.35% N
expenditure recognized for off-lease in
advance of Tellus Starlight
Jinzun Company
IV. Assets and liability
1. Major changes of assets composition
In RMB
Year-end of 2019 Year-begin of 2019 Ratio Notes of major
Amount Ratio in total assets Amount Ratio in total assets changes changes
23
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Monetary fund 428,851,606.04 26.06% 170,235,668.19 10.26% 15.80%
Account
112,613,224.27 6.84% 86,104,660.51 5.19% 1.65%
receivable
Inventory 21,389,602.83 1.30% 12,342,854.40 0.74% 0.56%
Investment real
554,599,503.55 33.70% 503,922,413.70 30.37% 3.33%
estate
Long-term equity
162,178,544.05 9.85% 224,644,766.21 13.54% -3.69%
investment
Fix assets 107,119,796.59 6.51% 112,674,017.53 6.79% -0.28%
Construction in
47,654,393.55 2.90% 12,843,571.97 0.77% 2.13%
process
Short-term loans 143,232,810.41 8.63% -8.63%
Long-term loans 34,934,887.55 2.11% -2.11%
Assets held for
85,017,251.77 5.13% -5.13%
sale
Other current
60,486,575.34 3.68% 331,523,546.74 19.98% -16.3%
assets
Taxes payable 71,425,267.61 4.34% 9,377,393.57 0.57% 3.77%
Other account
101,266,802.49 6.15% 250,198,878.69 15.08% -8.93%
payable
2. Assets and liability measured by fair value
√Applicable □Not applicable
In RMB
Accumulative Amount
Gains/losses Amount
changes of Impairmen of
Period-be of change of of sale
Items fair value t accrual in purchase Other changes Period-end
ginning fair value in in the
reckoned into the period in the
the period period
equity period
Financial assets
1. Tradable
financial assets
(excluding 60,486,575.34 60,486,575.34
derivative
financial assets)
2. Derivative
financial assets
24
深圳市特力(集团)股份有限公司 2019 年年度报告全文
3. Other creditor's
rights investment
4. Other equity
instruments 10,176,617.20 10,176,617.20
Investment
Subtotal of
financial assets
Investment Real
Estate
Productive
biological assets
Other
Above total 70,663,192.54 70,663,192.54
Financial
liabilities
Whether there have major changes on measurement attributes for main assets of the Company in report period or not
□ Yes √No
Explanation of major changes on measurement attributes for main asset and its impacts on operation results and financial status
3. Right of the assets restrained till end of the Period
Not applicable
found more in the V. (IV) An asset whose ownership or use is restricted carry in the annotation of financial statement in Auditing
Report 2019 released on Juchao Website on the same date.
V. Investment
1. Overall situation
√Applicable □Not applicable
Investment amount at same period of last
Investment amount in the period (RMB) Changes
year (RMB)
169,530,000.00 168,971,900.00 0.33%
2. The major equity investment obtained in the reporting period
√Applicable □Not applicable
In RMB
25
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Index
Name Status Current Date of
of
of Princip Method Amoun as of investm Whethe disclos
Term of Type of disclos
investe al of t of Shareh Capital Partner the Expecte ent r ure (if
investm product
d busines investm investm olding sources s balance d return profit litigatio ure (if
ent s applica
compan s ent ent sheet and n applica
ble
y date loss ble
)
)
Found
Purchas Purchas more in
e, sales e, sales Notice
and and (No.:
leasing leasing 2019-0
Shenzh
of gold of gold 31)
en
jewelry jewelry release
Tellus
and and d on
Treasur No Registr
preciou New preciou Securiti
e 50,000, 100.00 Own fixed ation -113,39 2019-0
s metal establis N/A s metal 0.00 N es
Supply 000.00 % funds deadlin complet 6.51 8-30
product hed product Times,
Chain e ed
s, s, Hong
Tech.
coffer coffer Kong
Co.,
lease lease Comme
Ltd.
and and rcial
wareho wareho Daily
using using and
services services Juchao
Website
26
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Found
more in
Notice
(No.:
2018-0
68)
Shenzh
release
en Jewelry Jewelry
d on
Tellus innovat innovat
Capital To 30 Comple Securiti
Chuang ion & 12,000, 100.00 Own ion & -870,00 -1,070, 2018-1
Increas N/A June ted the N es
ying entrepr 000.00 % funds entrepr 0.00 390.23 2-28
ed 2021 changes Times,
Tech. eneursh eneursh
Hong
Co., ip ip
Kong
Ltd.
Comme
rcial
Daily
and
Juchao
Website
62,000, -870,00 -1,183,
Total -- -- -- -- -- -- -- -- -- -- --
000.00 0.00 786.74
3. The major non-equity investment doing in the reporting period
√Applicable □Not applicable
In RMB
Reasons
Actual for not
Industry Investme Investme Realized Reaching Date of Index of
Invested
involved nt nt Income the disclosur disclosur
Investme with Anticipat
Project in Amount Amount Capital Project up to the Planned
nt fixed ed e (if e (if
Name Investme in this up to the Source Schedule End of Schedule
Method assets Income applicabl applicabl
nt Reportin End of Reportin and
(Y/N) e e
Projects g Period Reportin g Period Anticipat
) )
g Period ed
Income
27
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Found
more in
Notice
(No.:
Urban 2019-02
renewal 2)
pilot released
Phase II Raised
project - on
of Tellus fund by Not
upgradin 93,530,0 106,090, 2019-05- Securitie
Shuibei Self-built Y the 20.58% 0.00 0.00 applicabl
g of the 00 000 28 s Times,
Jewelry Compan e
gold Hong
Building y
jewelry Kong
industry Commer
park cial
Daily
and
Juchao
Website
Found
more in
Notice
(No.:
Transfor
2019-00
mation
Redecora 6)
&
tion, released
upgradin Raised
renovatio on
g project fund by Not
n and 14,000,0 14,000,0 2019-03- Securitie
of the Self-built Y the 46.67% 0.00 0.00 applicabl
upgradin 00 00 26 s Times,
421 Compan e
g of the Hong
worksho y
worksho Kong
p in
p Commer
Bagualin
cial
g
Daily
and
Juchao
Website
107,530, 120,090,
Total -- -- -- -- -- 0.00 0.00 -- -- --
000 000
4. Financial assets investment
(1) Securities investment
□ Applicable √ Not applicable
28
深圳市特力(集团)股份有限公司 2019 年年度报告全文
The Company had no securities investment in the reporting period.
(2) Derivative investment
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
5. Application of raised proceeds
□ Applicable √ Not applicable
The Company has no application of raised proceeds in the Period
VI. Sales of major assets and equity
1. Sales of major assets
□Applicable √Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
√Applicable □Not applicable
Implem
Net
ented on
profit Ratio of
schedul
contribu the net
e (Y/N),
ted by profit Owners
explaine
the sold from Whether hip
Trading Relation d the
equity Impact equity it was a transferr
price Pricing ship reasons Disclos
Counter Equity Sales from on the sales related ed Disclos
(10 principa with the and ure
part sold day period-b Compan in total transacti complet ure day
thousan l counter counter index
egin to y net on ely or
d Yuan) party measure
date for profit of (Y/N) not
for not
sales (in the (Y/N)
complet
10 Compan
ed on
thousan y
schedul
d Yuan)
e
29
深圳市特力(集团)股份有限公司 2019 年年度报告全文
In
accorda
nce with
the
Assets
Apprais
al
Report
(Guozo
nglian
Ping
Bao Zi
920170
No.
3-0083
issued Notice
(No.:
by
2019-03
Guozho
The 7)
43% impact nglian released
equity on total Land on
Shenzhe
of profit of Real Securiti
n Runhe
Shenzhe the Estate es
Unite
n Compan Times,
Investm Assets On
Xinglon 15 June y 11 Oct. Hong
ent 28,667 0 72.16% Apprais N N/A Y schedul
g 2018 approxi 2019 Kong
Develop al Co., e
Machin mately Comme
ment
ery amounte Ltd.- the rcial
Co.,
Mould d as enterpri Daily
Ltd.
Co., 210.54 se with and
Ltd. million qualific Juchao
Yuan Website
ation of
(www.c
exercisi
ninfo.co
ng m.cn).
securitie
s and
futures
business
, the
assessm
30ent is
adopted
asset-ba
sed
深圳市特力(集团)股份有限公司 2019 年年度报告全文
VII. 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 Main Register Operating Operating
Type Total assets Net Assets Net profit
name business capital revenue profit
Shenzhen
Sales of
Auto RMB
Subsidi auto and
Industry and 58.96 371,059,129.53 332,301,527.18 20,661,635.23 8,693,513.91 3,013,767.96
ary accessorie
Trade million
s
Corporation
Auto
maintenan
Shenzhen
ce and
SDG Huari
Subsidi production USD 5
Auto 72,573,962.20 24,404,833.16 38,745,157.90 -881,988.55 -3,089,360.18
ary and sales million
Enterprise
of
Co., Ltd.
accessorie
s
Shenzhen
RMB
Zhongtian Subsidi Property
366.2219 609,604,697.52 397,315,112.55 75,637,032.12 35,439,489.79 29,623,234.62
Industrial ary rental
million
Co,. Ltd.
Shenzhen
Huari Toyota Subsidi RMB 2
Auto sales 70,989,191.36 4,195,966.42 219,302,518.27 2,710,262.43 2,099,623.78
Automobile ary million
Sales Co. Ltd
Shenzhen Manufactu
Xinyongtong re of
RMB
Auto Vehicle Subsidi inspection
19.61 12,631,733.23 7,854,433.73 5,372,879.71 2,225,022.79 2,135,660.42
Inspection ary equipment
million
Equipment for motor
Co., Ltd. vehicle
Shenzhen
Tellus Inspection
RMB
Xinyongtong Subsidi and repair
32.90 82,373,581.53 62,510,074.57 13,469,910.73 8,031,527.80 6,029,940.85
Automobile ary of motor
million
Development vehicle
Co. Ltd
31
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Anhui Tellus
Starlight
Subsidi Jewelry RMB 9.8
Jewelry 1,050,070.80 -1,305,792.00 4,521,763.87 -5,164,928.76 -5,998,228.76
ary sales million
Investment
Co., Ltd.
Shenzhen
Tellus
Subsidi Property RMB 14
Chuangying 17,227,988.23 13,373,224.13 775,506.85 -1,070,265.27 -1,070,390.23
ary rental million
Tech. Co.,
Ltd.
Sichuan
Tellus Subsidi Jewelry RMB 150
165,221,011.49 163,519,977.52 188,861,996.63 10,692,798.70 7,948,058.00
Jewelry Tech. ary sales million
Co., Ltd.
Shenzhen
Joint Car sales
Zung Fu
stock and RMB 30 1,146,987,875.0
Tellus Auto 270,537,114.00 90,241,093.00 39,768,334.00 30,667,317.00
Compa maintenan million 0
Service Co.,
ny ce
Ltd.
Manufactu
Shenzhen Joint re and
Dongfeng stock maintenan RMB 100
694,315,515.45 167,760,810.29 502,282,870.47 20,239,872.88 18,741,639.29
Motor Co., Compa ce of million
Ltd. ny automobil
e
Investmen
t in
Shenzhen Joint
industry, RMB
Tellus Gman stock
property 123.70496 419,980,893.69 140,310,766.95 91,769,888.39 21,705,785.59 16,232,739.76
Investment Compa
manageme million
Co., Ltd. ny
nt and
leasing
Particular about subsidiaries obtained or disposed in report period
√Applicable □Not applicable
Impact on overall operation and
Name Way to obtained and dispose in the Period
performance
32
深圳市特力(集团)股份有限公司 2019 年年度报告全文
An important part of the jewelry third party
operation service strategy of the Company,
Shenzhen Tellus Treasure Supply Chain
Newly established the Tellus Treasure Company is in progress
Tech. Co., Ltd.
of construction in 2019 and with net profit
of -110000 yuan for 2019.
Notes of holding and shareholding companies
During the reporting period, the company did not disclose the information of important holding companies.
VIII. Structured vehicle controlled by the Company
Not applicable
IX. Future development prospects
(i) Industry pattern & development trend
In 2019, the economic situation at home and abroad was complex, affected by factors such as the rise of trade
protectionism and increasing geopolitical uncertainty, the global economic growth has continued to slow down,
and growth in major world economic entities has been sluggish. In the domestic economy, the downward pressure
on the economy increased due to factors such as Sino-US trade friction, financial deleveraging, and industrial
upgrading and transformation. China’s GDP increased by 6.1% over the previous year, which was in line with
expectations, but its economic growth slowed. At the beginning of 2020, the novel coronavirus pneumonia
epidemic spread rapidly across the country, the country has adopted preventive measures such as home isolation
and prolonged resumption of labor and production, which caused a significant impact on economic development
in the short term, in the long run, China’s economy will continue to maintain a stable and good trend.
The gold jewelry industry experienced years of bottom shocks, and the rise of consumption in 2017 brought
structural recovery in the industry. After entering 2019, due to the combined effects of the industry cycle and the
economic cycle, gold consumption fell on a year-on-year basis, the decline in benefits was obvious, and domestic
gold consumption was generally weak. According to the “Operation of the Gold Industry in 2019” announced by
the Ministry of Industry and Information Technology, the national gold consumption in 2019 was 1002.8 tons, a
year-on-year decrease of 12.9%, of which, the consumption of gold jewelry was 676.2 tons, a year-on-year
decrease of 8.2%, the consumption of gold bars and gold coins was 225.8 tons, a year-on-year decrease of 27%,
the consumption in industry and other fields was 100.8 tons, a year-on-year decrease of 4.9%. In the beginning of
2020, the outbreak of novel coronavirus pneumonia epidemic made a frontal attack on the Chinese jewelry retail
market, the Spring Festival and Valentine’s Day were supposed to be the peak sales season of the year, but the
sudden outbreak of epidemic caused the jewelry industry to be cold, as an optional consumer product, the jewelry
was greatly affected by the economic downturn. However, in the long run, due to the increase in per capita
disposable income of urban residents, the growing size of young millennial consumers and emerging middle class
groups, and the growth of risk aversion, the gold jewelry industry has entered a recovery phase.
33
深圳市特力(集团)股份有限公司 2019 年年度报告全文
(ii) Development strategy
Since formulated the strategic plan for transforming into a third-party integrated operation service provider in the
jewelry industry in 2014, Tellus has been steadily pushing forward its strategy in accordance with the established
strategy. In order to make the company bigger and stronger, Tellus actively explored new industry fields while
deepening the jewelry’s third-party operation and service strategy. Based on its own resource endowment
conditions and capabilities, Tellus chose to comply with the strategic development direction of the country and the
leading demonstration area, developed relatively mature and stable industries that can make use of their own
characteristics and shareholders’ resources, and implemented a diversified development strategy.
1. The third party operation service of jewelry
(1) Industry park services
Shuibei Jewelry Industrial Park Project: The physical platform is the core foundation of the company’s overall
strategy. As of the end of the reporting period, the company’s projects located at the Tellus Gmen Gold Jewelry
Industrial Park included: the phase I project of Tellus Shuibei Jewellery Building built by the company’s
wholly-owned subsidiary and Shuibei Jinzuo Building project constructed by the joint venture are put into
operation; the phase II project of Tellus Shuibei Jewellery Building is under construction. Relying on the
above-mentioned physical platforms, the company will give full play to its resource advantages, make overall
planning for the business format, and innovate the operation and management model, provide basic property
services, business butler services, marketing promotion services, talent services, financial services, testing,
packaging, catering, innovation and entrepreneurship, design creativity, incubators, warehousing, gold leasing,
supplying chain and other industries and services supporting value-added contents by grafting “Jinteli ICON”
jewelry business butler services, innovation and entrepreneurship platforms, Tellus treasury supplier chain
company projects, create a jewelry industry innovation ecosystem, and energize the transformation and
development of the jewelry industry.
In the structural reform strategy and plan of the jewelry industry supply side in the Shuibei-Buxin area planned by
the Shenzhen Municipal Government and the Luohu District Government, Buxin area is planned to be the jewelry
intelligent manufacturing base of Luohu District. The company has a number of properties in the Buxin industrial
zone, and is the largest owner of the 04 and 05 subunits of the Buxin urban renewal unit planning project. The
company will actively promote the implementation of the reform project, improve the quality of the company’s
assets and lay a solid foundation for the company’s strategic transformation under the established planning
scheme of Luohu District.
(2) Supplying chain services
①Sichuan Tellus Jewelry Tech. Co., Ltd.
The company co-invested and established Sichuan Tellus Jewelry Tech. Co., Ltd. by cooperating with strong
distributors in Sichuan. After two years of operation, Sichuan Jewelry Company has perfected and formed a set of
operating procedures and business process systems in line with the industry conditions in the business practice,
the supply chain settlement supporting service system and the jewelry industry ERP system are operating, the
34
深圳市特力(集团)股份有限公司 2019 年年度报告全文
company will continue to improve supply chain service management capabilities, and conduct supply chain
service business under the premise of controllable risks.
②Shenzhen Tellus Treasure Supply Chain Tech. Co., Ltd.
During the reporting period, the company completed the investment approval of the Tellus Treasury supply chain
project, and it would conduct jewelry supply chain services through Shenzhen Tellus Treasure Supply Chain Tech.
Co., Ltd., a wholly-owned subsidiary of Tellus, which provides overall supply chain solutions and services for the
jewelry industry, activates jewelry assets, and injects vitality into upstream and downstream jewelry transactions
based on the real purchase and sales behavior of the jewelry industry chain, and with the help of business data and
information resources of professional service platforms, and based on data collection and analysis. By providing
supply chain services, the company can get business revenue and industry data, and expand influence.
(3) Innovative and entrepreneurial service
The innovation and entrepreneurship platform is based on the Tellus Jewelry Industrial Park, integrates designers,
metalworkers, equipment manufacturers, raw materials suppliers, appraisers and trainers in the industrial chain,
innovates flexible production and processing methods, builds a design and entrepreneurship platform, and
establish new industry structure to realize the upgrading of the jewelry industry. To this end, Tellus Group has
invested in the creation of the “Jewelry Industry Innovation and Entrepreneurship Base”, which is the first batch
of only licensed jewelry industry innovation and entrepreneurship base in Shenzhen.
The innovative and entrepreneurial base will take “jewelers”, “Jinchuang Tellus makers service”, “new technology
and new materials R&D platform”, “Xinggongchang designer platform” and “jewelry business incubation
platform” as five sub-platforms for construction, accelerate the space renovation and upgrading,
“Xinggongchang” innovative and entrepreneurial space, jewelry industry financial incubation system, new
technology and new materials laboratory, jewelry testing platform and other key projects, build the entire process
incubation acceleration system for the small and micro enterprises from makers’ training to entrepreneurship,
entrepreneurial support, product marketization to the development and listing of small and micro enterprises,
which provides a rooted entrepreneurial platform for the makers so as to enhance the entrepreneurial success rate
of the jewelry industry and energize the industry innovation.
(4) Big data basic services
Sichuan Jewelry Company fully promoted the construction of IT platform, completed the testing, deployment and
trial operation of optimized versions of the supply chain system, retail system, and wholesale system, and
completed the development of the main body of the operation management system. At the same time, it
strengthened the construction of big data center basic work and the data collection and analysis, continuously
improves data analysis capabilities, and lays the foundation for big data basic services.
As a state-owned enterprise and a listed company, the company has the public credibility and the ability to
35
深圳市特力(集团)股份有限公司 2019 年年度报告全文
effectively communicate and cooperate with government departments, and can play the role of a third-party
platform enterprise in the jewelry industry, it can rely on the free circulation concept of goods in the pilot
demonstration zone and the Greater Bay Area, as a bridge and bond among the government and the private
jewelry enterprises, the overseas and the domestic suppliers, and the distributors, it serves domestic and overseas
suppliers, aggregates the upstream and downstream of the jewelry industry chain, integrates industry needs, solves
industry pain points, provides bonded, exhibition, warehousing, trading and other basic services for industry and
enterprise, and coordinates government agencies to strive for various industry preferential policies to empower the
industry. At the same time, transaction data is accumulated through business operations, with the help of the
company’s IT platform operation management and data analysis capabilities, it can provide a basis for the
company to develop big data services.
2. Exploration of new industry fields
Tellus will make use of its own resource advantages, adhere to a diversified development pattern, and seek to
create a “sustainable development ecosystem”. According to its own resources and management capabilities, seek
and absorb industries that are in line with the strategic development direction of the country, the Guangdong-Hong
Kong-Macao Greater Bay Area and the leading demonstration areas, whose industry development is relatively
mature and stable and has a good industrial foundation, and can make use of the platform of state-owned listed
companies, so as to form an interaction with Tellus’ original resources or sectors to create new industrial growth
points for listed companies. New industries include but are not limited to ICT, big data, emerging information
industries, new energy, high-end equipment manufacturing, big health, biological industries, energy conservation
and environmental protection and other industries. At present, due to the complex economic situation and slowing
economic growth, Tellus will seize the market opportunities brought by the economic cycle, give play to its own
resources, management capabilities and capital advantages, cultivate and absorb high-quality assets in related
fields through the combination of multiple methods such as directly investing in mergers and acquisitions,
initiating or participating in industrial funds and capital operations, merge flows, expand scale, achieve qualitative
change, and further strengthen the sustainable profitability of listed companies.
(iii) The company’s 2020 annual business plan
2020 is the ending of the “13th Five-Year” strategic planning and the year to start drawing the blueprint of the
“14th Five-Year” strategic planning. Affected by the novel coronavirus pneumonia epidemic, 2020 will be a more
difficult year. In order to cope with the epidemic, the company has actively responded to the call of the Shenzhen
Municipal Government and the State-owned Assets Supervision and Administration Commission, courageously
shouldered the social responsibility of state-owned enterprises, shared the difficulties with customers, and made
contributions to stable operations in Shuibei area, and it has already waived rents exceeding 25 million yuan in the
first quarter, which will have a corresponding impact on net profit in 2020. Facing the complicated situation, the
company will face the difficulties, strictly follow the work plan of the board of directors, conscientiously
implement the “Double Hundred Actions”, ensure the successful completion of the “13th Five-Year Plan”, and
work hard to advance various tasks.
36
深圳市特力(集团)股份有限公司 2019 年年度报告全文
1. in automobile business: on maintaining the scale of auto sales and service business, actively exploit the
incremental new business model for Huari Company
2. Resource assets business: improve the quality of old properties, scientifically design the layout of the business,
transform and upgrade the original properties, and improve asset quality and income levels.
3. Jewellery business:
(1) Continue to optimize and improve the business model of Sichuan Tellus Company, clarify the path of
informatization construction, face the systemic risks of the industry brought by the complex economic situation,
and take risk control as the guide to strengthen risk control on the one hand and strengthen the supports on high
quality customers on the other hand to enable them to continue to survive and develop under difficult
circumstances, and contribute to the stability of the industry.
(2) The first phase of the Tellus Shuibei Jewelry Building, a key project on the physical platform, has been opened.
It strives to maintain a stable and healthy daily operating status as a whole, leverages various resource advantages,
and actively explores innovative business models that rely on physical platforms to carry out multiple value-added
services so as to improve the comprehensive income of the project.
(3) Actively promote Tellus Gold and Diamond Trading Building, namely, the second phase of Shuibei Jewelry
Building, and proceed steadily in accordance with the construction plan to ensure the progress of the project.
(4) Complete the overall construction of the Tellus Treasury supply chain project and pass the acceptance. The
safe deposit box business as a whole will be put into operation, and the gold lease and jewelry supply chain
business will be developed at an appropriate time.
(5) Combine the formulation of the “14th Five-Year Plan”, make use of its own resource advantages, rely on the
industrial core regional advantages of Tellus Jewellery Building and Gold and Diamond Building, and explore the
innovative platform project to offer bonded, exhibition, warehousing, and trading functions based on the customs’
innovative bonded policies to empower the industry.
(6) For the urban renewal and transformation of the Buxin industrial zone, strive for a clear industrial planning
opinion and submits the plan.
4. Management:
(1) Minimize the impact of the epidemic on operations, firstly, continue to implement various epidemic
prevention and control work, “epidemic is the order, prevention and control is the responsibility”, and put the
epidemic prevention and control work in the first place; secondly, plan ahead, reverse the timetable and strive to
regain the progress of the work that has been affected by the epidemic situation; thirdly, study the anti-epidemic
policies issued by the relevant units, strive for subsidy support, and reduce the impact of the epidemic on business
operations; fourthly, strictly control general expenses, develop a program to control expenditures, increase income
and reduce expenditure.
(2) Actively promote the formulation of the “14th Five-Year Plan”, establish a strategic management and control
mechanism, clarify the path of special transformation, thoroughly demonstrate strategic transformation projects,
and optimize capital allocation through various methods such as the introduction of strategic investment, the
introduction of funds, and refinancing.
37
深圳市特力(集团)股份有限公司 2019 年年度报告全文
(3) In terms of subordinate enterprise management, continue to improve the management level, optimize and
adjust the corporate structure, maximize the value of participating companies, exit loss-making enterprises, clean
up zombie enterprises, and improve corporate vitality.
(4) Establish and improve the talent training system, increase the intensity of talent introduction, deepen the
market-based exit mechanism, and optimize the salary and performance management mechanism.
(5) Implement various tasks of informatization construction, and complete the project construction of Sichuan IT
system phase III, group operation decision analysis platform phase I, and Gold Tellus information system in
accordance with the company’s overall business plan.
(6) Strengthen the construction of corporate culture, further build the cultural orientation of “fair, diligent,
struggling, and honest” striver, and promote the healthy development of enterprises.
(7) Improve the quality of risk control work, and promote the further normalization, institutionalization and
standardization of company management.
(8) Thoroughly study and implement the spirit of the Nineteenth National Congress of the Communist Party of
China, continue to carry out the “two studies, one action” and anti-corruption work in a deep-going way, and
strengthen the building of grassroots group organizations.
(9) Pay close attention to production safety, implement the safety management responsibility system, eliminate
hidden safety hazards, and ensure safety without accidents.
(iv) Possible risks and countermeasures
In the process of strategic transformation and project operation, we will objectively and clearly recognize the
possible risks and take active and effective measures to prevent them:
1. Risks caused by fluctuations in the macroeconomic situation
Affected by Sino-U.S. trade friction, financial deleveraging and other factors, China’s economy has entered a
period of speed-shifting, the domestic economic growth has slowed down, and the pressure on industrial
restructuring has increased; at the beginning of 2020, the epidemic of novel coronavirus pneumonia quickly
spread to the whole country, prevention and control measures such as home isolation and prolonged resumption of
work and production have been adopted, which have had a significant impact on economic development. The
overall economic environment has brought an uncertain impact on the company’s operations.
In response to this risk, the company will actively take various preventive measures. The first is to continue to
strengthen management, work hard, improve efficiency through scientific management, tap potential and increase
revenue, and comprehensively improve the profitability of the original business; the second is to firmly promote
the pace of strategic transformation of the company, promote the transformation of the project through innovative
business models, expand the incremental market, expand the scale of business, look for new profit growth points,
and provide a good foundation for the company’s long-term stable development.
38
深圳市特力(集团)股份有限公司 2019 年年度报告全文
2. Risks brought about by transforming into new areas
In recent year, the Company has made full efforts to promote the strategic goal of transformation, several
transformation projects have been implemented successively, however, in the process of deeply ploughing into the
jewelry industry, the company has become more and more aware of the difficulties and risks that may be faced in
the transformation to a new business area. The new field means a new business model, technical characteristics,
supply and demand relationship, customer needs, risk factors, human resources requirements, and how to identify
technological development capabilities, how to meet the ever-changing individualized diversified needs of
emerging consumer groups, and how to take the path of innovation and development in the more competitive
industry environment in the market segment are new challenges that the company needs to solve urgently and put
forward higher requirements for the company’s resource integration capabilities, project management capabilities
and professional talent reserves in the layout of business transformation.
In response to this risk, on the one hand, the company will continue to strengthen the transformation conviction,
make full demonstration, prudently make decisions, elaborate management, and carry out market-oriented
operation in accordance with the established overall development strategy and business strategy so as to ensure
that the transformation projects achieve good investment returns, and actively respond to market competition; on
the other hand, the company will steadily promote reform and innovation, and take the opportunity of completing
the “Double Hundred Actions” to explore and improve the company’s long-term incentive mechanism, mobilize
the enthusiasm of all employees, improve the management level and operational efficiency of enterprises, and
effectively enhance the core competitiveness of enterprises.
X. Reception of research, communication and interview
1. In the report period, reception of research, communication and interview
□ Applicable √Not applicable
No reception of research, communication and interview in the Period
39
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section V. Important 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
The company attaches great importance to the reasonable returns for investors; the Articles of Association clearly
defines the standards and proportions of cash dividends, the decision-making procedures and mechanisms, and the
form of profit distribution. The company strictly complies with the Articles of Association and the resolutions of
the shareholders' general meeting, the dividends standards and proportions are clear, relevant decision-making
procedures and mechanisms are complete, the independent directors are responsible and give play to their duties,
the medium and small shareholders have the opportunities to express their opinions and demands, and the
legitimate rights and interests of medium and small shareholders are fully maintained.
Special description on cash dividend policy
Whether it meets the requirements of the Article of Association
Y
or the Resolution of the General Meeting (Y/N):
Whether the bonus standards and proportion is clear and
Y
well-defined (Y/N):
Whether has a completed relevant decision-making procedures
Y
and mechanism (Y/N):
Whether independent directors fulfill duties and play a due role
Y
(Y/N):
Minority shareholders whether has opportunity of full expression
and appeals, the legal interest of the minority are being protected Y
totally (Y/N):
As for the adjustment and change of cash bonus policy, the
condition and procedures whether meets regulations and Y
transparent (Y/N):
Distribution plan (pre-plan) for common stock dividends, capitalization scheme of capital reserve (pre-plan) in latest three years
(including this period)
As of December 31, 2017, the undistributed profit of the company’s consolidated statements was 97,798,595.80
yuan, and the undistributed profit of the parent company was -1,372,862.05 yuan. The only subsidiary that had an
impact on the company’s consolidated undistributed net profit of more than 10% was Shenzhen Auto Industry and
Trade Corporation, the main reason why the company had no dividend was because the company’s working
capital was tight and there was no enough cash to pay dividends. According to Article 7.6.7 of the “Guidelines for
Standardized the Operation of Listed Companies on Main Board of Shenzhen Stock Exchange (2015 Revised),
40
深圳市特力(集团)股份有限公司 2019 年年度报告全文
when a listed company formulates a profit distribution plan, it should be based on the profit available for
distribution in the parent company’s statements. At the same time, in order to avoid the situation of over-allocation,
the company should determine the specific profit distribution ratio based on the lower profit available for
distribution either in the consolidated statement or in the parent company’s statement. Because the undistributed
profit of the parent company was negative, the company did not distribute profits in 2017, nor increased the public
reserve fund.
Profit distribution plan for year of 2018 are: carry out 4.5 additional shares for each 10 shares held by
shareholders are being converted by the capital reserve, based on total share capital 297,281,600 shares on 31st
December 2018. Totally 133,776,720 shares are converted and the share capital of the Company increased to
431,058,320 after this conversion
Profit distribution plan for year of 2019 are: Distributed 0.42 yuan cash bonus (including tax) for every 10 shares
held by whole shareholders of the Company based on total share capital 431,058,320 shares on 31st December
2019, total 18,104,449.44 yuan are distributed in cash, no bonus shares and no public reserve transfer into share
capital.
Cash dividend of common stock in latest three years (including the reporting period)
In RMB
Ratio of the
Ratio of the
Ratio of the total cash
Net profit cash bonus by
cash bonus in bonus (other
attributable to other ways in
net profit ways included)
common stock Proportion for net profit
attributable to Total cash in net profit
Amount for shareholders of cash bonus by attributable to
Year for bonus common stock bonus attributable to
cash bonus (tax listed company other ways(i.e. common stock
shares shareholders of (including common stock
included) in share shareholders of
listed company other ways) shareholders of
consolidation buy-backs) listed company
contained in listed company
statement for contained in
consolidation contained in
bonus year consolidation
statement consolidation
statement
statement
2019 年 18,104,449.44 219,669,708.47 8.24% 0.00 0.00% 18,104,449.44 8.24%
2018 0.00 86,924,058.72 0.00% 0.00 0.00% 0.00 0.00%
2017 0.00 66,862,772.68 0.00% 0.00 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
41
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Dividends for every 10-share (RMB) (Tax
0.42
included)
Shares transferred from every 10 shares (Share) 0
Equity base of distribution plan (Share) 431,058,320
Cash bonus distribution (RMB) (Tax included) 18,104,449.44
Cash bonus distribution in other ways (i.e. share
0.00
buy-backs) (RMB)
Total cash bonus (including other ways) (RMB) 18,104,449.44
Distributable profits (RMB) 179,916,021.60
Ratio of total cash dividend (other ways included)
100%
in total profit distribution
Cash dividend
Explanation on profit distribution or capitalizing of capital reserves
Profit distribution plan for year of 2019 are: Distributed 0.42 yuan cash bonus (including tax) for every 10 shares
held by whole shareholders of the Company based on total share capital 431,058,320 shares on 31st December
2019, total 18,104,449.44yuan are distributed in cash, no bonus shares and no public reserve transfer into share
capital.
III. Implementation of commitment
1. Commitments that the actual controller, shareholders, related party, buyers and the Company have
fulfilled during the reporting period and have not yet fulfilled by the end of reporting period
√Applicable □Not applicable
Type of
Commitment Comm Imple
Commitment
Commitments commit Content of commitments itment ment
party date
term ation
ments
Commitments for
share merger
reform
Commitments in
report of
acquisition or
equity change
Commitments in
assets
reorganization
Commitments Shenzhen The commitments to the fulfillment of information Imple
Long-t
make in initial Tellus Holding Other disclosure about the Company business development 2014-10-17 menti
erm
public offering or Co., Ltd. are as follows: except for the information has been ng
42
深圳市特力(集团)股份有限公司 2019 年年度报告全文
re-financing disclosed publicly, the Company has not had the
disclosed information about asset acquisition and
business development that has not been disclosed
within one year. In the future, the Company shall
timely, accurately and adequately disclose the relevant
information according to the progress of new business
and the related requirements.
Equity incentive
commitment
In order to avoid the horizontal competition, the
Company’s controlling shareholder, Shenzhen SDG has
issued the “commitment letter about the avoidance of
Shenzhen
Horizont horizontal competition” on May 26, 2014. The full
Special Imple
al commitment letter is as follows: 1. The Company and Long-t
Development 2014-05-26 menti
Competi other enterprises controlled by the Company except erm
Group Co., ng
tion Tellus Group haven’t occupied in any business that
Ltd. (SDG)
could substantially compete with the main businesses of
Tellus Group, and have no horizontal competition
relationship with Tellus Group.
From 2017 to 2019, the Company’s profits will first be
used to cover the losses of previous years; after making
up for losses of previous years, in the premise that the
Company’s profits and cash flow can meet the
Company's normal operations and long-term
Other development, reward shareholders, the Company will
commitments for implement positive profit distribution approaches to
medium and small reward the shareholders, details are as follows: 1. The
shareholders Company’s profit distribution can adopt cash, stock or
the combination of cash and stock or other methods
Dividen permitted by law. The foreign currency conversion rates
Shenzhen Imple
d of domestically listed foreign shares dividend are 2019-1
Tellus Holding 2017-05-04 menti
commit calculated according to the standard price of HK dollar 2-31
Co., Ltd. ng
ment against RMB announced by People's Bank of China on
the first working day after the resolution date of the
shareholders' meeting. The Company prefers to adopt
the cash dividends to distribute profits. In order to
maintain the adaptability between capital expansion and
performance growth, in the premise of ensuring the full
cash dividend distributions and the rationality of equity
scale and equity structure, the Company can adopt the
stock dividend methods to distribute profits. 2.
According to the "Company Law" and other relevant
laws and the provisions of the Company’s "Articles of
43
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Association", following conditions should be satisfied
when the Company implements cash dividends: (1) the
Company's annual distributable profits (i.e. the after-tax
profits after making up for losses and withdrawing
accumulation funds) are positive value, the
implementation of cash dividends will not affect the
Company's subsequent continuing operations; (2) the
audit institution issues the standard audit report with
clean opinion to the Company's annual financial report;
(3) the Company has no significant investment plans or
significant cash outlay (except for fund-raising
projects). Major investment plans or significant cash
outlay refer to: the accumulated expenditures the
Company plans to used for investments abroad,
acquisition of assets, or purchase of equipment within
the next 12 months reach or exceed 30% of the net
assets audited in the latest period. 3. In the premise of
meeting the conditions of cash dividends and ensuring
the Company’s normal operation and long-term
development, the Company makes cash dividends once
a year in principle, the Company’s board of directors
can propose the Company to make interim cash
dividends in accordance with the Company's
profitability and capital demand conditions. The
proportion of cash dividends in profits available for
distribution and in distribution of profits should meet
the following requirements: (1) in principle, the
Company’s profits distributed in cash every year should
not be less than 10% of profit available for distribution
realized in the same year, and the Company’s profits
accumulatively distributed in cash in the last three years
should not be less than 30% of the annual average profit
available for distribution realized in the last three years.
(2) if the Company’s development stage belongs to
mature stage and there is no significant capital
expenditure arrangement, when distributing profits, the
minimum proportion of cash dividends in this profit
distribution should be 80%; (3) if the Company’s
development stage belongs to mature stage and there
are significant capital expenditure arrangements, when
distributing profits, the minimum proportion of cash
dividends in this profit distribution should be 40%; (4)
if the Company’s development stage belongs to growth
stage and there are significant capital expenditure
44
深圳市特力(集团)股份有限公司 2019 年年度报告全文
arrangements, when distributing profits, the minimum
proportion of cash dividends in this profit distribution
should be 20%; when the Company's development
stage is not easy to be differed but there are significant
capital expenditure arrangements, please handle
according to the preceding provisions. 4. On the
condition of meeting the cash dividend distribution, if
the Company's operation revenue and net profit grow
fast, and the board of directors considers that the
Company’s equity scale and equity structure are
reasonable, the Company can propose and implement
the dividend distribution plans except proposing the
cash dividend distribution plans. When allocating stock
dividend every time, the stock dividend per 10 shares
should be no less than 1 share. Stock allocation can be
implemented individually or in combination of cash
dividends. When confirming the exact amount of profit
distribution by stock, the Company should fully
consider if the general capital after profit distribution by
stock matches with the Company’s current operation
scale and profit growth rate and consider the impact on
future financing so as to make sure the allocation plans
meet the overall interests of all shareholders.
Completed on
Y
time(Y/N)
As for the
commitment out
of the
commitment time, Not applicable
explain the
specific reasons
and further plans
2. Concerning assets or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast
□Applicable √Not applicable
IV. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
45
深圳市特力(集团)股份有限公司 2019 年年度报告全文
V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Qualified Opinion” that issued by CPA
□Applicable √Not applicable
VI. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
√Applicable □Not applicable
Since January 1, 2019, the Company has implemented the revised Accounting Standards for Business Enterprises
No.22 - Recognition and Measurement of Financial Instruments, Accounting Standards for Business Enterprises
No.23 - Transfer of Financial Assets, and Accounting Standards for Business Enterprises No.24 - Hedging and
Accounting Standards for Business Enterprises No.37 - Presentation of Financial Instruments of the Ministry of
Finance, adjusted the depreciation period of buildings and electronic equipment since April 1, 2019, implemented
the revised Accounting Standards for Business Enterprises No.7 - Non-Monetary Assets Exchange since June 10,
2019, and implemented the revised Accounting Standards for Business Enterprises No. 12 - Debt Restructuring
since June 17, 2019, for details, please refer to the Company’s “2019 Annual Audit Report” disclosed on
www.cninfo.com.cn on the same day, Note III to the Financial Statements “Major Accounting Policies and
Accounting Estimates” (28) “Changes in Important Accounting Policies and Accounting Estimates”
VII. Major accounting errors within reporting period that needs retrospective restatement
□ Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.
VIII. Compare with last year’s financial report; explain changes in consolidation statement’s
scope
Totally 16 enterprises included in consolidate statement for year of 2019, found more in the VI. Change of consolidation scope in the
annotation of financial statement in Auditing Report 2019 released on Juchao Website on the same date. One enterprise increase in
the consolidate statement by comparing with last year.
IX. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Name of domestic accounting firm Pan-China Certified Public Accountants (LLP)
Remuneration for domestic accounting firm (in 10 thousand
72
Yuan)
Continuous life of auditing service for domestic accounting firm 0
Name of domestic CPA Wang Huansen ,Qin changming
Continuous life of auditing service for domestic accounting firm 0
46
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Re-appointed accounting firms in this period
√ Yes □ No
Whether to change the accounting firm during the audit period
□ Yes √ No
Whether the change of accounting firm meets the approval procedure
√ Yes □ No
Detailed description of the re-appointed, change of accounting firm
The company’s original auditing firm Ruihua Certified Public Accountants (LLP) (hereinafter referred to as
“Ruihua CPA”) adhered to the principle of independent auditing in its practice, fairly and independently issued
audit opinions, objectively, fairly and accurately reflected the company’s financial situations and internal controls,
and effectively fulfilled the responsibilities of the audit institution.
In view of the fact that Ruihua CPA has provided audit services to the company for many years, the company
intends to no longer hire Ruihua CPA as the company’s financial audit institution for 2019, and has communicated
with Ruihua CPA in advance regarding termination and related matters. The company expresses its sincere
gratitude to Ruihua CPA and its team for their diligence, conscientiousness and good service during the provision
of audit services.
According to the company’s business development and future audit needs, after careful consideration, the
company intends to hire Pan-China Certified Public Accountants (LLP) as the company’s financial audit and
internal control audit institution for 2019, with a term of one year and the financial audit fee of 500,000 yuan and
the internal control audit cost of 220,000 yuan, a total of 720,000 yuan.
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√Applicable □ Not applicable
The Conpany appointed Pan-China Certified Public Accountants (LLP) as the internal control audit accounting
firm of the Company in 2019, with internal control audit of 220,000 yuan.
X. Particular about suspension and termination of listing after annual report disclosed
□Applicable √Not applicable
XI. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period
XII. Significant lawsuits and arbitration of the Company
√Applicable □Not applicable
found more in the XI. Commitments and contingencies in the annotation of financial statement in Auditing Report 2019 released on
Juchao Website on the same date.
47
深圳市特力(集团)股份有限公司 2019 年年度报告全文
XIII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
XIV. Integrity of the Company and its controlling shareholders and actual controllers
√Applicable □ Not applicable
During the reporting period, the Company and the controlling shareholders and the actual controllers have had
good reputation, and there is no large amount due un-liquidated debt sentenced by the court.
XV. Implementation of the Company’s stock incentive plan, employee stock ownership plan
or other employee incentives
□ Applicable √ Not applicable
During the reporting period, the Company has no stock incentive plan, employee stock ownership plan or other employee incentives
that have not been implemented.
XVI. Major related transaction
1. Related transaction with routine operation concerned
√Applicable □Not applicable
Whethe
Trading r over
Related Availabl
Clearin
Content transacti Proporti limit the Index
Type of g form e Date of
of Pricing Related on on in approve approve of
Related Relation related for
related principl transacti amount similar similar disclosu
party ship transacti related
transacti e on price (in 10 transacti d (in 10 d disclos
on transacti market re
on thousan ons thousan limited ure
on
d Yuan) price
d Yuan) or not
(Y/N)
48
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Director
,
supervis
or and
Shenzhen Agreed
senior
Zungfu Routine Referen by
executiv Offering
Tellus related ce contract
es of the property 504.76 504.76 3.11% 530 N 504.76
Auto transacti market or
Compan renal
Service on pricing agreeme
y serves
Co., Ltd nt
director
of the
enterpri
se Notice
Shenzhen No.:
Subsidia Agreed 2019-0
SDG Accept
ry of the Routine Referen by
Tellus property 11 on
controlli related ce contract
Property manage 5.66 5.66 0.03% 10 N 5.66 Securiti
ng transacti market or
Managem ment es
sharehol on pricing agreeme
ent Co., services Times,
der nt
Ltd. Hong
2019-04 Kong
Offering
Subsidia Agreed -02 Comme
Shenzhen property
ry of the Routine Referen by rcial
SDG renal
controlli related ce contract Daily
Petty and 157.05 157.05 0.97% 140 Y 157.05
ng transacti market or and
Loan Co., manage
sharehol on pricing agreeme Juchao
Ltd. ment
der nt Website
service
(www.c
Jewelry Sub-sub ninfo.c
Agreed
Park sidiary om.cn)
Routine Referen by
Branch of of Offering
related ce contract
Shenzhen controlli property 101.45 101.45 0.62% 117 N 101.45
transacti market or
SDG ng renal
on pricing agreeme
Service sharehol
nt
Co., Ltd. der
Shenzhen
Subsidia Accept Agreed
SDG
ry of the Routine engineer Referen by
Engineeri
controlli related ing ce contract
ng 35.47 35.47 0.67% 43 N 35.47
ng transacti supervis market or
Managem
sharehol on ion pricing agreeme
ent Co.,
der service nt
Ltd
49
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Accept
Jewelry Sub-sub
services
Park sidiary
Routine such as Referen
Branch of of
related clean ce
Shenzhen controlli 33.60 33.60 0.63% 36 N 33.60
transacti greening market
SDG ng
on and pricing
Service sharehol
transfor
Co., Ltd. der
mation
Shenzhen
Subsidia Agreed
SDG Accept
ry of the Routine Referen by
Tellus property
controlli related ce 1,360.9 1,360.9 contract 1,360.9
Property manage 25.68% 1,370 N
ng transacti market 6 6 or 6
Managem ment
sharehol on pricing agreeme
ent Co., services
der nt
Ltd.
2,220.5
Total -- -- 2198.95 -- -- -- -- -- --
2
Detail of sales return with major
N/A
amount involved
Report the actual implementation of
the daily related transactions which
were projected about their total Performing normally
amount by types during the reporting
period (if applicable)
Reasons for major differences
between trading price and market Not applicable
reference price
2. Related transactions by assets acquisition and sold
□ Applicable √ Not applicable
No related transactions by assets acquisition and sold for the Company in reporting period.
3. Main related transactions of mutual investment outside
□ Applicable √ Not applicable
No main related transactions of mutual investment outside for the Company in reporting period.
4. Contact of related credit and debt
√Applicable □Not applicable
Whether the Company had non-operating contact of related credit and debt
50
深圳市特力(集团)股份有限公司 2019 年年度报告全文
√ Yes □ No
Debts payable to related party
Balance at Current Current Current Balance at
period-begin newly added recovery interest period-end
Related party Relationship Causes Interest rate
(10 thousand (10 thousand (10 thousand (10 thousand (10 thousand
Yuan) Yuan) Yuan) Yuan) Yuan)
Shenzhen
Loan
Special
Controlling principal for
Development 1,719 19 19 1738
shareholders Hurari
Group Co.,
Company
Ltd. (SDG)
Shenzhen
Loan
Special
Controlling principal for
Development 589 289 300
shareholders Hurari
Group Co.,
Company
Ltd. (SDG)
Impact on operation results
Total profit decreased 190,000 Yuan due to the interest expenses increased in the Year
and financial status
5. Other major related transactions
□Applicable √Not applicable
No other major related transaction in Period
XVII. Significant contract and implementations
1. Trusteeship, contract and leasing
(1) Trusteeship
□Applicable √Not applicable
No trusteeship for the Company in reporting period
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
(3) Leasing
□ Applicable √ Not applicable
No leasing for the Company in reporting period
51
深圳市特力(集团)股份有限公司 2019 年年度报告全文
2. Major guarantees
√Applicable □Not applicable
(1) Guarantees
In 10 thousand Yuan
Particulars about the external guarantee of the Company and its subsidiary (Barring the guarantee for subsidiaries)
Related Guarante
Announce Actual e for
Name of the Company Guarantee Actual date of Guarantee Guarantee Implemen
ment guarantee related
guaranteed limit happening type term ted (Y/N)
disclosure limit party
date (Y/N)
To the expire
Shenzhen Zungfu
date of joint
Tellus Auto Service 2014-09-30 3,500 2007-04-17 3,500 Pledged N Y
venture
Co., Ltd
contract
Total actual occurred
Total approving external guarantee
0 external guarantee in report 3,500
in report period (A1)
period (A2)
Total actual balance of
Total approved external guarantee
3,500 external guarantee at the 3,500
at the end of report period ( A3)
end of report period (A4)
Guarantee of the Company for subsidiaries
Related Guarante
Announce Actual e for
Name of the Company Guarantee Actual date of Guarantee Guarantee Implemen
ment guarantee related
guaranteed limit happening type term ted (Y/N)
disclosure limit party
date (Y/N)
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in report 0 0
subsidiaries in report period
period (B1)
(B2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 0 0
the end of reporting period
end of reporting period (B3)
(B4)
Guarantee of the subsidiaries for subsidiaries
Related Guarante
Announce Actual e for
Name of the Company Guarantee Actual date of Guarantee Guarantee Implemen
ment guarantee related
guaranteed limit happening type term ted (Y/N)
disclosure limit party
date (Y/N)
52
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in report 0 0
subsidiaries in report period
period (C1)
(C2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 0 0
the end of reporting period
end of reporting period (C3)
(C4)
Total amount of guarantee of the Company (total of three above mentioned guarantee)
Total amount of approving Total amount of actual
guarantee in report period 0 occurred guarantee in report 3,500
(A1+B1+C1) period (A2+B2+C2)
Total amount of approved Total balance of actual
guarantee at the end of report 3,500 guarantee at the end of 3,500
period (A3+B3+C3) report period (A4+B4+C4)
Including:
Amount of guarantee for shareholders, actual controller and its
0
related parties (D)
The debts guarantee amount provided for the guaranteed parties
0
whose assets-liability ratio exceed 70% directly or indirectly (E)
Proportion of total amount of guarantee in net assets of the
0
Company exceed 50% (F)
Total amount of the aforesaid three guarantees (D+E+F) 0
Explanations on possibly bearing joint and several liquidating
N/A
responsibilities for undue guarantees (if applicable)
Explanations on external guarantee against regulated procedures
N/A
(if applicable)
Explanation on guarantee with composite way
(2) Guarantee outside against the regulation
□Applicable √Not applicable
No guarantee outside against the regulation in Period.
3. Entrust others to cash asset management
(1) Trust financing
√Applicable □Not applicable
Trust financing in the reporting period
In 10 thousand Yuan
Type Capital resources Amount for entrust Balance un-expired Overdue amount
53
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Bank financing product Own funds 36,488.27 6,000 0
Details of the single major amount, or high-risk trust investment with low security, poor fluidity and non-guaranteed
□Applicable √Not applicable
Entrust financial expected to be unable to recover the principal or impairment might be occurred
□Applicable √Not applicable
(2) Entrusted loans
□ Applicable √ Not applicable
The Company had no entrusted loans in the reporting period.
4. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
XVIII. Social responsibility
1. Fulfill social responsibility
The Company has always taken the shareholders’ return, employees’ achievements, and social feedback as its own
duty. We adheres to the principle of fairness and actively safeguards the legitimate rights and interests of
shareholders; actively advocates achieving the self-worth while realizing the enterprise value, and creates a
working environment that the enterprise cares for employees and employees love the enterprise so as to have a
harmonious development together; actively returns to the society and the public, and commits itself to achieve the
harmonious and sustainable development of the Company and society.
2. Performance of taking targeted measures in poverty alleviation
(1) Targeted measures in poverty alleviation
During the period, the Company participates in the targeted measures in poverty alleviation for Libai Village,
Shangguang Town, Dongyuan County, Heyuan City, Guangdong Province.
(2) Annual poverty alleviation in the Year
The Company is concerned about the mountainous areas, takes the initiative to assume social responsibilities for
poverty alleviation. According to the arrangement, the Company is responsible for the hard bottoming and
widening of village roads and the hard bottoming of roads for transporting of Li Bai village. The project has begun
on December 29, 2017, currently, the project has completed. After the project is completed, it will greatly facilitate
the production and transportation of Li Bai villagers, and the “difficulties in roads” that have plagued the villagers
for many years will be thoroughly resolved.
54
深圳市特力(集团)股份有限公司 2019 年年度报告全文
(3) Follow-up of targeted poverty alleviation
Expansion and repair the road in Li Bai village
3. Environmental protection
The listed Company and its subsidiary whether belongs to the key sewage units released from environmental protection department
No
XIX. Explanation on other significant events
□ Applicable √ Not applicable
The Company had no explanation on other significant events in the reporting period.
XX. Significant event of subsidiary of the Company
□Applicable √Not applicable
55
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section VI. Changes in Shares and Particulars about Shareholder
I. Changes in Share Capital
1. Changes in Share Capital
In Share
Before change Increase/decrease in this time (+ , - ) After change
New Capitalization
Bonus Othe
Amount Ratio shares of public Subtotal Amount Ratio
share r
issued reserve
I. Restricted shares 0 0.00% 0 0 0 0 0 0 0.00%
1. State holding 0 0.00% 0 0 0 0 0 0 0.00%
2. State-owned corporation
0 0.00% 0 0 0 0 0 0 0.00%
shares
3. Other domestic shares 0 0.00% 0 0 0 0 0 0 0.00%
Including: domestic legal
0 0.00% 0 0 0 0 0 0 0.00%
person’s shares
Domestic natural
0 0.00% 0 0 0 0 0 0 0.00%
person’s shares
4. Foreigner’s shares 0 0.00% 0 0 0 0 0 0 0.00%
Including: foreign
0 0.00% 0 0 0 0 0 0 0.00%
corporation shares
Foreign natural
0 0.00% 0 0 0 0 0 0 0.00%
person’s shares
II. Un-restricted shares 297,281,600 100.00% 0 0 133,776,720 0 133,776,720 431,058,320 100.00%
1. RMB ordinary shares 270,881,600 91.12% 0 0 121,896,720 0 121,896,720 392,778,320 91.12%
2. Domestically listed foreign
26,400,000 8.88% 0 0 11,880,000 0 11,880,000 38,280,000 8.88%
shares
2. Foreign shares listed
0 0.00% 0 0 0 0 0 0 0.00%
aboard
3. Other 0 0.00% 0 0 0 0 0 0 0.00%
III. Total shares 297,281,600 100.00% 0 0 133,776,720 0 133,776,720 431,058,320 100.00%
Reasons for share changed
√Applicable □Not applicable
Profit distribution plan for year of 2018 are: carry out 4.5 additional shares for each 10 shares held by shareholders are being
56
深圳市特力(集团)股份有限公司 2019 年年度报告全文
converted by the capital reserve, based on total share capital 297,281,600 shares on 31st December 2018. Totally 133,776,720 shares
are converted and the share capital of the Company increased to 431,058,320 after this conversion. The profit distribution plan was
implemented on 17 May 2019.
Approval of share changed
√Applicable □Not applicable
On 1 April 2019, the Profit Distribution Plan for year of 2018 was deliberated and approved by 2 nd session of 9th BOD and 4th session
of 9th Supervisory Committee, that is carry out 4.5 additional shares for each 10 shares held by shareholders are being converted by
the capital reserve, based on total share capital 297,281,600 shares on 31st December 2018. totally 133,776,720 shares are converted
and the share capital of the Company increased to 431,058,320 after this conversion. The above mentioned Plan has deliberated and
approved by Shareholders General Meeting of 2018 and implemented on 17 May 2019.
Ownership transfer of share changed
√Applicable □Not applicable
Total 133,776,720 shares are converted from public reserves, including 121,896,720 A-share which has reckoned into the security
account of A-share of shareholders directly on 15 May 2019; and 11,880,000 B-share which has reckoned into the security account of
B-share of shareholders directly on 17 May 2019.
Progress of shares buy-back
□Applicable √Not applicable
Implementation progress of the reduction of repurchases shares by centralized bidding
√Applicable □Not applicable
Influence on the financial indexes of net assets per share attributable to common shareholders of Company in latest year and period
□ Applicable √ Not applicable
Other information necessary to disclose for the Company or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
2. Changes of restricted shares
□ Applicable √ Not applicable
II. Securities issuance and listing
1. Security offering (without preferred stock) in Reporting Period
□Applicable √Not applicable
2. Changes of total shares and shareholders structure as well as explanation on changes of assets and
liability structure
□Applicable √Not applicable
3. Current internal staff shares
□ Applicable √ Not applicable
57
深圳市特力(集团)股份有限公司 2019 年年度报告全文
III. Particulars about shareholder and actual controller of the Company
1. Amount of shareholders of the Company and particulars about shares holding
In Share
Total preference
Total preference shareholders with
Total common
Total common shareholders with voting rights
stock
stock voting rights recovered at end
shareholders at
shareholders in 52,691 48,656 recovered at end of 0 of last month 0
end of last month
reporting reporting period (if before annual
before annual
period-end applicable) (found report disclosed
report disclosed
in note 8) (if applicable)
(found in note 8)
Particulars about shares held above 5% by shareholders or top ten shareholders
Total Number of share
Proportio Amount of
shareholders Amount of pledged/frozen
Full name of Nature of n of Changes in restricted
at the end un-restricted
Shareholders shareholder shares report period shares State of
of report shares held Amount
held held share
period
Shenzhen Special
Development State-owned
49.09% 211,591,621 0 0 211,591,621 0
Group Co., Ltd. corporation
(SDG)
Shenzhen Capital
Fortune Jewelry Domestic non
Industry state-owned 17.89% 77,096,871 -17,155,449 0 77,096,871 0
Investment corporate
Enterprise (LP)
GUOTAI JUNAN
SECURITIES(HO Foreign
0.41% 1,746,091 10,000 0 1,746,091 0
NGKONG) corporation
LIMITED
China CITIC Bank
Corporation
Limited -Jianxin
Other 0.26% 1,119,075 922,020 0 1,119,075 0
Securities 500
Index Enhanced
Investment Fund
58
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Agricultural Bank
of China Ltd. – Other 0.23% 1,007,224 -122,095 0 1,007,224 0
CSI 500 ETF
Hong Kong
Foreign
Securities Clearing 0.19% 803,348 702,406 0 803,348 0
corporation
Company Ltd.
Domestic nature
Zuo Min 0.13% 551,500 551,500 0 551,500 0
person
Domestic nature
Li Guangxin 0.11% 487,181 -616,502 0 487,181 0
person
Domestic nature
Huang Xinchang 0.11% 463,565 463,565 0 463,565 0
person
Domestic nature
He Xing 0.10% 444,135 8,990 0 444,135 0
person
Strategy investors or general
corporation comes top 10 shareholders
Not applicable
due to rights issue (if applicable) (see
note 3)
Among the top ten shareholders, there exists no associated relationship between the
state-owned legal person’s shareholders SDG, Ltd and other shareholders, and they do not
Explanation on associated relationship
belong to the persons acting in concert regulated by the Management Measure of
among the top ten shareholders or
Information Disclosure on Change of Shareholding for Listed Companies. For the other
consistent action
shareholders of circulation share, the Company is unknown whether they belong to the
persons acting in concert.
Particular about top ten shareholders with un-restrict shares held
Type of shares
Shareholders’ name Amount of un-restrict shares held at Period-end
Type Amount
RMB
Shenzhen Special Development Group 211,591,62
211,591,621 ordinary
Co., Ltd. 1
shares
RMB
Shenzhen Capital Fortune Jewelry
77,096,871 ordinary 77,096,871
Industry Investment Enterprise (LP)
shares
Domesticall
GUOTAI JUNAN
y listed
SECURITIES(HONGKONG) 1,746,091 1,746,091
foreign
LIMITED
shares
China CITIC Bank Corporation RMB
Limited -Jianxin Securities 500 Index 1,119,075 ordinary 1,119,075
Enhanced Investment Fund shares
59
深圳市特力(集团)股份有限公司 2019 年年度报告全文
RMB
Agricultural Bank of China Ltd. – CSI
1,007,224 ordinary 1,007,224
500 ETF
shares
RMB
Hong Kong Securities Clearing
803,348 ordinary 803,348
Company Ltd.
shares
RMB
Zuo Min 551,500 ordinary 551,500
shares
Domesticall
y listed
Li Guangxin 487,181 487,181
foreign
shares
RMB
Huang Xinchang 463,565 ordinary 463,565
shares
Domesticall
y listed
He Xing 444,135 444,135
foreign
shares
Among the top ten shareholders, there exists no associated relationship between the
Expiation on associated relationship or
state-owned legal person’s shareholders SDG, Ltd and other shareholders, and they do not
consistent actors within the top 10
belong to the persons acting in concert regulated by the Management Measure of
un-restrict shareholders and between
Information Disclosure on Change of Shareholding for Listed Companies. For the other
top 10 un-restrict shareholders and top
shareholders of circulation share, the Company is unknown whether they belong to the
10 shareholders
persons acting in concert.
Shareholder Zuo Min holds 551,500 shares of the Company through security account for
Explanation on shareholders involving
credit transactions, and holds 0 share of the Company via common security account,
margin business about top ten common
551,500 shares are held in total by Huang. Shareholder Huang Xinchang holds 463,565
shareholders with un-restrict shares
shares of the Company through security account for credit transactions, and holds 0 share of
held(if applicable) (see note 4)
the Company via common security account, 463,565 shares are held in total by Huang.
Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back
agreement dealing in reporting period
□ Yes √ No
The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.
2. Controlling shareholder of the Company
Nature of controlling shareholders: local state-owned holding
Type of controlling shareholders: legal person
60
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Legal person/person
Majority shareholder Date of foundation Organization code Main operation business
in charge of the unit
Investment in industry
(specific item should be
declaration); investment in
tourism industry;
development and operation
of the real estate; domestic
business, material supply
Shenzhen Special
Zhang Junlin 1982-06-20 91440300192194195C and marketing industry
Development Group Co., Ltd.
(excluding monopolized
commodity and commodity
under special government
control); economic
information(excluding
restricted projects); import
& export business
Except the shares of the Company held by SDG, SDG still holds 253,935,290 shares of Shenzhen
SDG Information Co., Ltd. (Stock name: SDGI, Stock code: 000070), a 40.5% takes; holds
Equity of listed Company in 7,985,809 shares of Sichuan Jinlu Group Co., Ltd. (Stock name: Jinlu Group, Stock code: 000510),
and out of China control and a 1.31% takes; and 9,135,174 shares of Huatai Securities Co., Ltd. (Stock name: Huatai Securities,
hold by the majority Stock code: 601688) with 0.13% takes;through Shenzhen Capital Fortune Electronic Information
shareholder in the Period Investment Enterprise (limited partnership), holds 184 million shares of Shenzhen Microgate
Technology Co., Ltd. (Stock name: Microgate Technology, securities code: 300319), with 26.44%
takes.
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 and persons acting in concert
Nature of actual controller: local state-owned assets management
Type of actual controller: legal person
Legal
Actual controlling shareholders person/person in Date of foundation Organization code Main operation business
charge of the unit
Shenzhen Municipal People’s
Government State-owned
Yu Gang 2003-07-20 11440300K317280672 Not applicable
Assets Supervision and
Administration Commission
Equity of domestic/oversea
listed Company control by Not applicable
actual controller in report period
61
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Changes of actual controller in reporting period
□ Applicable √ Not applicable
No changes of actual controllers for the Company in reporting period.
Property right and controlling relationship between the actual controller and the Company is as follow:
Actual controller controlling the Company by entrust or other assets management
□Applicable √Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
√Applicable □Not applicable
Legal rep./person in Date of Main business or
Corporate shareholders Register capital
charge of unit foundation management activity
Shenzhen Capital Fortune Jewelry
Industry Investment Enterprise Cheng Houbo 2014-04-18 620 million Yuan Equity investment
(LP)
5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers,
restructuring side and other commitment subjects
□Applicable √Not applicable
62
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the Period.
63
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section VIII. Convertible Bonds
□ Applicable √ Not applicable
The Company had no convertible bonds in the Period.
64
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section IX. Particulars about Directors, Supervisors, Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Amount Amount
Shares Shares
of shares of shares
held at Other held at
Working Start dated End date increased decreased
Title Sex Age of office of office period-be changes period-en
Name status in this in this
term term
gin (share) d
period period
(Share) (Share)
(Share) (Share)
Fu Currently 2021-09-
Chairman M 47 2018-09-07 0 0 0 0 0
Chunlong in office 06
Currently 2021-09-
Yu Lei Director F 52 2012-06-06 0 0 0 0 0
in office 06
Zhang Currently 2021-09-
Director M 47 2015-05-20 0 0 0 0 0
Quanxun in office 06
Gu Currently 2021-09-
Director M 49 2018-09-07 0 0 0 0 0
Zhiming in office 06
Director, Currently 2021-09-
Lv Hang M 59 2018-09-07 0 0 0 0 0
GM in office 06
Currently 2021-09-
Lou Hong Director F 52 2018-02-09 0 0 0 0 0
in office 06
Currently 2021-09-
Lou Hong CFO F 52 2018-01-04 0 0 0 0 0
in office 06
Independ
Hu Currently 2021-09-
ent M 55 2018-09-07 0 0 0 0 0
Yuming in office 06
director
Independ
Jiang Currently 2021-09-
ent M 57 2018-09-07 0 0 0 0 0
Dinghang in office 06
director
Independ
Zhang Currently 2021-09-
ent M 46 2018-09-07 0 0 0 0 0
Dong in office 06
director
65
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Chairman
of the
Guo Superviso Currently 2021-09-
M 56 2018-09-07 0 0 0 0 0
Xiaodong ry in office 06
Committe
e
Chen
Superviso Currently 2021-09-
Yangshen M 57 2017-05-04 0 0 0 0 0
r in office 06
g
Yang Superviso Currently 2021-09-
F 48 2018-09-07 0 0 0 0 0
Jianping r in office 06
Liu Superviso Currently 2021-09-
F 51 2018-09-07 0 0 0 0 0
Haicheng r in office 06
Zhang Superviso Currently 2021-09-
M 36 2018-09-07 0 0 0 0 0
Zheng r in office 06
Deputy
Tan Currently 2021-09-
Party M 52 2018-09-07 0 0 0 0 0
Zhong in office 06
secretary
Deputy Currently 2021-09-
Feng Yu M 53 2006-06-17 0 0 0 0 0
GM in office 06
Deputy Currently 2021-09-
Xie Jing M 55 2018-10-25 0 0 0 0 0
GM in office 06
Secretary
Currently 2021-09-
Qi Peng of the M 47 2015-12-28 0 0 0 0 0
in office 06
Board
Total -- -- -- -- -- -- 0 0 0 0 0
II. Changes of directors, supervisors and senior executives
□Applicable √Not applicable
III. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors, supervisors and
senior executive
Name Main work experience and holding the post
Born in 1973, Master degree, senior human resources manager. He ever took the Deputy Team Leader in Work Team
of Shenzhen SDG Huatong Packaging Co., Ltd., Business Deputy General Manager /GM and deputy
Fu Chunlong director/director of HR Department of Shenzhen SDG Co., Ltd., and supervisor of the Company. Now, he is Deputy
GM of Shenzhen SDG Co., Ltd- controlling shareholder of the Company and Supervisor of Shenzhen State-Owned
Dutyfree Commodity (Group) Co., Ltd and Chairman of the Company
66
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Born in 1968, Master degree, a certified real estate appraiser and real estate economist. She successively served as
secretary of the international project cooperation department of Beijing Chaoyan Vocation Education Training
Center, deputy chief, chief and deputy director of Luohu Branch, the Bureau of Planning and Land of Shenzhen
Yu Lei
Municipality, the deputy director and director of State-owned Assets Supervision and Administration Commission of
the People’s Government of Shenzhen Municipality. Now she serves as deputy GM of the controlling shareholder of
the Company- SDG and Director of the Company
Born in 1973, Master degree, he successively served as auditor and project manager in auditing department of
Shenzhen Zhixing CPA Office; the GM assistant of Xiamen Xingdao Feilu Investment Co., Ltd., secretary of the
Board, GM assistant and staff director of Fujian Logistics Investment Financing Co., Ltd.; deputy director of Xiamen
Zhang Quanxun Productivity Promotion Center; director of the plastic business department and strategy development department of
Shenzhen Tongchan Package Group and the director of strategy research and merger department of SZ Capital. Now
he serves as deputy president and member of the investment committee of Shenzhen Capital Fortune Investment
Management Co., Ltd. and Director of the Company
Born in 1971, senior gold investment analyst, once served as an employee of the business department of Guilin
Wanya Jewellery Co., Ltd., business director of Shenzhen Chenzhixin Jewellery Co., Ltd., business director of the
Gu Zhiming domestic division of Lukfook Group (International) Co., Ltd., general manager of Shenzhen Jinglon Jewellery Co.,
Ltd., and Chief Operating Officer of Shenzhen Xingguangda Jewellery Co., Ltd., and currently serves as the deputy
general manager of Shenzhen Yuepeng Gold Jewellery & Gold Co., Ltd. and a director of the Company.
Born in 1961, Master degree, a senior political division. He successively served as lecturer and secretary of the
principal of Shenzhen University; the business manager, deputy director and director of the office of the Party Dept.
Lv Hang
of Shenzhen SDG; chairman and GM of Shenzhen SDG Xiaomeisha Tourism Center; Director and GM of Shenzhen
Tellus Holding Co., Ltd; GM of Shenzhen SDG Property Management Co., Ltd and chairman of the Company etc.
Born in 1968, a Bachelor degree and senior account. Used to worked as staff of the financial dept. in Suzhou Silk
Industry Company and in Shenzhen Southeast Silk Co., Ltd.; staff of the accounting & financial dept. of Shenzhen
Special Economic Zone Development (Group) Company and worked in accounting management office; also worked
as deputy GM of Shenzhen SDG Liancheng Real Estate Development Co., Ltd.; manager of the financial dept. of
Lou Hong
Shenzhen SDG Investment Co., Ltd.; the business manager and deputy director in accounting & financial dept. of
Shenzhen SDG Group Co., Ltd.; CFO of the Shenzhen SDG Real Estate Co., Ltd. and the deputy director of the
planning financial dept. Of Shenzhen SDG and Director and CFO of the Shenzhen SDG Xiaomeisha Investment
Development Co., Ltd. Currently works as the Director and CFO of the Company.
Born in 1965, a doctoral candidate and accounting professor. He successively served as a teaching assistant, lecturer
and vice professor of Xiamen University, associate professor of the school of management, vice director and director
Hu Yuming of accounting department of Jinan University, the deputy dean of the school of international institute and school of
management of the Jinan University. Now he serves as the professor and doctoral supervisor of school of
management of the Jinan University and Independent director of the Company
Born in 1963, a master degree and a lawyer. He successively served as the minister of legal consultation department
of Shenzhen Social Security Bureau, deputy director of Shenzhen Labor Bureau Office, director of general office of
Jiang Dinghang Shenzhen SDG, GM of the Shenzhen SDG Songli Company, GM of the Shenzhen Communications Industry Co.,
Ltd and apprentice lawyer of Guangdong Zhong An Laws Firm. Now he serves as senior partner of Shanghai
ALLBRIGHT (Shenzhen) Law Office and Independent director of the Company.
Born in 1974, a doctoral candidate, postdoctoral economics and senior gold investment analyst. He successively
Zhang Dong served as Deputy GM of Shenzhen Qiang Zhuang Computer Tech. Co., Ltd, Deputy GM of Shenzhen Brain Age
Economic and Cultural Co., Ltd, the assistant president of Hong Kong Leader Culture Media Co., Ltd, GM of
67
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Zhong Shi Advertising Co., Ltd, GM of Heilongjiang Luk Kwai Fook Jewelry Limited and President of
Luk Kwai Fook Jewelry Group. No he serves as executive director of Shenzhen Yongtian Shengdao Investment
Development Co., Ltd and Independent director of the Company.
Born in 1964, a bachelor degree and senior economist. He successively served as assistant engineer of Shuangliao
Agricultural Machinery Bureau in Jilin Province, engineer of Fourth Research Laboratory of Jilin Institute of
Agricultural Machinery, manager of Gaodao industrial (Shenzhen) Co., Ltd., minister of the engineering dept.,
deputy GM and GM of Shenzhen SDG Development Center Property Management Company, deputy GM of
Guo Xiaodong Shenzhen SDG Development Center Construction Supervision Company, Director and GM of Shenzhen SDG
Development Center Property Management Company, deputy GM of Shenzhen SDG Property Co., Ltd., Chairman
of the Supervisory Committee of Shenzhen SD Real Estate Co., Ltd and Chairman of the Supervisory Committee of
Shenzhen SD Xiaomeisha Tourism Development Co., Ltd. Now he serves as Chairman of Supervisory Committee of
the Company
Born in 1963, a postgraduate and senior accountant. He ever served as deputy director/director of the financial dept.
in Shenzhen Industrial Products Trade Group Company; deputy director/director/CFO of the financial dept. in
Shenzhen Aokangde Group Company; director and CFO of Shenzhen State-owned Duty-Free Commodity (Group)
Chen Yangsheng
Company; director and CFO of Shenzhen Agricultural Products Co., Ltd. and supervisor of Shenzhen Tagen Group
Co., Ltd.; now he serves as director and CFO of Shenzhen SDG Co., Ltd-controlling shareholder of the Company,
and Supervisor of the Company.
Born in 1972, a postgraduate and certified public accountant. He ever served as Business manager of accounting and
finance department of SDGI, financial manager of Taike Branch, financial manager of Guanglan Branch, deputy
Yang Jianping manager and manager of the accounting & finance dept; Director and CFO of Shenzhen Tellus Holding Co., Ltd.
Now he serves as director of the accounting & finance dept of SDG-controlling shareholder of the Company and
Supervisor of the Company
Born in 1969, a postgraduate and certified public accountant. She ever served as staff of design dept. of Dongfeng
Auto Wheel Co., Ltd., staff of technical dept. of Shenzhen Dongfeng Motor Co., Ltd., staff of the secretariat of
Liu Haicheng Shenzhen Automobile Association, operations dept. staff of the automobile division of the Company, staff of
enterprise management dept. and deputy manager of the Company. Now she serves as manager of the enterprise
management dept. and supervisor of the Company
Born in 1984, a Bachelor degree. He successively served as senior auditor of Shenzhen Branch of Shenzhen
Zhongqin Wanxin Accountant Affairs, the financing commissioner of planning & finance dept. of SDG, deputy
Zhang Zheng
manager of the planning & finance dept. of the Company. Now he serves as deputy manager of the audit supervision
department and supervisor of the Company
Born in 1968, has a bachelor’s degree and is qualified as a lawyer and a corporate legal consultant, formerly served
as legal counsel and deputy manager of the Enterprise Management Department of Shenzhen Automobile Industry
and Trade Corporation, deputy director of the board secretary, legal affairs representative, and manager of the
Tan Zhong
enterprise management department of the Company, general manager and general Party branch secretary of
Shenzhen SD Huari Automobile Enterprise Co., Ltd., and currently serves as the full-time deputy secretary of the
Party Committee of the Company.
Born in 1967, bachelor’s degree. He ever took the deputy director of Haicheng Foreign Economic and Trade
Commission of Liaoning Province, director of liaison department of Youth President Committee of State-owned
Feng Yu Assets Administration, Deputy GM of Shenzhen Xianke Real-estate Co., Ltd., Manager of Investment Department of
China Sports Group Industry Co., Ltd.; Deputy director and Director to the Office of General Manger of Shenzhen
SDG Co., Ltd; and Supervisor of the Company. Now, he acts as Deputy General Manager of the Company
68
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Born in 1965, a citizenship of Canadian, bachelor’s degree, and a senior engineer, national registered supervision
engineer. He successively served as structural engineer of Hunan Light Industry Design Institute, engineer of the
Xie Jing Hunan Branch of Bank of China, assistant GM of the real estate dept. and GM of Engineering department of SDG,
deputy GM of Shenzhen Jincheng Real Estate Group Co., Ltd., the executive president of Shenzhen Jiaanda Group
and GM etc. of the land reserve center of Weiye Holding. Currently he serves as Deputy GM of the Company.
Born in 1973, master's degree, economist, he has obtained the qualification certificate of secretary of the board from
Shenzhen Stock Exchange. He successively served as secretary to the president and director in information center of
Shenzhen Special Economic Zone Development (Group) Co., Ltd.; deputy director in secretariat of the board, and
deputy manager in enterprise development department, and manager in automobile business department and
Qi Peng
management department of Shenzhen Tellus(Group) Co., Ltd.; general manager of Shenzhen Tellus Automobile
Service Chain Co., Ltd.; general manager of Shenzhen Tellus New Yongtong Automobile Development Co., Ltd.;
director secretariat of the board of Shenzhen Tellus(Group) Co., Ltd.; and serves as secretary of the board of the
Company
Post-holding in shareholder’s unit
√Applicable □Not applicable
Received
Position in
Start dated of End date of remuneration from
Name Name of shareholder’s unit shareholder’s
office term office term shareholder’s unit
unit n
(Y/N)
Shenzhen Special Development Group Co.,
Fu Chunlong Deputy GM 2017-12-01 Y
Ltd.
Shenzhen Special Development Group Co.,
Yu Lei Deputy GM 2011-08-01 Y
Ltd.
Chen Shenzhen Special Development Group Co.,
CFO 2016-12-01 Y
Yangsheng Ltd.
Director of
Shenzhen Special Development Group Co.,
Yang Jianping planning & 2018-01-01 Y
Ltd.
finance dept.
Post-holding in
shareholder’s N/A
unit
Post-holding in other unit
√Applicable □Not applicable
Received
Position in Start dated of End date of office remuneration
Name Name of other units
other unit n office term term from other unit
(Y/N)
Shenzhen Capital Fortune Investment Deputy
Zhang Quanxun 2013-02-01 Y
Management Co., Ltd. President
Gu Zhiming Shenzhen Yue Peng Jin Jewelry Co., Ltd Deputy GM 2011-05-01 Y
69
深圳市特力(集团)股份有限公司 2019 年年度报告全文
professor of
school of
Hu Yuming Jinan University management 2003-06-01 Y
and doctoral
supervisor
Shanghai ALLBRIGHT (Shenzhen) Law
Jiang Dinghang Senior partner 2005-04-01 Y
Office
Shenzhen Yongtian Shengdao Investment Executive
Zhang Dong 2014-04-01 Y
Development Co., Ltd. Director
Post-holding in
N/A
other unit
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
IV. Remuneration for directors, supervisors and senior executives
Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives
The Company executes in strict accordance with the "Salary Management System for Headquarters of Shenzhen
Tellus(Group) Co., Ltd. ", "Staff Performance Management System for Headquarters of Shenzhen Tellus (Group)
Co., Ltd.", "Implementing Rules of Remuneration and Appraisal Committee of the Board of Shenzhen
Tellus(Group) Co., Ltd.", "Annual Performance Management Approaches for Leading Group Members of
Shenzhen Tellus(Group) Co., Ltd." and other relevant system regulations, strictly implements the performance
appraisal, and pay the remuneration in accordance with the assessment results.
Remuneration for directors, supervisors and senior executives in reporting period
In 10 thousand Yuan
Total Whether
remuneration remuneration
Post-holding
Name Title Sex Age obtained from the obtained from
status
Company (before related party of
taxes) the Company
Currently in
Fu Chunlong Chairman M 47 0 Y
office
Currently in
Yu Lei Director F 52 0 Y
office
Currently in
Zhang Quanxun Director M 47 0 N
office
Currently in
Gu Zhiming Director M 49 0 N
office
70
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Currently in
Lv Hang Director, GM M 59 94.74 N
office
Currently in
Lou Hong Director, CFO F 52 80.58 N
office
Independent Currently in
Hu Yuming M 55 8 N
director office
Independent Currently in
Jiang Dinghang M 57 8 N
director office
Independent Currently in
Zhang Dong M 46 8 N
director office
Chairman of the
Currently in
Guo Xiaodong Supervisory M 56 74.88 N
office
Committee
Currently in
Chen Yangsheng Supervisor M 57 0 Y
office
Currently in
Yang Jianping Supervisor F 48 0 Y
office
Currently in
Liu Haicheng Supervisor F 51 37.08 N
office
Currently in
Zhang Zheng Supervisor M 36 29.65 N
office
Deputy Party Currently in
Tan Zhong M 52 58.46 N
secretary office
Currently in
Feng Yu Deputy GM M 52 101.79 N
office
Currently in
Xie Jing Deputy GM M 55 102.11 N
office
Secretary of the Currently in
Qi Peng M 47 55.07 N
Board office
Total -- -- -- -- 658.36 --
Delegated equity incentive for directors and senior executives in reporting period
□Applicable √Not applicable
V. Particulars of workforce
1. Number of Employees, Professional composition, Education background
Employee in-post of the parent Company (people) 55
Employee in-post of main Subsidiaries (people) 270
71
深圳市特力(集团)股份有限公司 2019 年年度报告全文
The total number of current employees (people) 325
The total number of current employees to receive pay (people) 325
Retired employee’ s expenses borne by the parent Company and
0
main Subsidiaries (people)
Professional composition
Category of professional composition Numbers of professional composition (people)
Production personnel 41
Sales personnel 89
Technician 66
Financial staff 25
Administration staff 104
Total 325
Education background
Type of education background Numbers (people)
Master 25
Bachelor degree 86
Junior college 75
Other 139
Total 325
2. Remuneration Policy
The Company executes in strict accordance with the "Salary Management System for Headquarters of Shenzhen
Tellus Holding Co., Ltd. ", "Staff Performance Management System for Headquarters of Shenzhen Tellus Holding
Co., Ltd. " and other relevant system regulations strictly implement.
3. Training programs
In 2020, the “One Four Five” plan has been implemented, focusing on “one center, four focuses, and five
improvements”, that is, “taking corporate transformation and development as the center, taking management skills
improvement of managers, new employee induction training, fresh graduate training and internal trainer as the
focuses, improving the effectiveness of training implementation, improving the quality of grass-roots employees,
improving the skills of professionals, improving the capabilities of middle managers, and improving the horizons
of senior managers” as the guiding ideology to formulate the 2020 annual human resources training plan,
determine the main training items, improve the training process, strengthen the training management, fully
mobilize the enthusiasm of all employees to actively participate in learning, and carry out the training work in an
orderly manner.
72
深圳市特力(集团)股份有限公司 2019 年年度报告全文
4. Labor outsourcing
√Applicable □Not applicable
Total hours of labor outsourcing (hours) 2,000
Total remuneration paid for labor outsourcing (RMB) 109,310.59
73
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section X. Corporate Governance
I. Corporate governance of the Company
During the reporting period, the Company has been observing the laws and regulations as Company Law,
Securities Law, Governance Criteria of the Listed Companies, Guidelines for Standardized Operation of Listed
Companies on the Main Board of Shenzhen Stock Exchange and relevant rules issued by the CSRC, for the
purpose of improving its legal person governance structure, setting up and improving the internal control system,
and standardizing its operation level. According to the Articles of Association, Procedure Rules of Shareholders
General Meeting, Procedure Rules of Board of Directors, Procedure Rules of Supervisory Committee, Working
Rules of Independent Directors, Working Rules of General Manager, working rules of every committee of the
Board and a series of rules and regulations, the Company maintained formal procedures, clearly duties and
obligations of its general meeting, board of directors, supervisory committee, each specialized committee of the
board and senior manager. Each of its directors, supervisors and senior managers can perform their duties
earnestly.
In 2019, the Company have convened 4 shareholders general meetings, 8 meetings of the Board, 4 meeting of the
Supervisory Committee, 3 meetings of Auditing Committee of the Board, 3 meetings of Strategy Committee of
the Board and 2 meetings of Remuneration and Appraisal Committee of the Board; relevant governance
documents as Articles of Association, Procedure Rules of Shareholders General Meeting, Procedure Rules of
Board of Directors, Working Rules of General Manager and Investment Management Regulations etc. are being
revised; in accordance with the principles of professionalization, professionalism, and marketization, the company
completed the election of the board of directors, the board of supervisors, and the senior management. In order to
establish and improve the company’s standardized operation mechanism and improve the company’s internal
control system, the company promoted the revision, promulgation and abolition of the system in accordance with
the established system construction work plan, and revised a number of rules and regulations throughout the year.
As of the end of the reporting period, the actual situation of corporate governance was in line with the
requirements of the regulatory documents issued by the China Securities Regulatory Commission on the
governance of listed companies.
Is there any difference between the actual condition of corporate governance and relevant regulations about
corporate governance for listed Company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about
corporate governance for listed Company from CSRC.
74
深圳市特力(集团)股份有限公司 2019 年年度报告全文
II. Independent of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, organization and finance
The Company has been independent from the controlling shareholders in terms of business, personnel, asset,
institution and finance. The Company has independent and complete business and is able to operate
independently.
(i) Business: the Company belongs to independent legal person entity. Being completely independent from
controlling shareholders, it has independent and complete business system and is able to operate independently.
The Company has independent production, sales and service systems and its major business. There is no
inter-competition between the Company and its controlling shareholders and related parties.
(ii) Personnel: the Company establishes complete labor, human resources and salary management systems. Senior
executive as GM, Deputy GM, CFO and Secretary of the Board etc. are receives remuneration from the Company
since they are employed by the Company, and no one takes position in the enterprises owned by shareholders.
(iii) Assets: The Company independently and completely owns the business system and underlying assets related
to the operation, and independently registers, establishes accounts, adjusts accounts and manages the assets, and
the assets are independent of the controlling shareholders and other enterprises controlled by them.
(iv) Finance: the Company has independent financial accounting department which set independent accounting
calculation system and finance management system. No controlling shareholder intervenes in the capital
application of the Company. The Company opens separate bank accounts. No capital is saved in the financial
Company or settlement center account controlled by substantial shareholder or other related parties; the Company
does not share bank account with controlling shareholders and other enterprise under their control. And The
Company pays taxes by law independently.
(v) Institution: the board, the supervisory committee and other internal institutions of the Company operate
independently. All the institutions of the Company are set according to the standards requirements applicable to
listed Company and actual business natures of the Company. It has independent office location.
III. Horizontal competition
□Applicable √Not applicable
IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Ratio of investor
Session of meeting Type Meeting Date Date of disclosure Index of disclosure
participation
75
深圳市特力(集团)股份有限公司 2019 年年度报告全文
”Resolution Notice
of First
Extraordinary
General Meeting of
First Extraordinary 2019” (No.:
Extraordinary
General Meeting of 70.99% 2019-01-14 2019-01-15 2019-001) published
General Meeting
2019 on Securities Times,
Hong Kong
Commercial Daily
and Juchao Website
(www.cninfo.com.cn
“Resolution Notice
of Annual General
Meeting of 2018”
(No.: 2019-018)
published on
Annual General Annual General
69.99% 2019-04-23 2019-04-24 Securities Times,
Meeting of 2018 Meeting
Hong Kong
Commercial Daily
and Juchao Website
(www.cninfo.com.cn
)
”Resolution Notice
of Second
Extraordinary
General Meeting of
Second
2019” (No.:
Extraordinary Extraordinary
68.02% 2019-09-17 2019-09-18 2019-034) published
General Meeting of General Meeting
on Securities Times,
2019
Hong Kong
Commercial Daily
and Juchao Website
(www.cninfo.com.cn
76
深圳市特力(集团)股份有限公司 2019 年年度报告全文
”Resolution Notice
of Third
Extraordinary
General Meeting of
Third Extraordinary 2019” (No.:
Extraordinary
General Meeting of 67.43% 2019-11-18 2019-11-19 2019-044) published
General Meeting
2019 on Securities Times,
Hong Kong
Commercial Daily
and Juchao Website
(www.cninfo.com.cn
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□Applicable √Not applicable
V. Responsibility performance of independent directors
1. The attending of independent directors to Board meetings and general meeting
The attending of independent directors to Board Meeting and shareholders general meeting
Times of Absent the
Times of Times of
Name of Board meeting Times of Meeting for
Times of attending by Times of attending
independent supposed to entrusted the second
Presence communicatio Absence shareholders’
director attend in the presence time in a row
n meeting
report period (Y/N)
Hu Yuming 8 1 7 0 0N 2
Jiang Dinghang 8 1 7 0 0N 2
Zhang Dong 8 1 7 0 0N 3
Explanation of absent the Board Meeting for the second time in a row
2. Objection for relevant events from independent directors
Independent directors come up with objection about Company’s relevant matters
□Yes √No
Independent directors has no objections for relevant events in reporting period
3. Other explanation about responsibility performance of independent directors
The opinions from independent directors have been adopted
√ Yes □ No
Explanation on advice that accepted/not accepted from independent directors
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
In accordance with the provisions of the Company Law, the Securities Law, the Stock Listing Rules, the
Independent Director System and other relevant laws and regulations, the company’s independent directors paid
attention to the normalization of the company’s operations, performed their duties independently, diligently and
conscientiously did their duties, the independent directors issued independent, objective and fair opinions on the
funds occupation and external guarantees of related parties of the company, profit distribution matters,
self-evaluation of the company’s internal control, daily related transactions in 2019, deposit and use of raised
funds in 2018, the use of surplus raised funds to permanently supplement working capital, the use of idle
self-owned funds to purchase bank wealth management products, changes in accounting estimates and accounting
policies, changing audit institutions for 2019, purchase of listed company directors and supervisors high liability
insurance, and other matters requiring independent opinions from independent directors during the reporting
period, which played an active role in improving the company’s supervision mechanism and helping the board of
directors make scientific and objective decisions, and played an important role in safeguarding the legitimate
rights and interests of the company and all shareholders.
VI. Duty performance of the special committees under the board during the reporting period
Board of Director of the Company have three special committees as strategic committee, auditing committee and
remuneration and appraisal committee, and formulated implementation rules for the special committees
independently. During the reporting period, all committees had clear responsibilities and the overall operations
were good, which ensured efficient operation and scientific decision-making of the board of directors, and there
were no other important opinions and suggestions.
1. Duty performance of the strategic committee
The strategic committee of the board is specially set-up according to the regulation of Governance Criteria of the
Listed Companies, responsible for study on the long term development strategy and material investment decisions
and raising its recommendations. The committee comprised of 5 directors, and the committee is chaired by
chairman of the Company. During the reporting period, the committee actively performed its duties, and carry out
works strictly in accordance with relevant rules of the CSRC, Shenzhen Stock Exchange and Working Rules of
Strategic Committee, with each of its members doing their best to perform the respective duties, provides strategic
supports for the sustained and steady development of the Company.
Three meeting was held by strategic committee in 2019, which including:
The first meeting of the board’s strategic committee in 2019 was held on March 25, 2019, it reviewed the Proposal
on Investing in the Transformation and Upgrade Project of the Plant 421 in Bagualing; on May 21, 2019, the
second meeting of the board’s strategic committee in 2019 was held on May 21, 2019, the meeting reviewed the
Proposal on Investing in the Phase II Project of Tellus Shuibei Jewelry Building; on August 26, 2019, the third
meeting of the board’s strategic committee in 2019 was held to consider the Proposal on Investing in Tellus
Treasury Supply Chain Project; each committee member made research on the investment project and offered
proposals, which played an important role in strengthening the scientificity of investment decision and improving
the benefits and quality of investment decision..
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
2. Duty performance of the audit committee
The audit committee of the board of directors is a specialized work organization set up by the board of directors in
accordance with the Guidelines for the Governance of Listed Companies, and is mainly responsible for the
communication, supervision and verification of internal and external audits of the company. The committee
comprised of 5 directors, including 3 independent directors, and the committee is chaired by independent director
of the Company. During the reporting period, the committee actively performed its duties, and carry out works
strictly in accordance with relevant rules of the CSRC, Shenzhen Stock Exchange and Working Rules of Audit
Committee. Pay close attention to the company’s management, financing and implementation of internal control
standards; strengthen the communication and contact with the company’s relevant responsible departments,
review the validity assessment of the company’s internal control and enterprise risk management through
communication, inspection, reporting, etc., and check whether the company’s operations, financing and
accounting policies comply with laws and regulations, and provide management and audit opinions.
Three meetings were held by audit committee in 2019, which including:
(1) During the annual audit, the audit committee took active attitude in relevant works. Prior to the official
involvement of Ruihua Certified Public Accountants (LLP) (hereinafter referred to as Ruihua) in the annual audit,
on 24 January 2019, the audit committee held meeting and determined the working arrangement for annual report
after negotiation with Ruihua, reviewed the financial statements prepared by the Company, the committee agreed
to submit the financial statements and related information to Ruihua for audit.
(2) The audit committee held the second meeting of 2019 on 20 March 2019 to re-review the financial statements,
and formed written opinions and resolutions in respect of the annual financial statements, audit work summary
report.
(3)The The audit committee held the third meeting of 2019 on 24 October 2019 to review the proposal of
changing the annual auditing institution, and agreed to submit for deliberation on the Board.
3. Duty performance of the remuneration and appraisal committee
The remuneration and appraisal committee of the board of directors is a specialized working organization set up
by the board of directors in accordance with the Guidelines for the Governance of Listed Companies, it is mainly
responsible for formulating the assessment criteria for the company’s directors and senior management personnel
and making the assessment, responsible for formulating and reviewing the pay policy and programs of the
company’s directors and senior management personnel, and responsible for the board of directors. The committee
comprised of 5 directors, including 3 independent directors, and the committee is chaired by independent director
of the Company. During the reporting period, the committee actively performed its duties, and carry out works
strictly in accordance with relevant rules of the CSRC, Shenzhen Stock Exchange and Working Rules of Audit
Committee. The committee comprised of 5 directors, including 3 independent directors, and the committee is
chaired by independent director of the Company. During the reporting period, the committee actively performed
its duties, and carry out works strictly in accordance with relevant rules of the CSRC, Shenzhen Stock Exchange
and Working Rules of Audit Committee.
Two meetings were held by remuneration and appraisal committee in 2019, which including:
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
The remuneration of the Board held the First meeting of 2019 on 28 April 2019 to review the proposal on
Management Methods on Team Member’s Remuneration and Performance. On 30 July 2019, the remuneration
and appraisal committee of the board of directors held the second meeting of 2019 and reviewed the annual
performance appraisal indicators and remuneration of the company’s directors, supervisors and senior
management personnel. After review, all members of the remuneration and appraisal committee considered that
the remuneration payment during the reporting period was in line with the company’s performance appraisal
system, the remuneration of directors, supervisors and senior executives were determined by the company’s
relevant system.
VII. Works from Supervisory Committee
The Company has risks in reporting period that found in supervisory activity from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
VIII. Examination and incentives of senior management
In the reporting period, the annual performance of senior executives of the Company have been evaluated by the
Board according to the Management Methods on Team Member’s Remuneration and Performance, remuneration
shall be pay in line with the results.
IX. Internal Control (IC)
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 control
2020-04-03
evaluation report
Disclosure index of full internal control Juchao website for information disclosure appointed by Shenzhen Stock Exchange:
evaluation report http://www.cninfo.com.cn
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
Significant defects: Individual defects or 1. Major deficiencies: ① Great
together with other defects causing the decisions violate the Company’s
material misstatements in financial reports established procedure, resulting in
cannot be timely prevented or found or significant losses to the Company; ②
Qualitative criteria
corrected. It is recognized as a significant Serious violation of laws and
defect if following cases happen. ① Fraud regulations results in significant losses
of management leading to material to the Company; ③ Important
misstatements of financial results or false businesses are lack of system control or
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
financial reports, which mislead users of system control fails; ④ Serious brain
financial statements and result in drain of core management or core
decision-making mistakes and litigation; ② technical staff; ⑤ Significant
Ineffective control environment; ③ Major deficiencies in the internal evaluation
internal control deficiencies found and results have not been corrected. ⑥
reported to the management but haven’t been The failure of internal control to
corrected after a reasonable time; ④ The information disclosure causes the
decision-making of the Company’s major company to be publicly condemned by
matters has not fulfilled the corresponding the regulatory authorities.
decision-making process, resulting in 2. Significant deficiencies: ① The
significant losses of the Company; ⑤ Company violates the enterprise
Important businesses involving the internal regulations and causes
Company’s production and management are significant losses; ② Serious brain
lack of effective control; ⑥ Other defects drain of business personnel in the
that seriously mislead the correct judgments Company’s key positions; ③ The
made by the users of the statements, Company’s significant business systems
resulting in the company’s major have deficiencies; ④ The significant
compensation. deficiencies in the internal control of
1. Important defects: Individual defects or the Company have not been corrected.
together with other defects causing the 3. General deficiencies refer to
misstatements in financial reports cannot be deficiencies except for major and
timely prevented or found or corrected, significant deficiencies.
though the misstatements don’t reach and
exceed the importance level, they should still
cause the management’s attention. It is
recognized as an important defect if
following cases happen. ① The selection
and application of accounting policies do not
follow the generally accepted accounting
principles; ② Anti-fraud programs and
control measures have been not established;
③ Corresponding control mechanism for
accounts handling of unconventional or
special transactions has not been established
or implemented and has no there is no
appropriate compensatory controls; ④ The
controls to the period-end financial reporting
process have one or more defects and cannot
reasonably ensure that the financial
statements prepared are true and accurate.
3. General deficiencies refer to the
deficiencies except for major and significant
deficiencies.
Quantitative standard 1. Major deficiencies: misstatement 1. Major deficiencies: loss amount >
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
amount > 10% of total profit, and absolute 1.5% of owner's equity attributable to
amount > 2 million Yuan; parent Company, and absolute
2. Significant deficiencies: 5% of total amount > 5 million Yuan;
profit < misstatement amount ≤10% of total 2. Significant deficiencies: 0.5% of
profit, and absolute amount > 1 million owner's equity attributable to parent
Yuan; or 1 million Yuan < absolute amount Company < loss amount ≤ 1.5% of
≤ 2 million Yuan, and misstatement owner's equity attributable to parent
amount > 5% of total profit. Company, or 1 million Yuan < absolute
3. General deficiencies: misstatement amount ≤ 5 million Yuan;
amount ≤ 5% of total profit, or absolute
amount ≤ 1 million Yuan 3. General deficiencies: loss amount ≤
0.5% of owner's equity attributable to
parent Company, or absolute amount ≤
1 million Yuan
Amount of significant defects in financial
0
reports
Amount of significant defects in
0
non-financial reports
Amount of important defects in financial
0
reports
Amount of important defects in
0
non-financial reports
X. Auditing report of internal control
√Applicable □Not applicable
Deliberations in Internal Control Audit Report
We consider that: in all major aspects, Shenzhen Tellus Holding Co., Ltd. has efficiency in financial report of internal control dated
31 December 2019 according to Basic Standards of Internal Control for Enterprise and relevant regulations.
Disclosure details of audit report of
Disclosure
internal control
Disclosure date of audit report of
2020-04-03
internal control (full-text)
Index of audit report of internal Juchao website for information disclosure appointed by Shenzhen Stock Exchange:
control (full-text) http://www.cninfo.com.cn
Opinion type of auditing report of
Standard without reserved reports
IC
whether the non-financial report
No
had major defects
Carried out modified opinion for internal control audit report from CPA
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
□Yes √ No
The internal control audit report, issued by CPA, has concerted opinion with self-evaluation report, issued from the Board
√ Yes □ No
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Section XI. Corporate Bond
Whether the Company has a corporation bonds that issuance publicly and listed on stock exchange and without due on the date when
annual report approved for released or fail to cash in full on due
No
84
Section XII. Financial Report
一、Auditor’s Report
Type of audit opinion Standard unqualified opinion
Date of signing of audit report April 2, 2020
Name of audit institution Pan-China Certified Public Accountants LLP
Number of audit report PCCPAAR [2020] No. 7-155
Chinese Certified Public Accountant Wang Huansen , Qin Changming
Main body of audit report
To the Shareholders of Shenzhen Tellus Holding Co., Ltd.:
I. Audit Opinion
We have audited the accompanying financial statements of Shenzhen Tellus Holding
Co., Ltd. (the “Company”), which comprise the consolidated and parent company
balance sheets as at December 31, 2019, the consolidated and parent company income
statements, the consolidated and parent company cash flow statements, and the
consolidated and parent company statements of changes in equity for the year then
ended, as well as notes to financial statements.
In our opinion, the attached financial statements present fairly, in all material respects,
the financial position of the Company as at December 31, 2019, and of its financial
performance and its cash flows for the year then ended in accordance with China
Accounting Standards for Business Enterprises.
II. Basis for Audit Opinion
We conducted our audit in accordance with China Standards on Auditing. Our
responsibilities under those standards are further described in the Auditor’s
Responsibilities for the Audit of the Financial Statements section of our report. We are
independent of the Company in accordance with the China Code of Ethics for
Certified Public Accountants, and we have fulfilled other ethical responsibilities. We
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion.
III. Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the financial statements of the current period. These
matters were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not express a separate opinion
on these matters.
(I) Revenue recognition
1. Key audit matters
Please refer to section V(II)1 and XIII of the notes to the financial statements for
details.
The Company is mainly engaged in Car sales and repairs, jewelry wholesale and retail,
real estate leasing and services. In 2019, the operating revenue amounts to
571,072,893.90 yuan, an increase of 37.86% over the same period last year.
As sales revenue is one of the key performance indicators of the Company, which
would probably have inherent risks of being recognized inappropriately to achieve
specific target or expectation, and revenue recognition involves complicated
information system and significant judgment of the Company’s management (the
“Management”), we have identified revenue recognition as a key audit matter.
2. Responsive audit procedures
Our main audit procedures for revenue recognition are as follows:
(1) We obtained understandings of key internal controls related to revenue recognition,
assessed the design of these controls, determined whether they have been executed,
and tested the effectiveness of the operation;
(2) We checked major sale contracts, identified clauses on the transfer of major risks
and rewards related to the ownership of goods and assessed whether the revenue
recognition policy complied with China Accounting Standards for Business
Enterprises;
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
(3) We performed substantive analysis procedure on operating revenue and gross
margin by month, product, client, etc., so as to identify whether there are significant
or abnormal fluctuations and find out the reason of fluctuations;
(4) For revenue from domestic sales, we checked supporting documents related to
revenue recognition by sampling method, including sales contracts, Real estate lease
contracts, orders, invoices, outbound orders, client acceptance receipts, etc.
(5) We performed confirmation procedures on current sales amount by sampling
method in combination with confirmation procedure of accounts receivable;
(6) We checked whether information related to operating revenue had been presented
appropriately in the financial statements.
(II) Investment income from equity transfer
1. Key audit matters
Please refer to section V(II)7 of the notes to the financial statements for details.
As of December 31, 2019, the book balance of investment income to 240,569,654.98
yuan, which was mainly derived from the investment income from the disposal of
long-term equity investments. The company transferred 43% of the equity of
Shenzhen Xinglong Machinery Mould Co., Ltd. to Shenzhen Runhe United
Investment Development Co., Ltd. at a disposal price of 286,670,000.00 yuan, and
recognized an investment income of 210,680,848.23 from the disposal of long-term
equity investment. As the amount of investment income from equity transfer is
significant involves significant judgment of the Management, we have identified
investment income from equity transfer as a key audit matter.
2. Responsive audit procedures
Our main audit procedures for investment income from equity transfer are as follows:
(1) We check the resolutions of shareholders' meetings and asset evaluation reports
related to the disposal of equity, and judge whether the relevant decision-making
procedures are appropriate;
(2) We checked equity transfer contracts, identified key clauses affecting the
accounting treatment such as payment of equity transfer payments, and equity
transfers, and checked them with the resolutions of the shareholders meeting and the
relevant information of the asset evaluation report;
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
(3) We check the relevant documents such as the receipt certificate of the equity
transfer price, the equity transfer procedures, etc., judge the time when the equity
transfer is realized, and evaluate whether the long-term equity investment disposal
income is recognized in an appropriate period;
(4) We checked whether information related to investment income from equity
transfer had been presented appropriately in the financial statements.
IV. Other Information
The Company’s management (the “Management”) is responsible for the other
information. The other information comprises the information included in the
Company’s annual report, but does not include the financial statements and our
auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read
the other information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
V. Responsibilities of the Management and Those Charged
with Governance for the Financial Statements
The Management is responsible for preparing and presenting fairly the financial
statements in accordance with China Accounting Standards for Business Enterprises,
as well as designing, implementing and maintaining internal control relevant to the
preparation of financial statements that are free from material misstatement, whether
due to fraud or error.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
In preparing the financial statements, the Management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and use the going concern basis of accounting unless the
Management either intend to liquidate the Company or to cease operations, or have no
realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s
financial reporting process.
VI. Certified Public Accountants’ Responsibility for the Audit of the Financial
Statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or
error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with China Standards on Auditing will always detect a material
misstatement when it exists. Misstatement can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these
financial statements.
We exercise professional judgment and maintain professional skepticism throughout
the audit performed in accordance with China Standards on Auditing. We also:
(I) Identify and assess the risks of material misstatement of the financial statements,
whether due to fraud or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
(II) Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in circumstances.
(III) Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by the Management.
(IV) Conclude on the appropriateness of the Management’s use of the going concern
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
basis of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the
Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
(V) Evaluate the overall presentation, structure and content of the financial statements,
including the disclosures, and whether the financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
(VI) Obtain sufficient and appropriate audit evidence regarding the financial
information of the entities or business activities within the Company to express an
opinion on the financial statements. We are responsible for the direction, supervision
and performance of the group audit. We remain sole responsibility for our audit
opinion.
We communicate with those charged with governance regarding the planned audit
scope, time schedule and significant audit findings, including any deficiencies in
internal control of concern that we identify during our audit.
We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine
those matters that were of most significance in the audit of the financial statements of
the current period and are therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such
communication.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Consolidated balance sheet as at December 31, 2019
(Expressed in Renminbi Yuan)
Note
Assets Closing balance Opening balance
No.
Current assets:
Cash and bank balances 1 428,851,606.04 169,512,260.69
Settlement funds
Loans to other banks
Held-for-trading financial assets 2 60,486,575.34
Financial assets at fair value through profit or loss
Derivative financial assets
Notes receivable
Accounts receivable 3 112,613,224.27 86,104,660.51
Receivables financing
Advances paid 4 12,683,603.89 9,112,473.27
Premiums receivable
Reinsurance accounts receivable
Reinsurance reserve receivable
Other receivables 5 44,908,546.40 14,483,208.41
Financial assets under reverse repo
Inventories 6 21,389,602.83 12,342,854.40
Contract assets
Assets classified as held for sale 7 85,017,251.77
Non-current assets due within one year
Other current assets 8 3,403,969.23 332,432,494.44
Total current assets 684,337,128.00 709,005,203.49
Non-current assets:
Loans and advances paid
Debt investments
Available-for-sale financial assets 10,176,617.20
Other debt investments
Held-to-maturity investments
Long-term receivable 9
Long-term equity investments 10 162,178,544.05 224,644,766.21
Other equity instrument investments 11 10,176,617.20
Other non-current financial assets
Investment property 12 554,599,503.55 503,922,413.70
Fixed assets 13 107,119,796.59 112,674,017.53
Construction in progress 14 47,654,393.55 12,843,571.97
Productive biological assets
Oil & gas assets
Right-of-use assets
Intangible assets 15 50,561,225.67 51,012,282.25
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Development expenditures
Goodwill
Long-term prepayments 16 13,606,805.49 6,304,607.22
Deferred tax assets 17 8,658,962.39 24,355,086.71
Other non-current assets 18 6,889,167.54 3,356,964.72
Total non-current assets 961,445,016.03 949,290,327.51
Total assets 1,645,782,144.03 1,658,295,531.00
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Consolidated balance sheet as at December 31, 2019 (continued)
(Expressed in Renminbi Yuan)
Note
Liabilities & Equity Closing balance Opening balance
No.
Current liabilities:
Short-term borrowings 19 143,000,000.00
Central bank loans
Loans from other banks
Held-for-trading financial liabilities
Financial liabilities at fair value through profit or loss
Derivative financial liabilities
Notes payable
Accounts payable 20 69,087,430.42 73,365,876.09
Advances received 21 27,299,822.71 15,897,763.97
Contract liabilities
Financial liabilities under repo
Absorbing deposit and interbank deposit
Deposit for agency security transaction
Deposit for agency security underwriting
Employee benefits payable 22 31,204,794.89 25,802,670.36
Taxes and rates payable 23 71,425,267.61 9,377,393.57
Other payables 24 101,266,802.49 250,489,094.47
Handling fee and commission payable
Reinsurance accounts payable
Liabilities classified as held for sale
Non-current liabilities due within one year
Other current liabilities
Total current liabilities 300,284,118.12 517,932,798.46
Non-current liabilities:
Insurance policy reserve
Long-term borrowings 25 34,934,887.55
Bonds payable
Including: Preferred shares
Perpetual bonds
Lease liabilities
Long-term payables 26 3,920,160.36 3,920,160.36
Long-term employee benefits payable
Provisions 27 2,225,468.76 2,225,468.76
Deferred income 28 139,400.00
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities 6,285,029.12 41,080,516.67
Total liabilities 306,569,147.24 559,013,315.13
Equity:
Share capital/Paid-in capital 29 431,058,320.00 297,281,600.00
Other equity instruments
Including: Preferred shares
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Perpetual bonds
Capital reserve 30 431,449,554.51 565,226,274.51
Less: Treasury shares
Other comprehensive income 31 26,422.00 26,422.00
Special reserve
Surplus reserve 32 21,007,488.73 3,139,918.14
General risk reserve
Undistributed profit 33 387,423,510.78 184,535,322.70
Total equity attributable to the parent company 1,270,965,296.02 1,050,209,537.35
Non-controlling interest 68,247,700.77 49,072,678.52
Total equity 1,339,212,996.79 1,099,282,215.87
Total liabilities & equity 1,645,782,144.03 1,658,295,531.00
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Parent company balance sheet as at December 31, 2019
(Expressed in Renminbi Yuan)
Note
Assets Closing balance Opening balance
No.
Current assets:
Cash and bank balances 201,885,691.27 88,836,626.14
Held-for-trading financial assets 40,324,383.56
Financial assets at fair value through profit or loss
Derivative financial assets
Notes receivable
Accounts receivable 1 206,710.76 38,274.00
Receivables financing
Advances paid 100,000.00 604,800.00
Other receivables 2 116,037,773.09 115,782,944.37
Inventories
Contract assets
Assets classified as held for sale 85,017,251.77
Non-current assets due within one year
Other current assets 1,419,760.18 195,506,958.35
Total current assets 359,974,318.86 485,786,854.63
Non-current assets:
Debt investments
Available-for-sale financial assets 10,176,617.20
Other debt investments
Held-to-maturity investments
Long-term receivable
Long-term equity investments 3 859,355,040.60 836,283,491.38
Other equity instrument investments 10,176,617.20
Other non-current financial assets
Investment property 39,616,602.02 44,820,151.69
Fixed assets 14,012,830.64 14,824,845.14
Construction in progress 35,321,704.26 12,843,571.97
Productive biological assets
Oil & gas assets
Right-of-use assets
Intangible assets 48,953,266.56 249,731.94
Development expenditures
Goodwill
Long-term prepayments 2,639,122.63 2,958,817.65
Deferred tax assets 3,557,849.04 13,830,369.64
Other non-current assets 6,789,167.54
Total non-current assets 1,020,422,200.49 935,987,596.61
95
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Total assets 1,380,396,519.35 1,421,774,451.24
96
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Parent company balance sheet as at December 31, 2019 (continued)
(Expressed in Renminbi Yuan)
Note
Liabilities & Equity Closing balance Opening balance
No.
Current liabilities:
Short-term borrowings 143,000,000.00
Held-for-trading financial liabilities
Financial liabilities at fair value through profit or loss
Derivative financial liabilities
Notes payable
Accounts payable 14,000.00 19,800.00
Advances received 4,742.51
Contract liabilities
Employee benefits payable 8,199,278.01 4,858,788.51
Taxes and rates payable 54,684,929.01 331,909.65
Other payables 257,260,350.77 392,558,990.89
Liabilities classified as held for sale
Non-current liabilities due within one year
Other current liabilities
Total current liabilities 320,158,557.79 540,774,231.56
Non-current liabilities:
Long-term borrowings
Bonds payable
Including: Preferred shares
Perpetual bonds
Lease liabilities
Long-term payables
Long-term employee benefits payable
Provisions
Deferred income
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 320,158,557.79 540,774,231.56
Equity:
Share capital/Paid-in capital 431,058,320.00 297,281,600.00
Other equity instruments
Including: Preferred shares
Perpetual bonds
Capital reserve 428,256,131.23 562,032,851.23
Less: treasury shares
Other comprehensive income
Special reserve
97
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Surplus reserve 21,007,488.73 3,139,918.14
Undistributed profit 179,916,021.60 18,545,850.31
Total equity 1,060,237,961.56 881,000,219.68
Total liabilities & equity 1,380,396,519.35 1,421,774,451.24
98
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Consolidated income statement for the year ended December 31, 2019
(Expressed in Renminbi Yuan)
Note Current period Preceding period
Items
No. cumulative comparative
I. Total operating revenue 571,072,893.90 414,238,778.96
Including: Operating revenue 1 571,072,893.90 414,238,778.96
Interest income
Premium earned
Revenue from handling charges and commission
II. Total operating cost 509,897,504.26 409,350,865.02
Including: Operating cost 1 431,021,312.64 332,347,355.12
Interest expenses
Handling charges and commission expenditures
Surrender value
Net payment of insurance claims
Net provision of insurance policy reserve
Premium bonus expenditures
Reinsurance expenses
Taxes and surcharges 2 6,269,059.85 6,276,612.65
Selling expenses 3 23,956,102.30 19,987,406.50
Administrative expenses 4 43,668,263.92 44,231,376.56
R&D expenses
Financial expenses 5 4,982,765.55 6,508,114.19
Including: Interest expenses 7,000,636.08 8,909,350.20
Interest income 2,317,143.23 2,755,755.76
Add: Other income 6 292,897.32 3,482.07
Investment income (or less: losses) 7 240,569,654.98 88,785,468.69
Including: Investment income from associates and joint ventures 19,134,325.91 83,051,508.70
Gains from derecognition of financial assets at amortized cost
Gains on foreign exchange (or less: losses)
Gains on net exposure to hedging risk (or less: losses)
Gains on changes in fair value (or less: losses) 8 477,394.67
Credit impairment loss 9 1,270,480.08
Assets impairment loss 10 -662,290.01 -1,384,716.26
Gains on asset disposal (or less: losses) 11 216,207.53
III. Operating profit (or less: losses) 303,339,734.21 92,292,148.44
Add: Non-operating revenue 12 304,620.63 1,739,055.65
Less: Non-operating expenditures 13 1,049,085.73 3,479,344.28
IV. Profit before tax (or less: total loss) 302,595,269.11 90,551,859.81
Less: Income tax 14 83,788,034.93 4,411,880.45
V. Net profit (or less: net loss) 218,807,234.18 86,139,979.36
(I) Categorized by the continuity of operations
1. Net profit from continuing operations (or less: net loss) 218,807,234.18 86,139,979.36
2. Net profit from discontinued operations (or less: net loss)
(II) Categorized by the portion of equity ownership
1. Net profit attributable to owners of parent company (or less: net loss) 219,669,708.47 86,924,058.72
2. Net profit attributable to non-controlling shareholders (or less: net loss) -862,474.29 -784,079.36
VI. Other comprehensive income after tax 26,422.00
Items attributable to the owners of the parent company 26,422.00
(I) Not to be reclassified subsequently to profit or loss
1.Changes in remeasurement on the net defined benefit plan
2. Items under equity method that will not be reclassified to profit or loss
3. Changes in fair value of other equity instrument investments
99
深圳市特力(集团)股份有限公司 2019 年年度报告全文
4. Changes in fair value of own credit risk
5. Others
(II) To be reclassified subsequently to profit or loss 26,422.00
1. Items under equity method that may be reclassified to profit or loss 26,422.00
2. Changes in fair value of other debt investments
3. Profit or loss from changes in fair value of available-for-sale financial assets
4. Profit or loss from reclassification of financial assets into other comprehensive income
5. Profit or loss from reclassification of held-to-maturity investments as available-for-sale
financial assets
6. Provision for credit impairment of other debt investments
7.Cash flow hedging reserve (profit or loss on cash flow hedging)
8. Translation reserve
9. Others
Items attributable to non-controlling shareholders
VII. Total comprehensive income 218,807,234.18 86,166,401.36
Items attributable to the owners of the parent company 219,669,708.47 86,950,480.72
Items attributable to non-controlling shareholders -862,474.29 -784,079.36
VIII. Earnings per share (EPS):
(I) Basic EPS (yuan per share) 0.51 0.20
(II) Diluted EPS (yuan per share) 0.51 0.20
100
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Parent company income statement for the year ended December 31, 2019
(Expressed in Renminbi Yuan)
Note Current period Preceding period
Items
No. cumulative comparative
I. Operating revenue 1 38,042,399.39 42,607,127.11
Less: Operating cost 1 3,772,642.43 12,747,839.01
Taxes and surcharges 1,721,718.43 1,683,760.67
Selling expenses
Administrative expenses 23,285,817.13 20,609,716.66
R&D expenses
Financial expenses 4,032,853.71 4,850,337.92
Including: Interest expenses 5,767,035.04 6,902,903.32
Interest income 1,804,555.52 2,179,149.78
Add: Other income
Investment income (or less: losses) 2 236,551,009.68 16,298,388.00
Including: Investment income from associates and joint ventures 19,318,549.22 14,998,084.49
Gains from derecognition of financial assets at amortized cost
Gains on net exposure to hedging risk (or less: losses)
Gains on changes in fair value (or less: losses) 324,383.56
Gains on asset disposal (or less: losses)
Credit impairment loss 1,057,870.24
Assets impairment loss -117,864.17
Gains on foreign exchange (or less: losses)
II. Operating profit (or less: losses) 243,162,631.17 18,895,996.68
Add: Non-operating revenue 33,995.79 1,253,151.18
Less: Non-operating expenditures 4,161.48
III. Profit before tax (or less: total loss) 243,196,626.96 20,144,986.38
Less: Income tax 64,583,369.44 38,942.20
IV. Net profit (or less: net loss) 178,613,257.52 20,106,044.18
(I) Net profit from continuing operations (or less: net loss) 178,613,257.52 20,106,044.18
(II) Net profit from discontinued operations (or less: net loss)
V. Other comprehensive income after tax
(I) Not to be reclassified subsequently to profit or loss
1.Changes in remeasurement on the net defined benefit plan
2. Items under equity method that will not be reclassified to profit or loss
3. Changes in fair value of other equity instrument investments
4. Changes in fair value of own credit risk
5. Others
(II) To be reclassified subsequently to profit or loss
1. Items under equity method that may be reclassified to profit or loss
2. Changes in fair value of other debt investments
3. Profit or loss from changes in fair value of available-for-sale financial assets
4. Profit or loss from reclassification of financial assets into other
comprehensive income
5. Profit or loss from reclassification of held-to-maturity investments as
available-for-sale financial assets
6. Provision for credit impairment of other debt investments
7. Cash flow hedging reserve (profit or loss on cash flow hedging)
8. Translation reserve
101
深圳市特力(集团)股份有限公司 2019 年年度报告全文
9. Others
VI. Total comprehensive income 178,613,257.52 20,106,044.18
VII. Earnings per share (EPS):
(I) Basic EPS (yuan per share)
(II) Diluted EPS (yuan per share)
102
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Consolidated cash flow statement for the year ended December 31, 2019
(Expressed in Renminbi Yuan)
Note Current period Preceding period
Items
No. cumulative comparative
I. Cash flows from operating activities:
Cash receipts from sale of goods or rendering of services 620,842,167.97 426,869,708.10
Net increase of client deposit and interbank deposit
Net increase of central bank loans
Net increase of loans from other financial institutions
Cash receipts from original insurance contract premium
Net cash receipts from reinsurance
Net increase of policy-holder deposit and investment
Cash receipts from interest, handling charges and commission
Net increase of loans from others
Net increase of repurchase
Net cash receipts from agency security transaction
Receipts of tax refund 3,181.09
Other cash receipts related to operating activities 1 47,761,005.81 19,684,530.43
Subtotal of cash inflows from operating activities 668,606,354.87 446,554,238.53
Cash payments for goods purchased and services received 452,350,872.20 335,367,549.57
Net increase of loans and advances to clients
Net increase of central bank deposit and interbank deposit
Cash payments for insurance indemnities of original insurance contracts
Net increase of loans to others
Cash payments for interest, handling charges and commission
Cash payments for policy bonus
Cash paid to and on behalf of employees 62,812,595.93 52,732,468.64
Cash payments for taxes and rates 23,492,145.22 23,689,718.46
Other cash payments related to operating activities 2 51,039,388.49 41,339,481.83
Subtotal of cash outflows from operating activities 589,695,001.84 453,129,218.50
Net cash flows from operating activities 78,911,353.03 -6,574,979.97
II. Cash flows from investing activities:
Cash receipts from withdrawal of investments 2,177,147,001.00 1,106,320,000.00
Cash receipts from investment income 54,752,103.23 68,064,559.78
Net cash receipts from the disposal of fixed assets, intangible assets and other
834,100.00 263,520.00
long-term assets
Net cash receipts from the disposal of subsidiaries & other business units 1,504,125.26
Other cash receipts related to investing activities 3 2,385,849.54 107,511,100.00
Subtotal of cash inflows from investing activities 2,235,119,053.77 1,283,663,305.04
Cash payments for the acquisition of fixed assets, intangible assets and other
124,672,512.37 31,343,082.90
long-term assets
Cash payments for investments 1,758,560,000.00 1,224,884,140.00
Net increase of pledged borrowings
Net cash payments for the acquisition of subsidiaries & other business units
Other cash payments related to investing activities 4 5,000.00 5,733,400.00
Subtotal of cash outflows from investing activities 1,883,237,512.37 1,261,960,622.90
Net cash flows from investing activities 351,881,541.40 21,702,682.14
III. Cash flows from financing activities:
Cash receipts from absorbing investments 20,000,000.00 15,000,000.00
103
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Note Current period Preceding period
Items
No. cumulative comparative
Including: Cash received by subsidiaries from non-controlling shareholders as
20,000,000.00 15,000,000.00
investments
Cash receipts from borrowings 143,000,000.00 148,082,000.00
Other cash receipts related to financing activities 5 15,020,000.00
Subtotal of cash inflows from financing activities 178,020,000.00 163,082,000.00
Cash payments for the repayment of borrowings 320,934,887.55 145,943,235.58
Cash payments for distribution of dividends or profits and for interest expenses 7,095,966.49 15,066,890.08
Including: Cash paid by subsidiaries to non-controlling shareholders as dividend
or profit
Other cash payments related to financing activities 6 22,962,000.00 16,144,956.00
Subtotal of cash outflows from financing activities 350,992,854.04 177,155,081.66
Net cash flows from financing activities -172,972,854.04 -14,073,081.66
IV. Effect of foreign exchange rate changes on cash & cash equivalents 96.73 281.62
V. Net increase in cash and cash equivalents 257,820,137.12 1,054,902.13
Add: Opening balance of cash and cash equivalents 142,848,120.69 141,793,218.56
VI. Closing balance of cash and cash equivalents 400,668,257.81 142,848,120.69
104
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Parent company cash flow statement for the year ended December 31, 2019
(Expressed in Renminbi Yuan)
Note Current period Preceding period
Items
No. cumulative comparative
I. Cash flows from operating activities:
Cash receipts from sale of goods and rendering of services 39,784,268.51 42,987,480.31
Receipts of tax refund
Other cash receipts related to operating activities 28,770,832.18 26,178,276.09
Subtotal of cash inflows from operating activities 68,555,100.69 69,165,756.40
Cash payments for goods purchased and services received
Cash paid to and on behalf of employees 18,387,927.35 18,738,644.84
Cash payments for taxes and rates 3,527,628.11 4,065,009.38
Other cash payments related to operating activities 19,992,731.75 38,903,678.52
Subtotal of cash outflows from operating activities 41,908,287.21 61,707,332.74
Net cash flows from operating activities 26,646,813.48 7,458,423.66
II. Cash flows from investing activities:
Cash receipts from withdrawal of investments 1,260,187,000.00 733,500,000.00
Cash receipts from investment income 24,870,415.22 59,901,381.01
Net cash receipts from the disposal of fixed assets, intangible
assets and other long-term assets
Net cash receipts from the disposal of subsidiaries & other
business units
Other cash receipts related to investing activities 2,385,849.54 107,511,100.00
Subtotal of cash inflows from investing activities 1,287,443,264.76 900,912,481.01
Cash payments for the acquisition of fixed assets, intangible assets
75,307,375.89 10,556,123.04
and other long-term assets
Cash payments for investments 978,253,000.00 900,636,040.00
Net cash payments for the acquisition of subsidiaries & other
business units
Other cash payments related to investing activities 5,733,400.00
Subtotal of cash outflows from investing activities 1,053,560,375.89 916,925,563.04
Net cash flows from investing activities 233,882,888.87 -16,013,082.03
III. Cash flows from financing activities:
Cash receipts from absorbing investments
Cash receipts from borrowings 143,000,000.00 143,000,000.00
Other cash receipts related to financing activities
Subtotal of cash inflows from financing activities 143,000,000.00 143,000,000.00
Cash payments for the repayment of borrowings 286,000,000.00 137,278,123.13
Cash payments for distribution of dividends or profits and for
5,999,845.45 12,986,470.41
interest expenses
Other cash payments related to financing activities
Subtotal of cash outflows from financing activities 291,999,845.45 150,264,593.54
Net cash flows from financing activities -148,999,845.45 -7,264,593.54
IV. Effect of foreign exchange rate changes on cash and cash
equivalents
105
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Note Current period Preceding period
Items
No. cumulative comparative
V. Net increase in cash and cash equivalents 111,529,856.90 -15,819,251.91
Add: Opening balance of cash and cash equivalents 62,172,486.14 77,991,738.05
VI. Closing balance of cash and cash equivalents 173,702,343.04 62,172,486.14
106
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Consolidated statement of changes in equity for the year ended December 31, 2019
(Expressed in Renminbi Yuan)
Current period cumulative
Equity attributable to parent company
Items Other equity instruments Non-controlling
Less: Other Total equity
Share capital/ Special Surplus General Undistributed interest
Capital reserve treasury comprehensive reserve
Paid-in capital Preferred Perpetual Others shares income reserve risk reserve profit
shares bonds
I. Balance at the end of prior year 297,281,600.00 565,226,274.51 26,422.00 3,139,918.14 184,535,322.70 49,072,678.52 1,099,282,215.87
Add: Cumulative changes of accounting policies 6,244.84 1,079,805.36 37,496.54 1,123,546.74
Error correction of prior period
Business combination under common control
Others
II. Balance at the beginning of current year 297,281,600.00 565,226,274.51 26,422.00 3,146,162.98 185,615,128.06 49,110,175.06 1,100,405,762.61
III. Current period increase (or less: decrease) 133,776,720.00 -133,776,720.00 17,861,325.75 201,808,382.72 19,137,525.71 238,807,234.18
(I) Total comprehensive income 219,669,708.47 -862,474.29 218,807,234.18
(II) Capital contributed or withdrawn by owners 20,000,000.00 20,000,000.00
1. Ordinary shares contributed by owners 20,000,000.00 20,000,000.00
2. Capital contributed by holders of other equity
instruments
3. Amount of share-based payment included in
equity
4. Others
(III) Profit distribution 17,861,325.75 -17,861,325.75
1. Appropriation of surplus reserve 17,861,325.75 -17,861,325.75
2. Appropriation of general risk reserve
3. Appropriation of profit to owners
4. Others
(IV) Internal carry-over within equity 133,776,720.00 -133,776,720.00
1. Transfer of capital reserve to capital 133,776,720.00 133,776,720.00
2. Transfer of surplus reserve to capital
3. Surplus reserve to cover losses
4. Changes in defined benefit plan carried over to
retained earnings
107
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Current period cumulative
Equity attributable to parent company
Items Other equity instruments Non-controlling
Less: Other Total equity
Share capital/ Special Surplus General Undistributed interest
Capital reserve treasury comprehensive reserve
Paid-in capital Preferred Perpetual Others shares income reserve risk reserve profit
shares bonds
5. Other comprehensive income carried over to
retained earnings
6. Others
(V) Special reserve
1. Appropriation of current period
2. Application of current period
(VI) Others
IV. Balance at the end of current period 431,058,320.00 431,449,554.51 26,422.00 21,007,488.73 387,423,510.78 68,247,700.77 1,339,212,996.79
108
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Consolidated statement of changes in equity for the year ended December 31, 2019 (continued)
(Expressed in Renminbi Yuan)
Preceding period comparative
Equity attributable to parent company
Items Other equity instruments Non-controlling
Less: Other Total equity
Share capital/ Special Surplus General risk Undistributed interest
Capital reserve treasury comprehensive
Paid-in capital Preferred Perpetual Others shares income
reserve reserve reserve profit
shares bonds
I. Balance at the end of prior year 297,281,600.00 565,226,274.51 2,952,586.32 97,798,595.80 34,764,517.26 998,023,573.89
Add: Cumulative changes of accounting policies
Error correction of prior period
Business combination under common control
Others
II. Balance at the beginning of current year 297,281,600.00 565,226,274.51 2,952,586.32 97,798,595.80 34,764,517.26 998,023,573.89
III. Current period increase (or less: decrease) 26,422.00 187,331.82 86,736,726.90 14,308,161.26 101,258,641.98
(I) Total comprehensive income 26,422.00 86,924,058.72 -784,079.36 86,166,401.36
(II) Capital contributed or withdrawn by owners 15,092,240.62 15,092,240.62
1. Ordinary shares contributed by owners 15,000,000.00 15,000,000.00
2. Capital contributed by holders of other equity
instruments
3. Amount of share-based payment included in
equity
4. Others 92,240.62 92,240.62
(III) Profit distribution 187,331.82 -187,331.82
1. Appropriation of surplus reserve 187,331.82 -187,331.82
2. Appropriation of general risk reserve
3. Appropriation of profit to owners
4. Others
(IV) Internal carry-over within equity
1. Transfer of capital reserve to capital
2. Transfer of surplus reserve to capital
3. Surplus reserve to cover losses
4. Changes in defined benefit plan carried over to
retained earnings
109
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Preceding period comparative
Equity attributable to parent company
Items Other equity instruments Non-controlling
Less: Other Total equity
Share capital/ Special Surplus General risk Undistributed interest
Capital reserve treasury comprehensive
Paid-in capital Preferred Perpetual Others shares income
reserve reserve reserve profit
shares bonds
5. Other comprehensive income carried over to
retained earnings
6. Others
(V) Special reserve
1. Appropriation of current period
2. Application of current period
(VI) Others
IV. Balance at the end of current period 297,281,600.00 565,226,274.51 26,422.00 3,139,918.14 184,535,322.70 49,072,678.52 1,099,282,215.87
110
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Parent company statement of changes in equity for the year ended December 31, 2019
(Expressed in Renminbi Yuan)
Current period cumulative
Other equity instruments Less: Other
Items Share capital/ Special Undistributed
Preferred Perpetual Others Capital reserve treasury comprehensive Surplus reserve Total equity
Paid-in capital reserve profit
shares bonds shares income
I. Balance at the end of prior year 297,281,600.00 562,032,851.23 3,139,918.14 18,545,850.31 881,000,219.68
Add: Cumulative changes of accounting policies 6,244.84 618,239.52 624,484.36
Error correction of prior period
Others
II. Balance at the beginning of current year 297,281,600.00 562,032,851.23 3,146,162.98 19,164,089.83 881,624,704.04
III. Current period increase (or less: decrease) 133,776,720.00 -133,776,720.00 17,861,325.75 160,751,931.77 178,613,257.52
(I) Total comprehensive income 178,613,257.52 178,613,257.52
(II) Capital contributed or withdrawn by owners
1. Ordinary shares contributed by owners
2. Capital contributed by holders of other equity instruments
3. Amount of share-based payment included in equity
4. Others
(III) Profit distribution 17,861,325.75 -17,861,325.75
1. Appropriation of surplus reserve 17,861,325.75 -17,861,325.75
2. Appropriation of profit to owners
3. Others
(IV) Internal carry-over within equity 133,776,720.00 -133,776,720.00
1.Transfer of capital reserve to capital 133,776,720.00 -133,776,720.00
2.Transfer of surplus reserve to capital
3.Surplus reserve to cover losses
4. Changes in defined benefit plan carried over to retained
earnings
5. Other comprehensive income carried over to retained
earnings
6. Others
(V) Special reserve
111
深圳市特力(集团)股份有限公司 2019 年年度报告全文
1. Appropriation of current period
2. Application of current period
(VI) Others
IV. Balance at the end of current period 431,058,320.00 428,256,131.23 21,007,488.73 179,916,021.60 1,060,237,961.56
112
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Shenzhen Tellus Holding Co., Ltd.
Parent company statement of changes in equity for the year ended December 31, 2019 (continued)
(Expressed in Renminbi Yuan)
Preceding period comparative
Other equity instruments Less: Other
Items Share capital/ Special Undistributed
Preferred Perpetual Capital reserve treasury comprehensive Surplus reserve Total equity
Paid-in capital Others reserve profit
shares bonds shares income
I. Balance at the end of prior year 297,281,600.00 562,032,851.23 2,952,586.32 -1,372,862.05 860,894,175.50
Add: Cumulative changes of accounting policies
Error correction of prior period
Others
II. Balance at the beginning of current year 297,281,600.00 562,032,851.23 2,952,586.32 -1,372,862.05 860,894,175.50
III. Current period increase (or less: decrease) 187,331.82 19,918,712.36 20,106,044.18
(I) Total comprehensive income 20,106,044.18 20,106,044.18
(II) Capital contributed or withdrawn by owners
1. Ordinary shares contributed by owners
2. Capital contributed by holders of other equity
instruments
3. Amount of share-based payment included in equity
4. Others
(III) Profit distribution 187,331.82 -187,331.82
1. Appropriation of surplus reserve 187,331.82 -187,331.82
2. Appropriation of profit to owners
3. Others
(IV) Internal carry-over within equity
1.Transfer of capital reserve to capital
2.Transfer of surplus reserve to capital
3.Surplus reserve to cover losses
4. Changes in defined benefit plan carried over to
retained earnings
5. Other comprehensive income carried over to retained
earnings
6. Others
(V) Special reserve
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1. Appropriation of current period
2. Application of current period
(VI) Others
IV. Balance at the end of current period 297,281,600.00 562,032,851.23 3,139,918.14 18,545,850.31 881,000,219.68
Fu chunlong Lou hong Liu yuhong
[Legal representative] [Officer in charge of accounting] [Head of accounting department]
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Shenzhen Tellus Holding Co., Ltd.
Notes to Financial Statements
For the year ended December 31, 2019
Monetary unit: RMB Yuan
I. Company profile
Shenzhen Tellus Holding Co., Ltd. (by shares) (the “Company”) is established by Shenzhen Tellus Machinery Co.,
Ltd. under the approval from the General Office of Shenzhen Municipal People's Government on the
reorganization of Shenzhen Tellus Machinery Co., Ltd., into Shenzhen Tellus Holding Company Limited (Shen fu
ban fu [1991] No. 1012). The Company registered at Shenzhen Administration for Industry and Commerce/Market
Supervision and Administration Bureau on November 10, 1986 and obtained a (corporate) business license/social
credit code numbered 91440300192192210U, with registered capital of 431,058,320.00 yuan, total share of
431,058,320 shares (each with par value of one yuan), of which, 0 shares and 0 shares are restricted outstanding A
shares and B shares, and 392,778,320 shares and 38,280,000 shares are unrestricted outstanding A shares and B
shares. The Company’s shares were listed at Shenzhen Stock Exchange respectively on 21 June 1993.
The Company belongs to wholesale industry and is mainly engaged in automobile sales, automobile maintenance
and testing, jewelry sales, property leasing and services, and so on.
The financial statements were approved and authorized for issue by the 6th meeting of the 9th session of the Board
of Directors dated April 2nd, 2020.
The Company has brought 11 subsidiaries including Shenzhen Zhongtian Industrial Co., Ltd., Sichuan Tellus
Jewelry Technology Co., Ltd., Shenzhen Huari Toyota Auto Sales Co., Ltd, into the consolidation scope. Please
refer to section VI and VII of notes to financial statements for details.
II. Preparation basis of the financial statements
(I) Preparation basis
The financial statements have been prepared on the basis of going concern.
(II) Assessment of the ability to continue as a going concern
The Company has no events or conditions that may cast significant doubts upon the Company’s ability to continue
as a going concern within the 12 months after the balance sheet date.
III. Significant accounting policies and estimates
Important note:
The Company has set up accounting policies and estimates on transactions or events such as impairment of
financial instruments, depreciation of fixed assets, depreciation of right-of-use assets, amortization of intangible
assets, and revenue recognition, etc. based on the Company’s actual production and operation features.
(I) Statement of compliance
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The financial statements have been prepared in accordance with the requirements of China Accounting Standards
for Business Enterprises (CASBEs), and present truly and completely the financial position, results of operations
and cash flows of the Company.
(II) Accounting period
The accounting year of the Company runs from January 1 to December 31 under the Gregorian calendar.
(III) Operating cycle
The Company has a relatively short operating cycle for its business, an asset or a liability is classified as current if
it is expected to be realized or due within 12 months.
(IV) Functional currency
The Company’s functional currency is Renminbi (RMB) Yuan.
(V) Accounting treatments of business combination under and not under common control
1. Accounting treatment of business combination under common control
Assets and liabilities arising from business combination are measured at carrying amount of the combined party
included in the consolidated financial statements of the ultimate controlling party at the combination date.
Difference between carrying amount of the equity of the combined party included in the consolidated financial
statements of the ultimate controlling party and that of the combination consideration or total par value of shares
issued is adjusted to capital reserve, if the balance of capital reserve is insufficient to offset, any excess is adjusted
to retained earnings.
2. Accounting treatment of business combination not under common control
When combination cost is in excess of the fair value of identifiable net assets obtained from the acquiree at the
acquisition date, the excess is recognized as goodwill; otherwise, the fair value of identifiable assets, liabilities and
contingent liabilities, and the measurement of the combination cost are reviewed, then the difference is recognized
in profit or loss.
(VI) Compilation method of consolidated financial statements
The parent company brings all its controlled subsidiaries into its consolidation scope. The
consolidated financial statements are compiled by the parent company according to “CASBE 33 -
Consolidated Financial Statements”, based on relevant information and the financial statements of
the parent company and its subsidiaries.
(VII) Classification of joint arrangements and accounting treatment of joint operations
1. Joint arrangements include joint operations and joint ventures.
2. When the Company is a joint operator of a joint operation, it recognizes in relation to its interest
in a joint operation:
(1) its assets, including its share of any assets held jointly;
(2) its liabilities, including its share of any liabilities incurred jointly;
(3) its revenue from the sale of its share of the output arising from the joint operation;
(4) its share of the revenue from the sales of the output by the joint operation; and
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(5) its expenses, including its share of any expenses incurred jointly.
(VIII) Recognition criteria of cash and cash equivalents
Cash as presented in cash flow statement refers to cash on hand and deposit on demand for
payment. Cash equivalents refer to short-term, highly liquid investments that can be readily
converted to cash and that are subject to an insignificant risk of changes in value.
(IX) Foreign currency translation
1. Translation of transactions denominated in foreign currency
Transactions denominated in foreign currency are translated into RMB yuan at the spot exchange
rate at the transaction date at initial recognition. At the balance sheet date, monetary items
denominated in foreign currency are translated at the spot exchange rate at the balance sheet date
with difference, except for those arising from the principal and interest of exclusive borrowings
eligible for capitalization, included in profit or loss; non-cash items carried at historical costs are
translated at the spot exchange rate at the transaction date, with its RMB amount unchanged;
non-cash items carried at fair value in foreign currency are translated at the spot exchange rate at
the date when the fair value was determined, with difference included in profit or loss or other
comprehensive income.
2. Translation of financial statements measured in foreign currency
The assets and liabilities in the balance sheet are translated into RMB at the spot rate at the
balance sheet date; the equity items, other than undistributed profit, are translated at the spot rate
at the transaction date; the revenues and expenses in the income statement are translated into RMB
at the spot exchange rate at the transaction date. The difference arising from foreign currency
translation is included in other comprehensive income.
(X) Financial instruments
1. Classification of financial assets and financial liabilities
Financial assets are classified into the following three categories when initially recognized: (1)
financial assets at amortized cost; (2) financial assets at fair value through other comprehensive
income; (3) financial assets at fair value through profit or loss.
Financial liabilities are classified into the following four categories when initially recognized: (1)
financial liabilities at fair value through profit or loss; (2) financial liabilities that arise when a
transfer of a financial asset does not qualify for derecognition or when the continuing involvement
approach applies; (3) financial guarantee contracts not fall within the above categories (1) and (2),
and commitments to provide a loan at a below-market interest rate, which do not fall within the
above category (1) ; (4) financial liabilities at amortized cost.
2. Recognition criteria, measurement method and derecognition condition of financial assets and financial
liabilities
(1) Recognition criteria and measurement method of financial assets and financial liabilities
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When the Company becomes a party to a financial instrument, it is recognized as a financial asset
or financial liability. The financial assets and financial liabilities initially recognized by the
Company are measured at fair value; for the financial assets and liabilities at fair value through
profit or loss, the transaction expenses thereof are directly included in profit or loss; for other
categories of financial assets and financial liabilities, the transaction expenses thereof are included
into the initially recognized amount. However, at initial recognition, for accounts receivable that
do not contain a significant financing component or contracts in which the financing components
with associated period less than one year are not considered, the Company measures at their
transaction price in accordance with “CASBE14 – Revenues”.
(2) Subsequent measurement of financial assets
1) Financial assets measured at amortized cost
The Company measures its financial assets at the amortized costs using effective interest method.
Gains or losses on financial assets that are measured at amortized cost and are not part of hedging
relationships shall be included into profit or loss when the financial assets are derecognized,
reclassified, through the amortization process or in order to recognize impairment gains or losses.
2) Debt instrument investments at fair value through other comprehensive income
The Company measures its debt instrument investments at fair value. Interests, impairment gains
or losses, and gains and losses on foreign exchange that calculated using effective interest method
shall be included into profit or loss, while other gains or losses are included into other
comprehensive income. Accumulated gains or losses that initially recognized as other
comprehensive income should be transferred out into profit or loss when the financial assets are
derecognized.
3) Equity instrument investments at fair value through other comprehensive income
The Company measures its equity instrument investments at fair value. Dividends obtained (other
than those as part of investment cost recovery) shall be included into profit or loss, while other
gains or losses are included into other comprehensive income. Accumulated gains or losses that
initially recognized as other comprehensive income should be transferred out into retained
earnings when the financial assets are derecognized.
4) Financial assets at fair value through profit or loss
The Company measures its financial assets at fair value. Gains or losses arising from changes in
fair value (including interests and dividends) shall be included into profit or loss, except for
financial assets that are part of hedging relationships.
(3) Subsequent measurement of financial liabilities
1) Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include held-for-trading financial liabilities
(including derivatives that are liabilities) and financial liabilities designated as at fair value
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through profit or loss. The Company measures such kind of liabilities at fair value. The amount of
changes in the fair value of the financial liabilities that are attributable to changes in the
Company’s own credit risk shall be included into other comprehensive income, unless such
treatment would create or enlarge accounting mismatches in profit or loss. Other gains or losses
on those financial liabilities (including interests, changes in fair value that are attributable to
reasons other than changes in the Company’s own credit risk) shall be included into profit or loss,
except for financial liabilities that are part of hedging relationships. Accumulated gains or losses
that originally recognized as other comprehensive income should be transferred out into retained
earnings when the financial liabilities are derecognized.
2) Financial liabilities that arise when a transfer of a financial asset does not qualify for
derecognition or when the continuing involvement approach applies
The Company measures its financial liabilities in accordance with “CASBE23 – Transfer of
Financial Assets”.
3) Financial guarantee contracts not fall within the above categories 1) and 2), and commitments
to provide a loan at a below-market interest rate, which do not fall within the above category 1)
The Company measures its financial liabilities at the higher of: a. the amount of loss allowances in
according to impairment requirements of financial instruments; b. the amount initially recognized
less the amount of accumulated amortization recognized in accordance with “CASBE14 –
Revenues”.
4) Financial liabilities at amortized cost
The Company measures its financial liabilities at amortized cost using effective interest method.
Gains or losses on financial liabilities that are measured at amortized cost and are not part of
hedging relationships shall be included into profit or loss when the financial liabilities are
derecognized and through the amortization process.
(4) Derecognition of financial assets and financial liabilities
1) Financial assets are derecognized when:
a. the contractual rights to the cash flows from the financial assets expire; o
b. the financial assets have been transferred and the transfer qualifies for derecognition in accordance with
“CASBE23 – Transfer of Financial Assets”.
2) Only when the underlying present obligations of a financial liability are relieved totally or partly may the
financial liability be derecognized accordingly.
3. Recognition criteria and measurement method of financial assets transfer
Where the Company has transferred substantially all of the risks and rewards related to the
ownership of the financial asset, it derecognizes the financial asset, and any right or liability
arising from such transfer is recognized independently as an asset or a liability. If it retained
substantially all of the risks and rewards related to the ownership of the financial asset, it
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continues recognizing the financial asset. Where the Company does not transfer or retain
substantially all of the risks and rewards related to the ownership of a financial asset, it is dealt
with according to the circumstances as follows respectively: (1) if the Company does not retain its
control over the financial asset, it derecognizes the financial asset, and any right or liability arising
from such transfer is recognized independently as an asset or a liability; (2) if the Company retains
its control over the financial asset, according to the extent of its continuing involvement in the
transferred financial asset, it recognizes the related financial asset and recognizes the relevant
liability accordingly.
If the transfer of an entire financial asset satisfies the conditions for derecognition, the difference
between the amounts of the following two items are included in profit or loss: (1) the carrying
amount of the transferred financial asset as of the date of derecognition; (2) the sum of
consideration received from the transfer of the financial asset, and the accumulative amount of the
changes of the fair value originally included in other comprehensive income proportionate to the
transferred financial asset (financial assets transferred refer to debt instrument investments at fair
value through other comprehensive income). If the transfer of financial asset partially satisfies the
conditions to derecognition, the entire carry amount of the transferred financial asset is, between
the portion which is derecognized and the portion which is not, apportioned according to their
respective relative fair value, and the difference between the amounts of the following two items
are included into profit or loss: (1) the carrying amount of the portion which is derecognized; (2)
the sum of consideration of the portion which is derecognized, and the portion of the accumulative
amount of the changes in the fair value originally included in other comprehensive income which
is corresponding to the portion which is derecognized (financial assets transferred refer to debt
instrument investments at fair value through other comprehensive income).
4. Fair value determination method of financial assets and liabilities
(1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the
Company can access at the measurement date.
(2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly or indirectly. Level 2 inputs include: quoted prices for similar assets or liabilities in active
markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than
quoted prices that are observable for the asset or liability, for example, interest rates and yield curves observable at
commonly quoted intervals; market-corroborated inputs;
(3) Level 3 inputs are unobservable inputs for the asset or liability. Level 3 inputs include interest rate that is not
observable and cannot be corroborated by observable market data at commonly quoted intervals, historical
volatility, future cash flows to be paid to fulfill the disposal obligation assumed in business combination, and
financial forecast developed using the Company’s own data, etc.
5. Impairment of financial instruments
(1) Measurement and accounting treatment
The Company, on the basis of expected credit loss, recognizes loss allowances of financial assets at amortized cost,
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debt instrument investments, contract assets or lease receivable at fair value through other comprehensive income,
loan commitments other than financial liabilities at fair value through profit or loss, financial guarantee contracts
not belong to financial liabilities at fair value through profit or loss or financial liabilities that arise when a transfer
of a financial asset does not qualify for derecognition or when the continuing involvement approach applies.
Expected credit losses refer to the weighted average of credit losses with the respective risks of a default occurring
as the weights. Credit loss refers to the difference between all contractual cash flows that are due to the Company
in accordance with the contract and all the cash flows that the Company expects to receive (i.e. all cash shortfalls),
discounted at the original effective interest rate. Purchased or originated credit-impaired financial assets are
discounted at the credit-adjusted effective interest rate.
On the balance sheet date, the Company shall only recognize the cumulative changes in the lifetime expected
credit losses since initial recognition as a loss allowance for purchased or originated credit-impaired financial
assets.
For accounts receivable do not contain a significant financing component or contracts in which the financing
components with associated period less than one year are not considered, which result from transactions as
regulated in “CASBE14 - Revenues”, the Company chooses simplified approach to measure the loss allowance at
an amount equal to lifetime expected credit losses.
For lease receivables, accounts receivable and contract assets that result from transactions as regulated in
“CASBE14 - Revenues” and contain a significant financing component, the Company chooses simplified approach
to measure the loss allowance at an amount equal to lifetime expected credit losses.
For financial assets other than the above, on each balance sheet date, the Company shall assess whether the credit
risk on the financial instrument has increased significantly since initial recognition. The Company shall measure
the loss allowance for the financial instrument at an amount equal to the lifetime expected credit losses if the credit
risk on that financial instrument has increased significantly since initial recognition; otherwise, the Company shall
measure the loss allowance for that financial instrument at an amount equal to 12-month expected credit loss.
Considering reasonable and supportable forward-looking information, the Company compares the risk of a default
occurring on the financial instrument as at the balance sheet date with the risk of a default occurring on the
financial instrument as at the date of initial recognition, so as to assess whether the credit risk on the financial
instrument has increased significantly since initial recognition.
The Company may assume that the credit risk on a financial instrument has not increased significantly since initial
recognition if the financial instrument is determined to have low credit risk on the balance sheet date.
The Company shall estimate expected credit risk and measure expected credit losses on an individual or a
collective basis. When the Company adopts the collective basis, financial instruments are grouped with similar
credit risk features.
The Company shall remeasure expected credit loss on each balance sheet date, and increased or reversed amounts
of loss allowance arising therefrom shall be included into profit or loss as impairment losses or gains. For a
financial asset measured at amortized cost, the loss allowance reduce the carrying amount of such financial asset
presented in the balance sheet; for a debt investment measured at fair value through other comprehensive income,
the loss allowance shall be recognized in other comprehensive income and shall not reduce the carrying amount of
such financial asset.
(2) Financial instruments with expected credit risk assessed and expected credit losses measured on a collective
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basis
Items Basis for determination of Method for measuring expected
portfolio credit loss
Other receivables –Portfolio grouped with Based on historical credit loss
related transactions within consolidation scope experience, the current situation
Nature of receivables and the forecast of future
Other receivables – Portfolio grouped with
dividend receivables economic conditions, calculate
expected credit loss through
Other receivables – Portfolio grouped with exposure at default and
Aging 12-month or lifetime expected
aging receivables
credit loss rate.
(3) Accounts receivable and contract assets with expected credit losses measured on a collective basis
1) Specific portfolios and method for measuring expected credit loss
Items Basis for determination of Method for measuring expected
portfolio credit loss
Based on historical credit loss
experience, the current situation
and the forecast of future economic
Accounts receivable – Portfolio aging Aging conditions, prepare the comparison
table of ages and lifetime expected
credit loss rate of accounts
receivable, so as to calculate
expected credit loss.
Based on historical credit loss
experience, the current situation
Accounts receivable – Portfolio selling Accounts receivable about and the forecast of future economic
conditions, calculate expected
jewelry selling jewelry
credit loss through exposure at
default and lifetime expected credit
loss rate.
2) Accounts receivable – comparison table of ages and lifetime expected credit loss rate of XX portfolio
Ages Expected credit loss rate (%)
Within 1 year (inclusive, the same hereinafter) 1
1-2 years 5
2-3 years 20
Over 3 years 50
6. Offsetting financial assets and financial liabilities
Financial assets and financial liabilities are presented separately in the balance sheet and are not offset. However,
the Company offsets a financial asset and a financial liability and presents the net amount in the balance sheet
when, and only when, the Company: (a) currently has a legally enforceable right to set off the recognized amounts;
and (b) intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.
In accounting for a transfer of a financial asset that does not qualify for derecognition, the Company does not
offset the transferred asset and the associated liability.
(XI) Inventories
1. Classification of inventories
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Inventories include finished goods or goods held for sale in the ordinary course of business, work in process in the
process of production, and materials or suppliers etc. to be consumed in the production process or in the rendering
of services.
2. Accounting method for dispatching inventories:
Inventories dispatched from storage are accounted for with FIFO method、specific identification method.
3. Basis for determining net realizable value
At the balance sheet date, inventories are measured at the lower of cost or net realizable value; provisions for
inventory write-down are made on the excess of its cost over the net realizable value. The net realizable value of
inventories held for sale is determined based on the amount of the estimated selling price less the estimated selling
expenses and relevant taxes and surcharges in the ordinary course of business; the net realizable value of materials
to be processed is determined based on the amount of the estimated selling price less the estimated costs of
completion, selling expenses and relevant taxes and surcharges in the ordinary course of business; at the balance
sheet date, when only part of the same item of inventories have agreed price, their net realizable value is
determined separately and is compared with their costs to set the provision for inventory write-down to be made or
reversed.
4. Inventory system
Perpetual inventory method is adopted.
5. Amortization method of low-value consumables and packages
(1) Low-value consumables
Low-value consumables are amortized with usage times.
(2) Packages
Packages are amortized with usage times.
(XII) Non-current assets or disposal groups classified as held for sale
1. Classification of non-current assets or disposal groups as held for sale
Non-current assets or disposal groups are accounted for as held for sale when the following conditions are all met:
a. the asset must be available for immediate sale in its present condition subject to terms that are usual and
customary for sales of such assets or disposal groups; b. its sales must be highly probable, i.e., the Company has
made a decision on the sale plan and has obtained a firm purchase commitment, and the sale is expected to be
completed within one year.
When the Company acquires a non-current asset or disposal group with a view to resale, it shall classify the
non-current asset or disposal group as held for sale at the acquisition date only if the requirement of “expected to
be completed within one year” is met at that date and it is highly probable that other criteria for held for sale will
be met within a short period (usually within three months).
An asset or a disposal group is still accounted for as held for sale when the Company remains committed to its
plan to sell the asset or disposal group in the circumstance that non-related party transactions fail to be completed
within one year due to one of the following reasons: a. a buyer or others unexpectedly set conditions that will
extend the sale period, while the Company has taken timely actions to respond to the conditions and expects a
favorable resolution of the delaying factors within one year since the setting; (2) a non-current asset or disposal
group classified as held for sale fails to be sold within one year due to rare cases, and the Company has taken
action necessary to respond to the circumstances during the initial one-year period and the criteria for held for sale
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are met.
2. Measurement of non-current assets or disposal groups as held for sale
(1) Initial measurement and remeasurement
For initial measurement and remeasurement as at the balance sheet date of a non-current asset or disposal group as
held for sale, where the carrying amount is higher than the fair value less costs to sell, the carrying amount is
written down to the fair value less costs to sell, and the write-down is recognized in profit or loss as assets
impairment loss, meanwhile, provision for impairment of assets as held for sale shall be made.
For a non-current asset or disposal group classified as held for sale at the acquisition date, the asset or disposal
group is measured on initial recognition at the lower of its initial measurement amount had it not been so classified
and fair value less costs to sell. Apart from the non-current asset or disposal group acquired through business
combination, the difference arising from the initial recognition of a non-current asset or disposal group at the fair
value less costs to sell shall be included into profit or loss.
The assets impairment loss recognized for a disposal group as held for sale shall reduce the carrying amount of
goodwill in the disposal group first, and then reduce its carrying amount based on the proportion of each
non-current asset’s carrying amount in the disposal group.
No provision for depreciation or amortization shall be made on non-current assets as held for sale or non-current
assets in disposal groups as held for sale, while interest and other expenses attributable to the liabilities of a
disposal group as held for sale shall continue to be recognized.
(2) Reversal of assets impairment loss
When there is a subsequent increase in fair value less costs to sell of a non-current asset as held for sale at the
balance sheet date, the write-down shall be recovered, and shall be reversed not in excess of the impairment loss
that has been recognized after the non-current asset was classified as held for sale. The reversal shall be included
into profit or loss. Assets impairment loss that has been recognized before the classification is not reserved.
When there is a subsequent increase in fair value less costs to sell of a disposal group as held for sale at the
balance sheet date, the write-down shall be recovered, and shall be reversed not in excess of the non-current assets
impairment loss that has been recognized after the disposal group was classified as held for sale. The reversal shall
be included into profit or loss. The reduced carrying amount of goodwill and non-current assets impairment loss
that has been recognized before the classification is not reserved.
The subsequent reversal of the impairment loss that has been recognized in a disposal group as held for sale, the
carrying amount is increased based on the proportion of carrying amount of each non-current assets (excluding
goodwill) in the disposal group.
(3) Non-current asset or disposal group that is no longer classified as held for sale and derecognized
A non-current asset or disposal group that does not met criteria for held for sale and no longer classified as held for
sale, or a non-current asset that removed from a disposal group as held for sale shall be measured at the lower of: a.
its carrying amount before it was classified as held for sale, adjusted for any depreciation. Amortization or
impairment that would have been recognized had it not been classified as held for sale; and b. its recoverable
amount.
When a non-current asset or disposal group classified as held for sale is derecognized, unrecognized gains or
losses shall be included into profit or loss.
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(XIII) Long-term equity investments
1. Judgment of joint control and significant influence
Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions
about the relevant activities require the unanimous consent of the parties sharing control. Significant influence is
the power to participate in the financial and operating policy decisions of the investee but is not control or joint
control of these policies.
2. Determination of investment cost
(1) For business combination under common control, if the consideration of the combining party is that it makes
payment in cash, transfers non-cash assets, assumes its liabilities or issues equity securities, on the date of
combination, it regards the share of the carrying amount of the equity of the combined party included the
consolidated financial statements of the ultimate controlling party as the initial cost of the investment. The
difference between the initial cost of the long-term equity investments and the carrying value of the combination
consideration paid or the par value of shares issued offsets capital reserve; if the balance of capital reserve is
insufficient to offset, any excess is adjusted to retained earnings.
When long-term equity investments are obtained through business combination under common control achieved in
stages, the Company determines whether it is a “bundled transaction”. If it is a “bundled transaction”, stages as a
whole are considered as one transaction in accounting treatment. If it is not a “bundled transaction”, investment
cost is initially recognized at the share of the carrying amount of net assets of the combined party included the
consolidated financial statements of the ultimate controlling party. The difference between the acquisition-date
investment cost of long-term equity investments and the carrying amount of the previously held long-term equity
investments plus the carrying amount of the consideration paid for the newly acquired equity is adjusted to capital
reserve; if the balance of capital reserve is insufficient to offset, any excess is adjusted to retained earnings.
(2) For business combination not under common control, investment cost is initially recognized at the
acquisition-date fair value of considerations paid.
When long-term equity investments are obtained through business combination not under common control
achieved in stages, the Company determined whether they are stand-alone financial statements or consolidated
financial statements in accounting treatment:
1) In the case of stand-alone financial statements, investment cost is initially recognized at the carrying amount of
the previously held long-term equity investments plus the carrying amount of the consideration paid for the newly
acquired equity.
2) In the case of consolidated financial statements, the Company determines whether it is a “bundled transaction”.
If it is a “bundled transaction”, stages as a whole are considered as one transaction in accounting treatment. If it is
not a “bundled transaction”, the carrying value of the acquirer’s previously held equity interest in the acquire is
re-measured at the acquisition-date fair value, and the difference between the fair value and the carrying amount is
recognized in investment income; when the acquirer’s previously held equity interest in the acquire involves other
comprehensive income under equity method, the related other comprehensive income is reclassified as income for
the acquisition period, excluding other comprehensive income arising from changes in net liabilities or assets from
remeasurement of defined benefit plan of the acquiree.
(3) Long-term equity investments obtained through ways other than business combination: the initial cost of a
long-term equity investment obtained by making payment in cash is the purchase cost which is actually paid; that
obtained on the basis of issuing equity securities is the fair value of the equity securities issued; that obtained
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through debt restructuring is determined according to “CASBE12 - Debt Restructuring”; and that obtained through
non-cash assets exchange is determined according to “CASBE7 - Non-cash Assets Exchange”.
3. Subsequent measurement and recognition method of gain or loss
For long-term equity investments with control relationship, it is accounted for with cost method; for long-term
equity investments with joint control or significant influence relationship, it is accounted for with equity method.
4. Disposal of a subsidiary in stages resulting in the Company’s loss of control
(1) Stand-alone financial statements
The difference between the carrying amount of the disposed equity and the consideration obtained thereof is
recognized in profit or loss. If the disposal does not result in the Company’s loss of significant influence or joint
control, the remained equity is accounted for with equity method; however, if the disposal results in the
Company’s loss of control, joint control, or significant influence, the remained equity is accounted for according to
“CASBE 22 - Financial Instruments: Recognition and Measurement”.
(2) Consolidated financial statements
1) Disposal of a subsidiary in stages not qualified as “bundled transaction” resulting in the Company’s loss of
control
Before the Company’s loss of control, the difference between the disposal consideration and the proportionate
share of net assets in the disposed subsidiary from acquisition date or combination date to the disposal date is
adjusted to capital reserve (capital premium), if the balance of capital reserve is insufficient to offset, any excess is
adjusted to retained earnings.
When the Company loses control, the remained equity is re-measured at the loss-of-control-date fair value. The
aggregated value of disposal consideration and the fair value of the remained equity, less the share of net assets in
the disposed subsidiary held before the disposal from the acquisition date or combination date to the disposal date
is recognized in investment income in the period when the Company loses control over such subsidiary, and
meanwhile goodwill is offset correspondingly. Other comprehensive income related to equity investments in
former subsidiary is reclassified as investment income upon the Company’s loss of control.
2) Disposal of a subsidiary in stages qualified as “bundled transaction” resulting in the Company’s loss of control
In case of “bundled transaction”, stages as a whole are considered as one transaction resulting in loss of control in
accounting treatment. Before the Company loses control, the difference between the disposal consideration at each
stage and the proportionate share of net assets in the disposed subsidiary is recognized as other comprehensive
income at the consolidated financial statements and reclassified as profit or loss in the period when the Company
loses control over such subsidiary.
(XIV) Investment property
1. Investment property includes land use right of rent-out property and of property held for capital appreciation and
buildings that have been leased out.
2. The initial measurement of investment property is based on its cost, and subsequent measurement is made using
the cost model, the depreciation or amortization method is the same as that of fixed assets and intangible assets.
(XV) Fixed assets
1. Recognition principles of fixed assets
Fixed assets are tangible assets held for use in the production or supply of goods or services, for rental to others, or
for administrative purposes, and expected to be used during more than one accounting year. Fixed assets are
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recognized if, and only if, it is probable that future economic benefits associated with the assets will flow to the
Company and the cost of the assets can be measured reliably.
2. Depreciation method of different categories of fixed assets
Estimated residual Annual
Categories Useful life
Depreciation method value proportion depreciation
(years)
(%) rate (%)
Buildings and structures Straight-line method 35-40 3 2.77-2.43
General equipment Straight-line method 12 3 8.08
Transport facilities Straight-line method 7 3 13.86
Electronic equipment Straight-line method 5-7 3 33.33-13.86
Office and other equipment Straight-line method 7 3 13.86
Owner's renovation fee Straight-line method 10 0 10.00
(XVI) Construction in progress
1. Construction in progress is recognized if, and only if, it is probable that future economic benefits associated
with the item will flow to the Company, and the cost of the item can be measured reliably. Construction in progress
is measured at the actual cost incurred to reach its designed usable conditions.
2. Construction in progress is transferred into fixed assets at its actual cost when it reaches its designed usable
conditions. When the construction completion cost reaches final estimating and auditing of the construction in
progress was not finished while it reaching the designed usable conditions, it is transferred to fixed assets using
estimated value first, and then adjusted accordingly when the actual cost is settled, but the accumulated
depreciation is not to be adjusted retrospectively.
(XVII) Borrowing costs
1. Recognition principle of borrowing costs capitalization
Where the borrowing costs incurred to the Company can be directly attributable to the acquisition
and construction or production of assets eligible for capitalization, it is capitalized and included in
the costs of relevant assets; other borrowing costs are recognized as expenses on the basis of the
actual amount incurred, and are included in profit or loss.
2. Borrowing costs capitalization period
(1) The borrowing costs are not capitalized unless they following requirements are all met: 1) the
asset disbursements have already incurred; 2) the borrowing costs have already incurred; and 3)
the acquisition and construction or production activities which are necessary to prepare the asset
for its intended use or sale have already started.
(2) Suspension of capitalization: where the acquisition and construction or production of a
qualified asset is interrupted abnormally and the interruption period lasts for more than 3 months,
the capitalization of the borrowing costs is suspended; the borrowing costs incurred during such
period are recognized as expenses, and are included in profit or loss, till the acquisition and
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construction or production of the asset restarts.
(3) Ceasing of capitalization: when the qualified asset under acquisition and construction or
production is ready for the intended use or sale, the capitalization of the borrowing costs is ceased.
3. Capitalization rate and capitalized amount of borrowing costs
For borrowings exclusively for the acquisition and construction or production of assets eligible for
capitalization, the to-be-capitalized amount of interests is determined in light of the actual interest
expenses incurred (including amortization of premium or discount based on effective interest
method) of the special borrowings at the present period minus the income of interests earned on
the unused borrowings as a deposit in the bank or as a temporary investment; where a general
borrowing is used for the acquisition and construction or production of assets eligible for
capitalization, the Company calculates and determines the to-be-capitalized amount of interests on
the general borrowing by multiplying the weighted average asset disbursement of the part of the
accumulative asset disbursements minus the general borrowing by the capitalization rate of the
general borrowing used.
(XVIII) Intangible assets
1. Intangible asset includes land use right, trademarks and software. The initial measurement of intangible asset is
based its cost.
2. For intangible assets with finite useful lives, its amortization amount is amortized within its useful lives
systematically and reasonably, if it is unable to determine the expected realization pattern reliably, intangible assets
are amortized by the straight-line method with details as follows:
Items Amortization period (years)
Land use right 50
Trademarks 10
Software 5
3. Expenditures on the research phase of an internal project are recognized as profit or loss when it is incurred. An
intangible asset arising from the development phase of an internal project is recognized if the Company can
demonstrate all of the following: (1) the technical feasibility of completing the intangible asset so that it will be
available for use or sale; (2) its intention to complete the intangible asset and use or sell it; (3) how the intangible
asset will generate probable future economic benefits. Among other things, the Company can demonstrate the
existence of a market for the output of the intangible asset or the intangible asset itself or, if it is to be used
internally, the usefulness of the intangible asset; (4) the availability of adequate technical, financial and other
resources to complete the development and to use or sell the intangible asset; and (5) its ability to measure reliably
the expenditure attributable to the intangible asset during its development.
(XIX) Impairment of part of non-current assets
For non-current assets such as long-term equity investments, investment property at cost model,
fixed assets, construction in progress, intangible assets with finite useful life, etc., if at the balance
sheet date there is in dication of impairment, the recoverable amount is estimated. For goodwill
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recognized in business combination and intangible assets with indefinite useful life, no matter
whether there is indication of impairment, impairment test is performed annually. Impairment test
on goodwill is performed on related group of assets or a portfolio of groups of assets.
When the recoverable amount of such non-current assets is lower than their carrying amount, the difference is
recognized as assets impairment loss through profit or loss.
(XX) Long-term prepayments
Long-term prepayments are expenses that have been recognized but with amortization period over one year
(excluding one year). They are recorded with actual cost, and evenly amortized within its beneficiary period or
stipulated period. If items of long-term prepayments fail to be beneficial to the following accounting periods,
residual values of such items are included in profit or loss.
(XXI) Employee benefits
1. Employee benefits include short-term employee benefits, post-employment benefits, termination benefits and
other long-term employee benefits.
2. Short-term employee benefits
The Company recognizes, in the accounting period in which an employee provides service, short-term employee
benefits actually incurred as liabilities, with a corresponding charge to profit or loss or the cost of a relevant asset.
3. Post-employment benefits
The Company classifies post-employment benefit plans as either defined contribution plans or defined benefit
plans.
(1) The Company recognizes in the accounting period in which an employee provides service the contribution
payable to a defined contribution plan as a liability, with a corresponding charge to profit or loss or the cost of a
relevant asset.
(2) Accounting treatment by the Company for defined benefit plan usually involves the following steps:
1) In accordance with the projected unit credit method, using unbiased and mutually compatible actuarial
assumptions to estimate related demographic variables and financial variables, measure the obligations under the
defined benefit plan, and determine the periods to which the obligations are attributed. The Company discounts
obligations under the defined benefit plan using the discount rate to determine the present value of the defined
benefit plan obligations and the current service cost;
2) When a defined benefit plan has assets, the Company recognizes the deficit or surplus by deducting the present
value of the defined benefit plan obligation from the fair value of defined benefit plan assets as a net defined
benefit plan liability or net defined benefit plan asset. When a defined benefit plan has a surplus, the Company
measures the net defined benefit plan asset at the lower of the surplus in the defined benefit plan and the asset
ceiling;
3) At the end of reporting period, the Company recognizes the following components of employee benefits cost
arising from defined benefit plan: a. service cost; b. net interest on the net defined benefit plan liability (asset); and
c. Changes as a result of remeasurement of the net defined benefit liability (asset). Item a and item b are
recognized in profit or loss or the cost of a relevant asset. Item c is recognized in other comprehensive income and
is not to be reclassified subsequently to profit or loss. However, the Company may transfer those amounts
recognized in other comprehensive income within equity.
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4. Termination benefits
Termination benefits provided to employees are recognized as an employee benefit liability for termination
benefits, with a corresponding charge to profit or loss at the earlier of the following dates: a. when the Company
cannot unilaterally withdraw the offer of termination benefits because of an employment termination plan or a
curtailment proposal; or b. when the Company recognizes cost or expenses related to a restructuring that involves
the payment of termination benefits.
5. Other long-term employee benefits
When other long-term employee benefits provided by the Company to the employees satisfied the conditions for
classifying as a defined contribution plan, those benefits are accounted for in accordance with the requirements
relating to defined contribution plan. The Company recognizes and measures the net liability or net asset of other
long-term employee benefits in accordance with the requirements relation to defined benefit plan. At the end of the
reporting period, the Company recognizes the components of cost of employee benefits arising from other
long-term employee benefits as the followings: a. service cost; b. net interest on the net liability or net assets of
other long-term employee benefits; and c. changes as a result of remeasurement of the net liability or net assets of
other long-term employee benefits. As a practical expedient, the net total of the aforesaid amounts are recognized
in profit or loss or included in the cost of a relevant asset.
(XXII) Provisions
1. Provisions are recognized when fulfilling the present obligations arising from contingencies
such as providing guarantee for other parties, litigation, products quality guarantee, onerous
contract, etc., may cause the outflow of the economic benefit and such obligations can be reliably
measured.
2. The initial measurement of provisions is based on the best estimated expenditures required in
fulfilling the present obligations, and its carrying amount is reviewed at the balance sheet date.
(XXIII) Revenue
1. Revenue recognition principles
(1) Sales of goods
For the sale of goods, the realization of sales income shall be recognized under the following
conditions: 1) the main risks and rewards in the ownership of the goods are transferred to the
buyer; 2) the Company will no longer retain the continuous management rights normally
associated with ownership and effectively control the sold development products; 3) the amount of
income can be measured reliably; 4) relevant economic benefits are likely to flow in; 5) the
relevant costs that have occurred or will occur can be measured reliably.
(2) Providing labor services
If the provision of labor services can be reliably estimated (all the following conditions are met:
The amount of income can be measured reliably; The relevant economic benefits are likely to
inflow to the Company; The progress of the transaction can be reliably determined; The cost
incurred and to be incurred in the transaction can be measured reliably), it shall recognize the
revenue from providing services employing the percentage-of-completion method, and confirm
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the completion of labor service according to the costs incurred as a percentage of the total
estimated costs. If the Company can’t, on the date of the balance sheet, reliably estimate the
outcome of a transaction concerning the labor services it provides, it shall be handled under the
following conditions: If the cost of labor services incurred is expected to be compensated, the
revenue from the providing of labor services shall be recognized in accordance with the amount of
the cost of labor services incurred, and the cost of labor services shall be carried forward at the
same amount; If the cost of labor services incurred is not expected to compensate, the cost
incurred should be included in the current profits and losses, and no revenue from the providing of
labor services may be recognized.
(3) Transferring the Right to Use Assets
The revenue of transferring the right to use assets may not be recognized unless the following
conditions are both met: the relevant economic benefits are likely to inflow to the Company; and
the revenue can be reliably measured. The interest income shall be recognized according to the
time and actual interest rate in which other people use the Company’s monetary funds. Royalty
revenue shall be recognized according to the chargeable time and method stipulated in related
contracts and agreements.
2. Revenue recognition method
(1) Car sales revenue
The company sells cars, and recognizes the sales revenue after delivering the cars to customers in
accordance with the agreement, collecting the cars or obtaining the right to collect the cars.
(2) Jewelry sales revenue
The company's jewelry sales revenue is divided into retail revenue and wholesale revenue
according to the sales method. Retail revenue is recognized when the physical goods have been
delivered to consumers and payment has been received. Wholesale income is confirmed when the
physical goods have been delivered to the customer, and the customer confirms the receipt and
collects the payment or obtains the voucher for the payment.
(3) Property lease income
The company's property rental income is recognized on an accrual basis, and sales income is
recognized when the leased assets are delivered to the lessee and the rent has been received.
(XXIV) Government grants
1. Government grants shall be recognized if, and only if, the following conditions are all met: (1) the Company
will comply with the conditions attaching to the grants; (2) the grants will be received. Monetary government
grants are measured at the amount received or receivable. Non-monetary government grants are measured at fair
value, and can be measured at nominal amount in the circumstance that fair value can’t be assessed.
2. Judgment basis and accounting treatment of Government grants related to assets
Government grants related to assets are government grants with which the Company construct or otherwise
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acquire long-term assets under requirements of government. In the circumstances that there is no specific
government requirement, the Company shall determine based on the primary condition to acquire the grants and
government grants related to assets are government grants whose primary condition is to construct or otherwise
acquire long-term assets. They offset carrying amount of relevant assets or recognized as deferred income. If
recognized as deferred income, they are included in profit or loss on a systematic basis over the useful lives of the
relevant assets. Those measured at notional amount is directly included into profit or loss. For assets sold,
transferred, disposed or damaged within the useful lives, balance of unamortized deferred income is transferred
into profit or loss of the year in which the disposal occurred.
3. Judgment basis and accounting treatment of Government grants related to income
Government grants related to income are government grants other than those related to assets. For government
grants that contain both parts related to assets and parts related to income, in which those two parts are blurred and
thus collectively classified as government grants related to income. For government grants related to income used
for compensating the related future cost, expenses or losses of the Company are recognized as deferred income and
are included in profit or loss or offset relevant cost during the period in which the relevant cost, expenses or losses
are recognized; for government grants related to income used for compensating the related cost, expenses or losses
incurred to the Company, they are directly included in profit or loss or directly offset relevant cost.
4. Government grants related to the ordinary course of business shall be included into other
income or offset relevant cost based on business nature, while those not related to the ordinary
course of business shall be included into non-operating revenue or expenditures.
(XXV) Deferred tax assets/Deferred tax liabilities
1. Deferred tax assets or deferred tax liabilities are calculated and recognized based on the
difference between the carrying amount and tax base of assets and liabilities (and the difference of
the carrying amount and tax base of items not recognized as assets and liabilities but with their tax
base being able to be determined according to tax laws) and in accordance with the tax rate
applicable to the period during which the assets are expected to be recovered or the liabilities are
expected to be settled.
2. A deferred tax asset is recognized to the extent of the amount of the taxable income, which it is
most likely to obtain and which can be deducted from the deductible temporary difference. At the
balance sheet date, if there is any exact evidence that it is probable that future taxable profits will
be available against which deductible temporary differences can be utilized, the deferred tax assets
unrecognized in prior periods are recognized.
3. At the balance sheet date, the carrying amount of deferred tax assets is reviewed. The carrying
amount of a deferred tax asset is reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow the benefit of the deferred tax asset to be utilized. Such
reduction is subsequently reversed to the extent that it becomes probable that sufficient taxable
income will be available.
4. The income tax and deferred tax for the period are treated as income tax expenses or income
through profit or loss, excluding those arising from the following circumstances: (a) business
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combination; and (b) the transactions or items directly recognized in equity.
(XXVI) Leases
Accounting Treatment of Operating Leas
As a Lessee, the Company shall record the rent into relevant assets cost or recognize it as the
current profit or loss on a straight-line basis over the lease term. The initial direct costs incurred
shall be recognized as the current profit or loss; Contingent rents shall be charged into the current
profit or loss when they are incurred.
As a lessor, the Company shall recognize the rent as the current profit or loss on a straight-line
basis over the lease term. Initial direct costs incurred by the lessor shall be directly recognized as
the current profit or loss except that costs with larger amounts shall be capitalized and recorded
into the current profit and loss by stages; Contingent rents shall be charged into the current profit
or loss when they are incurred.
(XXVII) Segment reporting
Reportable segments are identified based on operating segments which are determined based on the structure of
the Company’s internal organization, management requirements and internal reporting system. An operating
segment is a component of the Company that:
(1) engages in business activities from which it may earn revenues and incur expenses;
(2) whose financial performance are regularly reviewed by Management to make decisions about resource to be
allocated to the segment and assess its performance; and
(3) for which financial information regarding financial position, financial performance and cash flows is available.
(XXVIII) Significant changes in accounting policies and estimates
1. Significant changes in accounting policies
(1) Changes in accounting policies arising from changes in CASBEs
1) The Company prepared the financial statements for the year ended December 31, 2019 in accordance with
“Notice of the Ministry of Finance on Revising and Issuing Financial Statement Templates for General
Enterprises” (numbered Cai Kuai [2019] 6), “Notice on Revising and Issuing the Format of Consolidated Financial
Statements (2019 Edition)” (Cai Kuai [2019] 16), and CASBEs, and changes in accounting policies are applicable
to retrospective application method. Items of financial statement for the year ended December 31, 2018
significantly affected and their amounts are as follows:
Original financial statement items and amounts Revised financial statement items and amounts
Notes receivable
Notes receivable and
86,104,660.51
accounts receivable Accounts receivable 86,104,660.51
Notes payable
Notes payable and
73,365,876.09
accounts payable Accounts payable 73,365,876.09
2) The Company has adopted “CASBE 23 - Transfer of Financial Assets”, “CASBE 24 - Hedging and Accounting
Standards for Business Enterprises” and “CASBE 37 - Presentation of Financial Instruments” (hereinafter referred
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to the new standards governing financial instruments) revised by Ministry of Finance of PRC since January 1,
2019. Pursuant to regulations on convergence between old and new standards, no adjustment shall be made on
comparable information, and the difference arising from adoption on the adopting date shall be retrospectively
adjusted into retained earnings and other related financial statement items at the beginning of the reporting period.
The new standards governing financial instruments changed the classification and measurement of financial assets,
and identified three main measurement categories: amortized cost; measured at fair value and its changes included
in other comprehensive income; measured at fair value and its changes included in the current period profit and
loss. The company classifies financial assets based on its own business model and the contractual cash flow
characteristics of financial assets. Equity investments need to be measured at fair value and their changes included
in the current profit and loss, but at the time of initial recognition, they can be measured at fair value and their
changes included in other comprehensive income. (Included in the current profit and loss), and the choice is
irrevocable.
The new standards governing financial instruments requires that the measurement of impairment of financial assets
be changed from the "incurred loss model" to the "expected credit loss model". It applies to financial assets
measured at amortized cost, measured at fair value and whose changes are included in other comprehensive
income. Financial assets, lease receivables.
A. Main effects on the financial statements for the year ended December 31, 2019 due to adoption of financial
instruments standard are as follows:
Balance sheet
Items
Dec. 31, 2018 Effect due to revised Jan. 1, 2019
lease standard
Available-for-sale financial assets 10,176,617.20 -10,176,617.20
Investments in other equity instruments 10,176,617.20 10,176,617.20
Other current assets 332,432,494.44 -330,400,000.00 2,032,494.44
Held-for-trading financial assets 331,523,546.74 331,523,546.74
Retained earnings 184,535,322.70 1,079,805.36 185,615,128.06
Surplus reserves 3,139,918.14 6,244.84 3,146,162.98
Non-controlling interests 49,072,678.52 37,496.54 49,110,175.06
B. Reconciliation of financial assets and financial liabilities of the Company classified and measured respectively
according to the new standards governing financial instruments at January 1, 2019:
Original standards New standards
Item Measurement
Carrying value Measurement category Carrying value
category
Loans and accounts Financial assets at
Monetary asset 169,512,260.69 170,235,668.19
receivable amortized cost
Accounts Loans and accounts Financial assets at
86,104,660.51 86,104,660.51
receivable receivable amortized cost
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Original standards New standards
Item Measurement
Carrying value Measurement category Carrying value
category
Loans and accounts Financial assets at
Other receivables 14,483,208.41 13,759,800.91
receivable amortized cost
Measured at fair value
Available-for-sale
Financial product 330,400,000.00 through current profit 331,523,546.74
financial assets
and loss
Non-trading Measured at fair value
Available-for-sale
equity instrument 10,176,617.20 through other 10,176,617.20
financial assets
investment comprehensive income
Short-term Financial liabilities at
Financial liabilities 143,000,000.00 143,232,810.41
borrowings amortized cost
Other financial Financial liabilities at
Accounts payable 73,365,876.09 73,365,876.09
liabilities amortized cost
Other financial Financial liabilities at
Other payables 250,489,094.47 250,198,878.69
liabilities amortized cost
Long-term Other financial Financial liabilities at
34,934,887.55 34,992,292.92
borrowings liabilities amortized cost
Long-term Other financial Financial liabilities at
3,920,160.36 3,920,160.36
payables liabilities amortized cost
C. The reconciliation statement of carrying value of original financial assets and financial liabilities of the
Company reclassified and remeasured according to the new standards governing financial instruments on 1
January 2019
Carrying value listed Carrying value listed
according to original according to new
Item Reclassified Remeasured
standards (31 standards (1 January
December 2018) 2019)
A. Financial assets
a. Amortized cost
Monetary assets
Balance by original CAS22 and
169,512,260.69 723,407.50 170,235,668.19
balance by new CAS22
Accounts receivable
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Carrying value listed Carrying value listed
according to original according to new
Item Reclassified Remeasured
standards (31 standards (1 January
December 2018) 2019)
Balance by original CAS22 and
86,104,660.51 86,104,660.51
balance by new CAS22
Other receivables
Balance by original CAS22 and
14,483,208.41 -723,407.50 13,759,800.91
balance by new CAS22
Total financial assets at
270,100,129.61 270,100,129.61
amortized cost
b. Measured at fair value through current profit and loss
Other current assets- bank wealth
management products
Balance as shown in original
330,400,000.00
CAS22
Less: Transfer to fair value
measurement and its changes are
-330,400,000.00
included in the current profit and
loss (new CAS22)
Balance as shown in new CAS22
Held-for-trading financial assets
Balance as shown in original
CAS22
Balance as shown in new CAS22 330,400,000.00 1,123,546.74
Total financial assets at fair value
331,523,546.74
through profit or loss
330,400,000.00 1,123,546.74 331,523,546.74
c. Measured at fair value through other comprehensive income
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Carrying value listed Carrying value listed
according to original according to new
Item Reclassified Remeasured
standards (31 standards (1 January
December 2018) 2019)
Available-for-sale financial assets
Balance as shown in original
10,176,617.20
CAS22
Less: Transfer to fair value
measurement and its changes are
-10,176,617.20
included in other comprehensive
income (new CAS22)
Balance as shown in new CAS22
Investments in other equity
instruments
Balance as shown in original
CAS22
Plus: Transfer from
Available-for-sale financial assets 10,176,617.20
(formerly CAS22)
Balance as shown in new CAS22 10,176,617.20
Total financial assets at fair value
through other comprehensive 10,176,617.20 10,176,617.20
income
B. Financial liabilities
a. Amortized cost
Short-term borrowings
Balance by original CAS22 and
143,000,000.00 232,810.41 143,232,810.41
balance by new CAS22
Accounts payable
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Carrying value listed Carrying value listed
according to original according to new
Item Reclassified Remeasured
standards (31 standards (1 January
December 2018) 2019)
Balance by original CAS22 and
73,365,876.09 73,365,876.09
balance by new CAS22
Other payables
Balance by original CAS22 and
250,489,094.47 -290,215.78 250,198,878.69
balance by new CAS22
Long-term borrowings
Balance by original CAS22 and
34,934,887.55 57,405.37 34,992,292.92
balance by new CAS22
Long-term payables
Balance by original CAS22 and
3,920,160.36 3,920,160.36
balance by new CAS22
Total financial liabilities at
505,710,018.47 505,710,018.47
amortized cost
D. The company's original financial asset impairment reserve period end amount adjustments are adjusted to the
new loss provisions classified and measured in accordance with the new financial instrument standards on January
1, 2019；
Provision for loss in Provision for loss
accordance with the according to the new
Items original financial Rearrange Remeasure financial instrument
instrument standards standard (January 1,
(December 31, 2018) 2019)
Accounts receivable 49,991,339.01 49,991,339.01
Other receivable 53,897,224.40 53,897,224.40
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3) The Company has adopted “CASBE 7 – Non-cash Assets Exchange” since June 10, 2019, and “CASBE 12 –
Debt Restructuring” since June 17, 2019, and changes in accounting policies are applicable to prospective
application method.
2. Significant changes in accounting estimates
(1) Contents and reasons for changes in accounting estimates
Effective Re
Contents and reasons Approval process
date marks
①Reason for change
With the completion of the first phase of the
company's Shuibei Jewelry Building, the
company's houses and buildings have
undergone great changes; the company's
paperless office has been fully implemented,
and electronic equipment has been upgraded at
a faster pace. The situation more accurately The change in
reflects the period during which fixed assets This change in accounting accounting
provide economic benefits to the enterprise and estimates was reviewed estimates will be
the actual asset consumption in each period. and approved at the 2nd implemented from
Therefore, the estimated useful lives of fixed meeting of the 9th board April 1, 2019, the
assets such as buildings, buildings and of directors of the date of approval by
electronic equipment are changed. company. the board of
②Contents for change directors.
The estimated useful life of the buildings
before the change is 35 years, the expected
useful life of the electronic equipment is 7
years, the estimated useful life of the buildings
after the change is 35-40 years, and the
expected useful life of the electronic equipment
is 5-7 years.
(2) Financial statement items and amounts significantly affected
Financial items significantly affected Amounts affected Remarks
Items of balance sheet as of December 31, 2019
Fixed assets 1,085,653.06
Total equity attributable to the parent company 818,735.29
Items of income statement of 2019
Operating cost 1,085,653.06
139
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Financial items significantly affected Amounts affected Remarks
Profit before tax 1,085,653.06
Net profit -810,912.72
Net profit attributable to owners of parent company 818,735.29
IV. Taxes
(I) Main taxes and tax rates
Taxes Tax bases Tax rates
The taxable revenue from sales of 16%，13%，11%，9%，
Value-added tax (VAT)
goods or rendering of services 5%，6%，3%
For housing property levied on the basis of price,
housing property tax is levied at the rate of 1.2% of
Housing property tax the balance after deducting 30% of the cost; for
1.2%、12%
housing property levied on the basis of rent, housing
property tax is levied at the rate of 12% of rent
revenue.
Urban maintenance and Turnover tax payable 7%
construction tax
Education surcharge Turnover tax payable 3%
Local education surcharge Turnover tax payable 2%
Enterprise income tax Taxable income 20%、25%
Different enterprise income tax rates applicable to different taxpayers:
Taxpayers Income tax rate
Shenzhen Xinyongtong Auto Vehicle Inspection 20%
Equipment Co., Ltd.
Taxpayers other than the above-mentioned 25%
(II) Tax preferential policies
According to the State Administration of Taxation Notice on the Implementation of Inclusive Tax
Relief Policy for Small and Micro Enterprises (Fiscal [2019] No.13), Shenzhen Xinyongtong Auto
Vehicle Inspection Equipment Co., Ltd. enjoys preferential tax policies for small and micro
enterprises, and pays corporate income tax at a rate of 20%.
V. Notes to items of consolidated financial statements
Remarks: “Opening balance” in this report refers to balances as at January 1, 2019.
(I) Notes to items of the consolidated balance sheet
1. Cash and bank balances
(1) Details
140
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Closing balance Opening balance
Cash on hand 120,351.17 84,099.49
Cash in bank 428,731,254.87 170,151,568.70
Total 428,851,606.04 170,235,668.19
[Note]: For the difference between the opening number and the year-end number of the previous
year (December 31, 2018), please refer to Note III (XXVIII) 1 (1) 2) of this financial statement for
details.
(2) Other remarks
As of December 31, 2019, the company's currency funds with restricted use rights were RMB
26,664,140.00, which was the company's supervision funds for the development of the Tellus
Jimeng Gold Jewellery Industrial Park Upgrade and Renovation Project 03 plot project.
2. Held-for-trading financial assets
Items Closing balance Opening balance
Financial assets classified as at fair value 60,486,575.34 331,523,546.74
through profit or loss
Including: Debt instrument investments 60,486,575.34 331,523,546.74
Total 60,486,575.34 331,523,546.74
[Note]: For the difference between the opening number and the year-end number of the previous
year (December 31, 2018), please refer to Note III (XXVIII) 1 (1) 2) of this financial statement for
details.
3. Accounts receivable
(1) Details
1) Details on categories
Closing balance
Book balance Provision for bad debts
Categories
% to Carrying
Amount Amount Provision amount
total proportion (%)
Receivables with
provision made on an 49,125,862.29 30.16 49,125,862.29 100.00
individual basis
Receivables with
provision made on a 113,750,731.59 69.84 1,137,507.32 1.00 112,613,224.27
collective basis
Total 162,876,593.88 100.00 50,263,369.61 30.86 112,613,224.27
(Continued)
Opening balance
Categories
Book balance Provision for bad debts Carrying amount
141
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Amount % to total Amount Provision
proportion (%)
Receivables with provision
made on an individual basis 135,673,534.32 99.69 49,991,339.01 36.85 85,682,195.31
Receivables with provision
made on a collective basis 422,465.20 0.31 422,465.20
Total
136,095,999.52 100.00 49,991,339.01 36.73 86,104,660.51
2) Accounts receivable with provision made on an individual basis
Provision
Debtors Book balance Provision for bad Reasons
proportion
debts
(%)
The aging is too
Shenzhen Jinlu Trading Co.,Ltd. 9,846,607.00 9,846,607.00 100.00
long to collect
Guangdong Zhanjiang Sanxing The aging is too
4,060,329.44 4,060,329.44 100.00
Automobile Co.,Ltd long to collect
The aging is too
Changlong WANG 2,370,760.40 2,370,760.40 100.00
long to collect
The aging is too
Huizhou Jiandacheng Co.,Ltd. 2,021,657.70 2,021,657.70 100.00
long to collect
The aging is too
Jiangling Automobile Factory 1,191,059.98 1,191,059.98 100.00
long to collect
Yangjiang Automobile Trading The aging is too
1,150,000.00 1,150,000.00 100.00
Co.,Ltd. long to collect
Guangdong Province Commodity The aging is too
1,862,000.00 1,862,000.00 100.00
Group long to collect
The aging is too
Others 26,623,447.77 26,623,447.77 100.00
long to collect
Subtotal
49,125,862.29 49,125,862.29 100.00
3) Accounts receivable with provision for bad debts made on a collective basis
Closing balance
Items
Book balance Provision proportion
Provision for bad debts
(%)
Aging portfolio 12,352,039.14 123,520.40 1.00
Jewellery Sales Portfolio 101,398,692.45 1,013,986.92 1.00
Subtotal
113,750,731.59 1,137,507.32 1.00
4) Account receivables based on aging portfolio for bad debt provision
142
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Closing balance
Ages
Book balance Provision proportion
Provision for bad debts
(%)
Within 1 year 12,352,039.14 123,520.40 1.00
Subtotal 12,352,039.14 123,520.40 1.00
(2) Aging situation
Items Ending balance
Within 1 year 113,750,731.59
Over 3 years 49,125,862.29
Total 162,876,593.88
(3) Changes in provision for bad debts
Increase Decrease
Items Closing
Opening balance Written
Accrual Recovery Others Reversal Others balance
off
Receivables with
provision made on
49,991,339.01 865,476.72 49,125,862.29
an individual
basis
Receivables
with provision
1,137,507.32 1,137,507.32
made on a
collective basis
Subtotal 49,991,339.01 1,137,507.32 865,476.72 50,263,369.61
(4) Details of the top 5 debtors with largest balances
Proportion to the total
Debtors Book balance balance of accounts Provision for bad debts
receivable (%)
Shenzhen Jinlu Trading Co.,Ltd. 9,846,607.00 6.05 9,846,607.00
Guangdong Zhanjiang Sanxing
4,060,329.44 2.49 4,060,329.44
Antomobile Co.,Ltd.
Hongcheng Zhang 3,204,215.14 1.97 32,042.15
Zhenci Ye 3,202,999.50 1.97 32,030.00
Shihui Zhou 3,201,911.47 1.97 32,019.11
Subtotal 23,516,062.55 14.45 14,003,027.70
4. Advances paid
(1) Age analysis
143
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Closing balance Opening balance
Ages Provision Provision
Book % to Carrying Book % to Carrying
for for
balance total amount balance total amount
impairment impairment
Within
1 year 12,671,077.95 99.90 12,671,077.95 9,092,219.33 99.78 9,092,219.33
1-2
years 632.00 0.01 632.00
Over 3
years 11,893.94 0.09 11,893.94 20,253.94 0.22 20,253.94
Total
12,683,603.89 100.00 12,683,603.89 9,112,473.27 100.00 9,112,473.27
(2) Details of the top 5 debtors with largest balances
Debtors Book balance Proportion to the total balance of
advances paid (%)
FAW Toyota Motor Sales Co., Ltd.
11,390,694.14 89.81
Toyota Motor (China) Investment Co., Ltd.
1,114,252.00 8.78
Xiaopeng Automobile Sales Co., Ltd.
39,022.00 0.31
Aolaite Automotive Technology Co., Ltd.
11,260.00 0.09
Meidisi Elevator Co., Ltd.
10,290.00 0.08
Subtotal
12,565,518.14 99.07
5. Other receivables
(1) Details
1) Details on categories
Closing balance
Categories Book balance Provision for bad debts
Carrying
Amount % to Amount Provision amount
total proportion (%)
Receivables with provision made
on an individual basis 49,838,895.16 51.24 49,838,895.16 100.00
Including: Interest receivable
Dividend receivable
Other receivables
49,838,895.16 51.24 49,838,895.16 100.00
Receivables with provision made
on a collective basis 47,424,364.96 48.76 2,515,818.56 5.30 44,908,546.40
Including: Interest receivable
144
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Closing balance
Categories Book balance Provision for bad debts
Carrying
Amount % to Amount Provision amount
total proportion (%)
Dividend receivable
39,647,732.42 40.76 39,647,732.42
Other receivables
7,776,632.54 8.00 2,515,818.56 32.35 5,260,813.98
Total
97,263,260.12 100.00 52,354,713.72 53.83 44,908,546.40
(Continued)
Opening balance[Note]
Categories Book balance Provision for bad debts
Carrying
Amount % to Amount Provision amount
total proportion (%)
Receivables with provision made
on an individual basis 49,895,767.67 73.75 49,895,767.67 100.00
Including: Interest receivable
Dividend receivable
Other receivables
49,895,767.67 73.75 49,895,767.67 100.00
Receivables with provision made
on a collective basis 17,761,257.64 26.25 4,001,456.73 22.53 13,759,800.91
Including: Interest receivable
Dividend receivable
232,683.74 0.34 232,683.74
Other receivables
17,528,573.90 25.91 4,001,456.73 22.83 13,527,117.17
Total
67,657,025.31 100.00 53,897,224.40 79.66 13,759,800.91
[Note]: For details of the difference between the beginning of the year and the end of the previous year
(December 31, 2018), please refer to Note III (VVXIII) 1 (1) 2) of this financial statement.
2) Other receivables with provision made on an individual basis
Provision
Debtors Book balance Provision for Reasons for
proportion
bad debts provision made
(%)
Other receivables
Zhongqi Huanan Automobile Sales It is too long to
Co.,Ltd. 9,832,956.37 9,832,956.37 100.00
collect
Shenzhen Nanfang Industry and It is too long to
Trade Co.,Ltd. 7,359,060.75 7,359,060.75 100.00
collect
Shenzhen Zhonghao (Group) It is too long to
Co.,Ltd. 5,000,000.00 5,000,000.00 100.00
collect
145
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Provision
Debtors Book balance Provision for Reasons for
proportion
bad debts provision made
(%)
It is too long to
Jinbeili Household Company 2,706,983.51 2,706,983.51 100.00
collect
Shenzhen Xinxingtai Trading It is too long to
Co.,Ltd. 2,418,512.90 2,418,512.90 100.00
collect
It is too long to
Shenzhen Petrochemical Group 1,920,153.29 1,920,153.29 100.00
collect
Shenzhen Tefa Huatong Casing It is too long to
Co.,Ltd. 1,212,373.79 1,212,373.79 100.00
collect
It is too long to
Shenzhen Jinhe Mould Co.,Ltd. 1,023,560.00 1,023,560.00 100.00
collect
It is too long to
Others 18,365,294.55 18,365,294.55 100.00
collect
Subtotal
49,838,895.16 49,838,895.16 100.00
3) Other receivables with provision made on a collective basis
Closing balance
Portfolios Provision for bad Provision
Book balance
debts proportion (%)
Other receivables-ageing portfolio 7,776,632.54 2,515,818.56 32.35
Including: within 1 year 2,120,412.24 21,204.12 1.00
1-2 years 663,633.11 33,181.65 5.00
2-3 years 116,202.70 23,240.54 20.00
over 3 years 4,876,384.49 2,438,192.25 50.00
Other receivables-portfolio of dividend
39,647,732.42
receivables
Subtotal 47,424,364.96 2,515,818.56 5.30
Remarks on the determination basis of portfolio:
(2) Age analysis
Items Closing book balance
Within 1 year
41,768,144.66
1-2 years
663,633.11
146
深圳市特力(集团)股份有限公司 2019 年年度报告全文
2-3 years
116,202.70
Over 3 years
54,715,279.65
Subtotal
97,263,260.12
(3) Changes in provision for bad debts
1) Details
Phase I Phase II Phase III
Lifetime
Items 12month Lifetime expected Total
expected credit
expected credit losses (credit credit losses
losses (credit impaired)
not impaired)
Opening balance
4,001,456.73 49,895,767.67 53,897,224.40
Opening balance in the
current period 4,001,456.73 49,895,767.67 53,897,224.40
--Transferred to phase II
--Transferred to phase III
--Reversed to phase II
--Reversed to phase I
Provision made in the
current period -1,485,638.17 13,127.49 -1,472,510.68
Provision recovered in
current period 70,000.00 70,000.00
Provision reversed in
current period
Provision written-off in
current period
Other changes
Closing balance
2,515,818.56 49,838,895.16 52,354,713.72
(4) Other receivables categorized by nature
Nature of receivables Closing balance Opening balance
Dividends receivable 39,647,732.42 232,683.74
Security deposit 35,477.21 39,535.50
Reserve 43,385.72 63,146.12
Receivable temporary payments 57,536,664.77 67,321,659.95
Total
97,263,260.12 67,657,025.31
(5) Details on dividend receivable
147
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Closing balance Opening balance
China Pufa Machinery Industrial Co.,Ltd. 547,184.35
Shenzhen SDG Tellus Property Management Co., Ltd. 232,683.74
Shenzhen Dongfeng Motor Co., Ltd. 39,100,548.07
Total
39,647,732.42 232,683.74
(6) Details of the top 5 debtors with largest balances
Proportion
to the total
Debtors Nature of Ages balance of Provision for
Book balance
receivables other bad debts
receivables
(%)
Zhongqi Huanan Automobile Current Over 3
9,832,956.37 10.11 9,832,956.37
Sales Co., Ltd account years
Shenzhen Nanfang Industry and Current Over 3
7,359,060.75 7.57 7,359,060.75
Trade Co., Ltd account years
Shenzhen Zhonghao (Group) Current Over 3
5,000,000.00 5.14 5,000,000.00
Co., Ltd. account years
Shenzhen Kaifeng Special Current Over 3
4,413,728.50 4.54 4,413,728.50
Automobile Industry Co., Ltd. account years
Current Over 3
Jinbeili electronics co., Ltd. 2,706,983.51 2.78 2,706,983.51
account years
Subtotal 29,312,729.13 30.14 29,312,729.13
6. Inventories
(1) Details
Closing balance Opening balance
Items
Book Provision for Carrying Book Provision for Carrying
balance write-down amount balance write-down amount
Raw materials 15,079,409.32 14,772,382.17 307,027.15 15,047,710.72 14,772,382.17 275,328.55
Goods on hand 35,204,057.35 14,121,481.67 21,082,575.68 26,169,979.13 14,102,453.28 12,067,525.85
Total 50,283,466.67 28,893,863.84 21,389,602.83 41,217,689.85 28,874,835.45 12,342,854.40
(2) Provision for inventory write-down
Increase Decrease
Items Opening Closing
balance Provision Others Reversal or Others balance
written-off
Raw materials 14,772,382.17 14,772,382.17
148
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Increase Decrease
Items Opening Closing
balance Provision Others Reversal or Others balance
written-off
Goods on hand 14,102,453.28 19,028.39 14,121,481.67
Subtotal 28,874,835.45 19,028.39 28,893,863.84
7. Assets as held for sale
Closing balance Opening balance
Items Provision
Book Carrying Book Provision for Carrying
for
balance amount balance impairment amount
impairment
Long-term equity
85,017,251.77 85,017,251.77
investment
Total 85,017,251.77 85,017,251.77
[Note]: The company has completed the sale of 43% equity of Shenzhen Xinglong Machinery Mould Co., Ltd. in
this year. For details, please refer to Note V (II) 7 of this financial statement.
8. Other current assets
(1) Details
Items Closing balance Opening balance[Note]
Deducted input VAT 3,403,969.23 2,032,494.44
Total
3,403,969.23 2,032,494.44
[Note]: For the difference between the opening number and the year-end number of the previous year (December
31, 2018), please refer to Note III (XXVIII) 1 (1) 2) of this financial statement for details.
9. Long-term receivables
(1) Details
Closing balance Opening balance
Discount
Items Provision Provision rate
Book Carrying Book Carrying
for bad for bad range
balance amount balance amount
debts debts
Related transactions 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
Total 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
(2) Changes in provision for bad debts
Increase Decrease
Items Opening Closing
balance Accrual Recovery Others Reversed Written off Others balance
Provision made on 2,179,203.68 2,179,203.68
an individual basis
Subtotal 2,179,203.68 2,179,203.68
10. Long-term equity investments
149
深圳市特力(集团)股份有限公司 2019 年年度报告全文
(1) Categories
Closing balance Opening balance
Items
Book Provision for Carrying Book Provision for Carrying
balance impairment amount balance impairment amount
Investments in 94,822,114.42 14,644,406.04 80,177,708.38 165,996,577.00 14,644,406.04 151,352,170.96
associates
Investments in 82,000,835.67 82,000,835.67 73,292,595.25 73,292,595.25
joint ventures
Other equity 8,656,000.00 8,656,000.00 8,656,000.00 8,656,000.00
investments
Total 185,478,950.09 23,300,406.04 162,178,544.05 247,945,172.25 23,300,406.04 224,644,766.21
(2) Details
Increase/Decrease
Investees Opening Adjustment in
Investment income
balance Investments Investments other
recognized under
increased decreased comprehensive
equity method
income
Joint ventures
Shenzhen Tellus Jimeng Investment Co., Ltd. 62,039,013.62 8,116,369.88
Shenzhen Tellus Xing Investment Co., Ltd. 11,253,581.63 591,870.54
Subtotal 73,292,595.25 8,708,240.42
Associates
Shenzhen Ren fu Tellus Automobiles Services
40,203,423.40 10,610,308.80
Co., Ltd.
Shenzhen Automobile Industrial Import and
7,482,170.28 -5,455,762.30
Export Co., Ltd.
Shenzhen Dongfeng Automobile Co., Ltd. 103,666,577.28 5,271,538.99
Shenzhen Xinyongtong Pump and
Environmental Protection Co., Ltd.
Shenzhen Xinyongtong Consulting Service
Co.,Ltd.
Shenzhen Tellus Automobile Services Chain
Co., Ltd. [Note 3]
Shenzhen Xinyongtong Automobile Services
Co., Ltd. [Note 3]
Shenzhen Xinyongtong Dongxiao Automobile
Parts Sales Co., Ltd. [Note 3]
Shenzhen Yongtong Xinda Inspection
Eqiupment Co., Ltd [Note 3]
Hunan Changyang Industrial Co., Ltd. [Note 1]
Shenzhen Jiecheng Electronic Co., Ltd. [Note
1]
Shenzhen Xiandao Chemical Materials Co.,
Ltd[Note 1]
150
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Increase/Decrease
Investees Opening Adjustment in
Investment income
balance Investments Investments other
recognized under
increased decreased comprehensive
equity method
income
China Automobile Shenzhen Trading Co., Ltd.
[Note 1]
Shenzhen General Standard Co., Ltd. [Note 1]
Zhongqi South China Automobile Sales Co.,
Ltd. [Note 1]
Shenzhen Bailiyuan Power Co., Ltd. [Note 1]
Shenzhen Yimin Automobile Trading Co., Ltd.
[Note 1]
Shenzhen Torch Spark Plug Industrial Co., Ltd.
[Note 1]
Subtotal 151,352,170.96 10,426,085.49
Shenzhen Hanli Hi-technology Ceramics Co.,
Ltd. [Note 1]
Nanfang Automobile Repairing Center [Note
1]
Subtotal
Total 224,644,766.21 19,134,325.91
(Continued)
Increase/Decrease
Closing balance of
Investees Cash
Closing balance provision for
Changes in dividend/profit Provision for Others impairment
other equity declared for impairment
distribution
Joint ventures
Shenzhen Tellus Jimeng Investment
70,155,383.50
Co., Ltd.
Shenzhen Tellus Xing Investment
11,845,452.17
Co., Ltd.
Subtotal 82,000,835.67
Associates
Shenzhen Ren fu Tellus Automobiles
17,500,000.00 33,313,732.20
Services Co., Ltd.
Shenzhen Automobile Industrial 2,026,407.98
151
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Increase/Decrease
Closing balance of
Investees Cash
Closing balance provision for
Changes in dividend/profit Provision for Others impairment
other equity declared for impairment
distribution
Import and Export Co., Ltd.
Shenzhen Dongfeng Automobile Co.,
64,100,548.07 44,837,568.20
Ltd.
Shenzhen Xinyongtong Pump and
127,836.59
Environmental Protection Co., Ltd.
Shenzhen Xinyongtong Consulting
41,556.83
Service Co.,Ltd.
Shenzhen Tellus Automobile Services
Chain Co., Ltd. [Note 3]
Shenzhen Xinyongtong Automobile
Services Co., Ltd. [Note 3]
Shenzhen Xinyongtong Dongxiao
Automobile Parts Sales Co., Ltd.
[Note 3]
Shenzhen Yongtong Xinda Inspection
Eqiupment Co., Ltd [Note 3]
Hunan Changyang Industrial Co.,
1,810,540.70
Ltd. [Note 1]
Shenzhen Jiecheng Electronic Co.,
3,225,000.00
Ltd. [Note 1]
Shenzhen Xiandao Chemical
4,751,621.62
Materials Co., Ltd[Note 1]
China Automobile Shenzhen Trading
400,000.00
Co., Ltd. [Note 1]
Shenzhen General Standard Co., Ltd.
500,000.00
[Note 1]
Zhongqi South China Automobile
2,250,000.00
Sales Co., Ltd. [Note 1]
Shenzhen Bailiyuan Power Co., Ltd.
1,320,000.00
[Note 1]
Shenzhen Yimin Automobile Trading
200,001.10
Co., Ltd. [Note 1]
Shenzhen Torch Spark Plug
17,849.20
Industrial Co., Ltd. [Note 1]
Subtotal 81,600,548.07 80,177,708.38 14,644,406.04
152
深圳市特力(集团)股份有限公司 2019 年年度报告全文
Increase/Decrease
Closing balance of
Investees Cash
Closing balance provision for
Changes in dividend/profit Provision for Others impairment
other equity declared for impairment
distribution
Shenzhen Hanli Hi-technology
1,956,000.00
Ceramics Co., Ltd. [Note 1]
Nanfang Automobile Repairing
6,700,000.00
Center [Note 1]
Subtotal 8,656,000.00
Total 81,600,548.07 162,178,544.05 23,300,406.04
[Note 1]: Companies have been withdrawn, so we have recognized 100% provision for the bad-debt.
[Note 2]: The operating period of Shenzhen Hanli Hi-technology Ceramics Co., Ltd. starts from September 21,
1993 to September 21, 1998. The operating period of Nanfang Automobile Repairing Center starts from July 12,
1994 to July 11, 2002 As of now, these companies have ceased operating activities for many years and have been
revoked for industrial and commercial registration because they did not participate in the annual industrial and
commercial inspection. The Company has been unable to exercise effective control over these companies. These
companies have not been included in the consolidated scope of the Company's consolidated financial statements.
The book value of the Company's investment in these companies is zero.
[Note 3]: The number of these companies' long-term equity investments is adjusted to RMB 0 through the
recognition of profit and loss adjustments in accordance with the equity method.
11. Other equity instrument investments
(1) Details
Accumulated amount of
gains or losses
transferred from other
Items Closing Opening Dividend
comprehensive income
balance balance income
to retained earnings
Amount Reasons
Shenzhen Ren fu Tellus
10,176,617.20 10,176,617.20 547,184.35
Automobiles Services Co., Ltd.
Subtotal 10,176,617.20 10,176,617.20 547,184.35
[Note]: Refer to Note III (XXVIII) 1 (1) 2) of the financial statements for the difference between beginning
balance and ending balance of prior period (31 December 2018) for details.
(2) Reasons for equity instrument investments designated as at fair value through other comprehensive income
The company's equity investment in China Pufa Machinery Industry Co., Ltd. is a non-trading equity instrument
investment, so the company designated it as an equity instrument investment measured at fair value and whose
changes are included in other comprehensive income.
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12. Investment property
(1) Details
Items Buildings and Land use right Total
structures
Cost
Opening balance 602,025,611.05 602,025,611.05
Increase 21,761,479.25 49,079,520.00 70,840,999.25
1) Transferred in from construction in
21,761,479.25 21,761,479.25
progress
2) Transferred in from land use right 49,079,520.00 49,079,520.00
Decrease 9,546,631.74 9,546,631.74
1) Disposal 9,546,631.74 9,546,631.74
Closing balance 614,240,458.56 49,079,520.00 663,319,978.56
Accumulated depreciation and amortization
Opening balance 98,103,197.35 98,103,197.35
Increase 16,816,270.10 1,115,443.68 17,931,713.78
1) Accrual 16,816,270.10 1,115,443.68 17,931,713.78
Decrease 7,314,436.12 7,314,436.12
1) Disposal 7,314,436.12 7,314,436.12
Closing balance 107,605,031.33 1,115,443.68 108,720,475.01
Provision for impairment
Carrying amount
Closing balance 506,635,427.23 47,964,076.32 554,599,503.55
Opening balance 503,922,413.70 503,922,413.70
(2) Investment property with certificate of titles being unsettled
Items Carrying amount Reasons for unsettlement
Shuibei Jewelry Building (Houses and
443,354,678.36 Without settlemen
buildings)
Building 12, Shaogang 17,493.17 Reason left over by history
Twelfth Shop in Shaogang 54,669.99 Reason left over by history
Subtotal 443,426,841.52
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
13. Fixed assets
(1) Fixed assets
1) Details
Items Office and other Owner's renovation Subtotal/
Buildings and structures General equipment Transport facilities Electronic equipment
equipment fee Total
Cost
Opening balance 266,262,162.27 11,674,073.65 5,086,600.26 9,657,434.32 2,852,584.72 2,697,711.99 298,230,567.21
Increase 476,108.84 1,356,142.21 1,297,282.55 485,737.96 3,615,271.56
1) Acquisition 476,108.84 1,356,142.21 1,297,282.55 485,737.96 3,615,271.56
Decrease 780,181.00 1,254,807.13 1,222,374.88 308,074.28 3,565,437.29
1) Disposal/scrap 780,181.00 1,254,807.13 1,222,374.88 308,074.28 3,565,437.29
Closing balance 266,262,162.27 11,370,001.49 5,187,935.34 9,732,341.99 3,030,248.40 2,697,711.99 298,280,401.48
Accumulated depreciation
Opening balance 156,944,286.41 8,711,585.77 3,707,548.67 7,355,334.20 2,176,012.31 2,416,329.26 181,311,096.62
Increase 7,115,184.69 348,329.48 368,787.41 614,690.01 88,846.99 8,535,838.58
1) Accrual 7,115,184.69 348,329.48 368,787.41 614,690.01 88,846.99 8,535,838.58
Decrease 695,169.15 874,550.34 1,096,673.00 265,390.88 2,931,783.37
1) Disposal/scrap 695,169.15 874,550.34 1,096,673.00 265,390.88 2,931,783.37
Closing balance 164,059,471.10 8,364,746.10 3,201,785.74 6,873,351.21 1,999,468.42 2,416,329.26 186,915,151.83
Provision for impairment
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Office and other Owner's renovation Subtotal/
Buildings and structures General equipment Transport facilities Electronic equipment
equipment fee Total
Opening balance 3,555,385.70 319,675.11 6,165.00 17,984.71 64,859.81 281,382.73 4,245,453.06
Increase
1) Provision made
Decrease
1) Disposal/scrap
Closing balance 3,555,385.70 319,675.11 6,165.00 17,984.71 64,859.81 281,382.73 4,245,453.06
Carrying amount
Closing balance 98,647,305.47 2,685,580.28 1,979,984.60 2,841,006.07 965,920.17 107,119,796.59
Opening balance 105,762,490.16 2,642,812.77 1,372,886.59 2,284,115.41 611,712.60 112,674,017.53
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
2) Fixed assets rented-out under operating leases
Items Carrying amount
Buildings and structures 70,985,071.68
Subtotal 70,985,071.68
3) Fixed assets with certificate of titles being unsettled
Items Carrying amount Reasons for unsettlement
Yongtong building 33,889,931.83 Reason left over by history
Automobile building 16,494,771.49 Reason left over by history
Tellus building underground park 9,504,850.52 Unable to handle real estate license
Zhonghe building 4,875,483.21 Reason left over by history
The 1st, 2nd, 3rd factory building, 3 to 5 layers 3,778,515.76 Reason left over by history
Tellus building conversion layer 1,650,422.60 Unable to handle real estate license
The 16th apartment house, Taohua Yuan 1,497,225.36 Reason left over by history
Shuibei Zhongtian building 979,977.78 Reason left over by history
Floor 1 of business housing, Baoan 953,535.81 Reason left over by history
Warehouse 883,364.77 Reason left over by history
Warehouse of trading department 78,463.81 Reason left over by history
Songquan apartment（Mix） 15,864.02 Reason left over by history
Hostel at North Remin Road 5,902.41 Reason left over by history
Subtotal 74,608,309.37 Reason left over by history
14. Construction in progress
(1) Construction in progress
1) Details
Closing balance Opening balance
Projects Provision Provision
Book Carrying Book Carrying
balance for amount balance for amount
Tellus shuibei Jewelry Building 35,321,704.26
impairment 35,321,704.26 12,843,571.97
impairment 12,843,571.97
421 plant decoration 8,593,316.07 8,593,316.07
Phase I and Phase II
3,710,247.00 3,710,247.00
underground connection project
Baoku project 29,126.22 29,126.22
Total 47,654,393.55 47,654,393.55 12,843,571.97 12,843,571.97
2) Changes in significant projects
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Projects Budgets Increase Transferred to Other Closing balance
Opening balance
fixed assets decrease
Tellus shuibei
515,460,000.00 12,843,571.97 22,478,132.29 35,321,704.26
Jewelry Building
421 plant decoration 29,910,000.00 8,593,316.07 8,593,316.07
Subtotal
(Continued)
Completion Accumulated Amount of
Accumulated Annual
Projects percentage amount of borrowing cost Fund
investment to capitalization rate
borrowing cost capitalization in source
budget (%) (%)
capitalization current period
Tellus shuibei private
6.85 6.85
Jewelry Building capital
421 plant private
28.73 28.73
decoration capital
Subtotal
15. Intangible assets
(1) Details
Items Land use right Trademarks Software Total
Cost
Opening balance 56,252,774.80 128,500.00 1,093,185.00 57,474,459.80
Increase 48,693,599.00 488,960.00 49,182,559.00
1) Acquisition 48,693,599.00 488,960.00 49,182,559.00
Decrease 54,284,923.80 54,284,923.80
1) Transfer to investment real estate 54,284,923.80 54,284,923.80
Closing balance 50,661,450.00 128,500.00 1,582,145.00 52,372,095.00
Accumulated amortization
Opening balance 5,490,224.49 82,674.35 889,278.71 6,462,177.55
Increase 428,195.15 6,948.33 118,952.10 554,095.58
1) Accrual 428,195.15 6,948.33 118,952.10 554,095.58
Decrease 5,205,403.80 5,205,403.80
1) Transfer to investment real estate 5,205,403.80 5,205,403.80
Closing balance 713,015.84 89,622.68 1,008,230.81 1,810,869.33
Provision for impairment
Carrying amount
Closing balance 49,948,434.16 38,877.32 573,914.19 50,561,225.67
Opening balance 50,762,550.31 45,825.65 203,906.29 51,012,282.25
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16. Long-term prepayments
(1) Details
Items Opening Increase Amortization Other
Closing balance
balance decreases
Renovation costs 6,304,607.22 10,200,338.82 2,898,140.55 13,606,805.49
Total 6,304,607.22 10,200,338.82 2,898,140.55 13,606,805.49
17. Deferred tax assets and deferred tax liabilities
(1) Deferred tax assets before offset
Closing balance Opening balance
Items
Deductible temporary Deductible temporary
Deferred tax asset Deferred tax asset
difference difference
Provision for impairment of assets 34,635,849.55 8,658,962.39 78,513,371.56 19,628,342.90
Equity investment difference 14,844,139.31 3,711,034.83
Unrealized profit from internal
4,062,835.94 1,015,708.98
transactions
Total 34,635,849.55 8,658,962.39 97,420,346.81 24,355,086.71
(2) Details of unrecognized deferred tax assets
Items Closing balance Opening balance
Deductible temporary difference 127,244,422.02 92,121,330.08
Deductible losses 19,619,056.75 44,070,344.23
Subtotal 146,863,478.77 136,191,674.31
(3) Maturity years of deductible losses of unrecognized deferred tax assets
Maturity years Closing balance Opening balance Remarks
Year 2019 14,499,089.58
Year 2020 505,851.30 505,851.30
Year 2021 1,484,364.61 2,121,146.48
Year 2022 4,702,701.91 7,146,101.41
Year 2023 5,499,309.62 19,798,155.46
Year 2024 7,426,829.31
Subtotal 19,619,056.75 44,070,344.23
18. Other non-current assets
Items Closing balance Opening balance
Prepayment for engineering equipment 6,789,167.54 3,256,964.72
Others 100,000.00 100,000.00
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Closing balance Opening balance
Total 6,889,167.54 3,356,964.72
19. Short-term borrowings
Items Closing balance Opening balance[Note]
Unsecured borrowings 143,232,810.41
Total 143,232,810.41
[Note]: For details of the difference between the beginning of the year and the end of the previous year (December 31, 2018), please
refer to Note III (XXVIII) 1 (1) 2) of this financial statement.
20. Accounts payable
(1) Details
Items Closing balance Opening balance
Goods and services purchases 5,671,144.03 6,658,229.85
Engineering equipment 63,416,286.39 66,707,646.24
Total 69,087,430.42 73,365,876.09
(2) Significant accounts payable with age over one year
Items Closing balance Reasons for unsettlement
Shenzhen Yinglong Jian'an (Group) Co., Ltd. 31,005,631.14 Unsettled
Shenzhen Tefa Real Estate Co., Ltd. 6,054,855.46 Not repaid by related company
Shenzhen Yinuo Construction Engineering Co., Ltd. 4,274,022.22 Unsettled
Subtotal 41,334,508.82
21. Advances received
Items Closing balance Opening balance
Rent 491,560.38 861,528.49
Loan 26,808,262.33 15,036,235.48
Total 27,299,822.71 15,897,763.97
22. Employee benefits payable
(1) Details
Items Opening balance Increase Decrease Closing balance
Short-term employee benefits 24,800,605.87 60,896,075.10 55,193,502.81 30,503,178.16
Post-employment benefits - defined
1,002,064.49 4,804,069.08 5,104,516.84 701,616.73
contribution plan
Termination benefits 4,466,316.47 4,466,316.47
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Opening balance Increase Decrease Closing balance
Total 25,802,670.36 70,166,460.65 64,764,336.12 31,204,794.89
(2) Details of short-term employee benefits
Items Opening balance Increase Decrease Closing balance
Wage, bonus, allowance and subsidy 22,536,844.79 53,619,959.57 47,978,308.38 28,178,495.98
Employee welfare fund 757,922.60 757,922.60
Social insurance premium 6,433.95 2,048,816.51 2,046,891.87 8,358.59
Including: Medicare premium 5,247.87 1,795,929.80 1,794,005.05 7,172.62
Occupational injuries premium 513.72 38,805.48 38,805.48 513.72
Maternity premium 672.36 155,852.91 155,853.02 672.25
Other commercial insurance 58,228.32 58,228.32
Housing provident fund 2,031,964.30 3,233,399.36 3,223,715.32 2,041,648.34
Trade union fund and employee
225,362.83 1,235,977.06 1,186,664.64 274,675.25
education fund
Subtotal 24,800,605.87 60,896,075.10 55,193,502.81 30,503,178.16
(3) Details of defined contribution plan
Items Opening balance Increase Decrease Closing balance
Basic endowment insurance premium 130,114.53 4,734,047.03 4,721,742.71 142,418.85
Unemployment insurance premium 1,263.01 47,927.15 47,838.13 1,352.03
Company annuity payment 870,686.95 22,094.90 334,936.00 557,845.85
Subtotal 1,002,064.49 4,804,069.08 5,104,516.84 701,616.73
23. Taxes and rates payable
Items Closing balance Opening balance
VAT 551,626.76 1,372,624.04
Enterprise income tax 64,461,051.35 1,914,409.61
Individual income tax withheld for tax authorities 342,986.08 261,135.13
Urban maintenance and construction tax 134,816.64 151,417.42
Land appreciation tax 5,362,682.64 5,362,682.64
Housing property tax 266.04 266.04
Land use tax 26,459.98 26,459.98
Education surcharge 82,529.27 89,643.88
Local education surcharge 55,019.51 59,762.58
stamp duty tax 407,829.34 93,010.71
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Closing balance Opening balance
Others 45,981.54
Total 71,425,267.61 9,377,393.57
24. Other payables
(1) Details
Items Closing balance Opening balance[Note]
Interest payable
Other payables 101,266,802.49 250,198,878.69
Total 101,266,802.49 250,198,878.69
[Note]: For details of the difference between the beginning of the year and the end of the previous year (December 31, 2018), please
refer to Note III (XXVIII) 1 (1) 2) of this financial statement.
(2) Other payables
Items Closing balance Opening balance
Deposits 29,630,854.41 22,124,264.01
Related accounts 28,310,337.10 37,253,591.77
Withholding payments 14,218,478.78 18,263,001.39
Payables due 29,107,132.20 172,558,021.52
Total 101,266,802.49 250,198,878.69
25. Long-term borrowings
Items Closing balance Opening balance[Note]
Mortgaged borrowings 34,992,292.92
Total 34,992,292.92
[Note]: For details of the difference between the beginning of the year and the end of the previous year (December 31, 2018), please
refer to Note III (XXVIII) 1 (1) 2) of this financial statement.
26. Long-term payables
Items Closing balance Opening balance [Note]
Employee housing deposit 3,908,848.40 3,908,848.40
Technical innovation 11,311.96 11,311.96
Total 3,920,160.36 3,920,160.36
27. Provisions
Items Closing balance Opening balance Reasons for balance
Pending lawsuit 2,225,468.76 2,225,468.76
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Items Closing balance Opening balance Reasons for balance
Total 2,225,468.76 2,225,468.76
[Note]: For details, please refer to the note XI (I) 1 (2) in this financial statement.
28. Deferred income
(1) Details
Items Opening Increase Decrease Closing balance Reasons for balance
balance
Government grants 139,400.00 139,400.00
Total 139,400.00 139,400.00
(2) Details of government grants
Grants included into profit
Items Opening Increase Related to
or loss/offsetting relevant Closing balance
balance assets/income
cost [Note]
Futian District Old Elevator
Renovation Working Group
139,400.00 139,400.00 Asset-related
Elevator Renewal Subsidy
Fund
Subtotal 139,400.00 139,400.00
[Note]: Please refer to section V (IV) 3 of notes to financial statements for details on grants included into profit or loss/offsetting
relevant cost.
29. Share capital
(1) Details
Movements
Items Opening balance Closing balance
Issue of Bonus Reserve transferred to Others Subtotal
new shares shares shares
Total 297,281,600.00 133,776,720.00 133,776,720.00 431,058,320.00
(2) Other remarks
According to the resolution of the 2nd meeting of the 9th board of directors of the company on April 1, 2019, the company
transferred 4.5 shares for every 10 shares to all shareholders with capital reserves, a total of 133,776,720 shares.
30. Capital reserve
(1) Details
Items Opening balance Increase Decrease Closing balance
Capital premium 559,544,773.35 133,776,720.00 425,768,053.35
Other capital reserve 5,681,501.16 5,681,501.16
Total 565,226,274.51 133,776,720.00 431,449,554.51
(2) Other remarks
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For details of changes in capital reserve, please refer to Note V (I) 29 of these financial statements.
31. Other comprehensive income (OCI)
Current period cumulative
Less: OCI
Items Opening Current period Closing
carried Less: Attributable to
balance cumulative Attributable to balance
forward income non-controlling
before income parent company
transferred to tax shareholders
tax
profit or loss
Items to be reclassified
subsequently to profit or 26,422.00 26,422.00
loss
Including: Other
comprehensive
income to be
26,422.00 26,422.00
transferred to profit or
loss under equity
method
Total 26,422.00 26,422.00
32. Surplus reserve
(1) Details
Opening balance
Items Increase Decrease Closing balance
[Note]
Statutory surplus reserve 3,146,162.98 17,861,325.75 21,007,488.73
Total 3,146,162.98 17,861,325.75 21,007,488.73
[Note]: Please refer to section III (XXXVIII) 1 (1) 2) for details on the difference between the opening balance and the closing
balance of the preceding period (i.e. December 31, 2018).
(2) Other remarks
The increase of the surplus reserves was due to the statutory surplus reserves withdrawn 10% of net profits.
33. Undistributed profit
(1) Details
Items Current period Preceding period
cumulative comparative
Balance before adjustment at the end of preceding period 184,535,322.70 97,798,595.80
Add: Increase due to adjustment (or less: decrease) 1,079,805.36
Opening balance after adjustment 185,615,128.06 97,798,595.80
Add: Net profit attributable to owners of the parent company 219,669,708.47 86,924,058.72
Less: Appropriation of statutory surplus reserve 17,861,325.75 187,331.82
Closing balance 387,423,510.78 184,535,322.70
(2) Details of increase or decrease due to adjustment
Pursuant to related requirements stipulated in the CASBEs, adjustments of 1,079,805.36 yuan are.
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(II) Notes to items of the consolidated income statement
1. Operating revenue/Operating cost
Current period cumulative Preceding period comparative
Items
Revenue Cost Revenue Cost
Main operations 561,948,296.72 428,796,930.66 406,367,890.86 329,601,886.66
Other operations 9,124,597.18 2,224,381.98 7,870,888.10 2,745,468.46
Total 571,072,893.90 431,021,312.64 414,238,778.96 332,347,355.12
2. Taxes and surcharges
Items Current period cumulative Preceding period comparative
Urban maintenance and construction tax 830,132.08 656,864.88
Education surcharge 355,770.92 380,476.03
Local education surtax 237,180.61 253,650.68
Stamp duty 764,026.93 338,855.21
Housing property tax 3,364,402.93 3,631,029.91
Land use tax 484,217.61 465,573.05
Vehicle and vessel use tax 5,244.16 4,938.18
Consumption tax 228,084.61 545,224.71
Total 6,269,059.85 6,276,612.65
3. Selling expenses
Items Current period cumulative Preceding period comparative
Employee’s remuneration 14,630,038.53 13,414,059.17
Advertisement 1,703,759.37 1,764,907.46
Depreciation 2,943,208.89 1,174,246.34
Utility bill 1,056,542.05 668,104.46
Material consumption 852,678.19 35,736.84
Office expenses 617,180.27 673,424.89
Entertainment expenses 441,467.35 418,282.09
Others 1,711,227.65 1,838,645.25
Total 23,956,102.30 19,987,406.50
4. Administrative expenses
Items Current period cumulative Preceding period comparative
Employee’s remuneration 32,664,417.76 33,404,269.03
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Items Current period cumulative Preceding period comparative
Consultation and service fee 3,880,477.15 3,957,788.47
Depreciation 2,022,219.63 1,798,242.55
Office expenses 1,536,671.33 1,340,677.75
Entertainment expenses 492,374.20 724,055.97
Advertising expenses 490,165.08 817,181.78
Travel expenses 353,362.25 600,746.40
Others 2,228,576.52 1,588,414.61
Total 43,668,263.92 44,231,376.56
5. Financial expenses
Items Current period cumulative Preceding period comparative
Interest expenses 7,000,636.08 8,909,350.20
Less: Interest income 2,317,143.23 2,755,755.76
Exchange difference 59,540.03 106,434.89
Others 239,732.67 248,084.86
Total 4,982,765.55 6,508,114.19
6. Other income
Items Current period Preceding period Amount included in
cumulative comparative non-recurring profit or loss
Government grants related to income [Note] 276,907.09 3,482.07 283,518.38
Refund of handling fees for withholding individual
9,378.94 9,378.94
income tax
Additional deduction of VAT 6,611.29
Total 292,897.32 3,482.07 292,897.32
[Note]: Please refer to notes to government grants for details on grants included into other income.
7. Investment income
Preceding period
Items Current period cumulative
comparative
Investment income from long-term equity investments under equity
19,134,325.91 83,051,508.70
method
Investment income from long-term equity investments under cost
210,680,848.23 -4,424,801.74
method[note]
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Preceding period
Items Current period cumulative
comparative
Investment income from financial instruments 10,207,296.49
Including: Financial assets classified as at fair value through profit or
10,207,296.49
loss
Financial liabilities designated as at fair value through profit or loss 547,184.35
Investment income of available-for-sale financial assets during holding
10,158,761.73
period
Total 240,569,654.98 88,785,468.69
[Note]: On December 28, 2017, the company's extraordinary shareholders meeting resolved to pass a proposal to sell 43% equity of
Shenzhen Xinglong Machinery Mould Co., Ltd. On June 15, 2018, the company signed a equity transfer contract with Shenzhen
Runhe United Investment Development Co., Ltd., and the company transferred 43% equity of Shenzhen Xinglong Machinery Mould
Co., Ltd. to Shenzhen Runhe United Investment Development Co., Ltd. The transfer price was 286.67 million yuan. As of August 13,
2019, the company has received all equity transfers of 268.67 million yuan and deferred payment of interest on equity transfers. On
October 8, 2019, the equity transfer was processed for equity transfer. After the company carried forward the book value of assets
held for sale in 2015 to RMB 85,017,251.77, it recognized the investment income of RMB 210,680,848.23 for this equity transfer.
8. Gains on changes in fair value
Items Current period cumulative Preceding period comparative
Held-for-trading financial assets 477,394.67
Including:Gains on changes in fair value
arising from financial assets designated 477,394.67
as at fair value through profit or loss
Total 477,394.67
9. Credit impairment loss
Items Current period cumulative
Bad debts 1,270,480.08
Total 1,270,480.08
10. Assets impairment loss
Items Current period cumulative Preceding period comparative
Bad debts -1,379,068.62
Inventory write-down loss -19,028.39 -5,647.64
Impairment losses on other assets -643,261.62
Total -662,290.01 -1,384,716.26
11. Gains on asset disposal
Items Preceding period Amount included in
Current period cumulative
comparative non-recurring profit or loss
Gains on disposal of fixed assets 216,207.53 216,207.53
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Items Preceding period Amount included in
Current period cumulative
comparative non-recurring profit or loss
Total 216,207.53 216,207.53
12. Non-operating revenue
Items Current period Preceding period Amount included in
cumulative comparative non-recurring profit or loss
Gains on damage or retirement of
109,998.46 109,998.46
non-current assets
Accounts unpayable 180,000.00
Other 194,622.17 1,559,055.65 194,622.17
Total 304,620.63 1,739,055.65 304,620.63
13. Non-operating expenditures
Items Current period Preceding period Amount included in
cumulative comparative non-recurring profit or loss
Losses on damage or retirement of
214,918.34 1,114,134.90 214,918.34
non-current assets
Estimated pending litigation losses 2,225,468.76
Fines and liquidated damages 834,167.39 447.93 834,167.39
Other 139,292.69
Total 1,049,085.73 3,479,344.28 1,049,085.73
14. Income tax expenses
(1) Details
Items Current period cumulative Preceding period comparative
Current period income tax expenses 68,071,018.71 4,182,336.77
Deferred income tax expenses 15,696,124.32 38,942.20
Previous income tax adjustment 20,891.90 190,601.48
Total 83,788,034.93 4,411,880.45
(2) Reconciliation of accounting profit to income tax expenses
Items Preceding period
Current period cumulative
comparative
Profit before tax 302,595,269.11 90,551,859.81
Income tax expenses based on tax rate applicable to the
75,894,191.34 22,637,964.95
parent company
Effect of different tax rate applicable to subsidiaries -116,827.10
Effect of prior income tax reconciliation 20,891.90 190,601.48
Investment income recognised for associates and joint
-4,920,377.57 -20,899,673.26
ventures
Effect of non-deductible costs, expenses and losses 187,968.31 155,355.07
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Items Preceding period
Current period cumulative
comparative
Utilization of deductible losses not previously recognized -1,432,355.39 -5,937,697.16
Effect of deducible temporary differences or deductible
14,154,543.44 8,265,329.37
losses not recognized
Income tax expenses 83,788,034.93 4,411,880.45
15. Other comprehensive income, net of income tax
Please refer to section V (I) 57 of notes to financial statements for details.
(III) Notes to items of the consolidated cash flow statement
1. Other cash receipts related to operating activities
Items Current period cumulative Preceding period comparative
Security deposit 28,834,845.75 6,028,298.06
Interest income 1,521,342.50 2,253,581.14
Accounts and others 17,404,817.56 11,402,651.23
Total 47,761,005.81 19,684,530.43
2. Other cash payments related to operating activities
Items Current period cumulative Preceding period comparative
Cash payment 15,604,214.08 26,950,280.43
Security deposit 20,695,465.01 1,337,997.56
Penalty fine 834,167.39 447.93
Accounts and others 13,905,542.01 13,050,755.91
Total 51,039,388.49 41,339,481.83
3. Other cash receipts related to investing activities
Items Current period cumulative Preceding period comparative
Receipt of equity transfer deposit 107,511,100.00
Related loans 2,385,849.54
Total 2,385,849.54 107,511,100.00
4. Other cash payments related to investing activities
Items Current period cumulative Preceding period comparative
Cash paid to Equity Transfer
5,000.00 5,733,400.00
Transaction Service Fee
Total 5,000.00 5,733,400.00
5. Other cash receipts related to financing activities
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Items Current period cumulative Preceding period comparative
Non-financial institution borrowing 15,020,000.00
Total 15,020,000.00
6. Other cash payments related to financing activities
Items Current period cumulative Preceding period comparative
Repayment of loans from
22,962,000.00
non-financial institutions
Return advance rent in advance 16,144,956.00
Total 22,962,000.00 16,144,956.00
7. Supplement information to the cash flow statement
(1) Supplement information to the cash flow statement
Supplement information Preceding period
Current period cumulative
comparative
(1) Reconciliation of net profit to cash flow from operating activities:
Net profit 218,807,234.18 86,139,979.36
Add: Provision for assets impairment loss -608,190.07 1,384,716.26
Depreciation of fixed assets, oil and gas assets, productive
26,429,872.30 18,356,950.61
biological assets
Amortization of intangible assets 229,471.59 649,475.55
Amortization of long-term prepayments 2,898,140.55 793,975.37
Loss on disposal of fixed assets, intangible assets and other
-216,207.53
non-current assets (Less: gains)
Fixed assets retirement loss (Less: gains) 104,919.88 1,114,134.90
Losses on changes in fair value (Less: gains) -477,394.67
Financial expenses (Less: gains) 7,060,176.11 9,015,785.09
Investments losses (Less: gains) -240,569,654.98 -88,785,468.69
Decrease of deferred tax assets (Less: increase) 15,696,124.32 38,942.20
Increase of deferred tax liabilities (Less: decrease)
Decrease in inventories (Less: increase) -9,065,776.82 297,725.18
Decrease in operating receivables (Less: increase) -24,176,109.62 -45,530,744.97
Increase of operating payables (Less: decrease) 82,798,747.79 9,949,549.17
Others
Net cash flow from operating activities 78,911,353.03 -6,574,979.97
(2) Significant investing and financing activities not related to cash
receipts and payments:
Conversion of debt into share capital
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Supplement information Preceding period
Current period cumulative
comparative
Convertible bonds due within one year
Fixed assets rented in under finance leases
(3) Net changes in cash and cash equivalents:
Cash at the end of the period 400,668,257.81 142,848,120.69
Less: Cash at the beginning of the period 142,848,120.69 141,793,218.56
Add: Cash equivalents at the end of the period
Less: Cash equivalents at the beginning of the period
Net increase of cash and cash equivalents 257,820,137.12 1,054,902.13
(2) Cash and cash equivalents
Items Closing balance Opening balance
1) Cash 400,668,257.81 142,848,120.69
Including: Cash on hand 120,351.17 84,099.49
Cash in bank on demand for payment 400,547,906.64 142,764,021.20
2) Cash equivalents
Including: Bond investments maturing within three months
3) Cash and cash equivalents at the end of the period 400,668,257.81 142,848,120.69
Including: Cash and cash equivalents of parent company or subsidiaries
with use restrictions
(IV) Others
1. Assets with title or use right restrictions
Items Closing carrying amount Reasons for restrictions
Cash and bank balances 28,183,348.23 refer to section V (I) 1 of notes
Total 28,183,348.23
2. Monetary items in foreign currencies
Items Closing balance in foreign Exchange rate RMB equivalent
currencies
Cash and bank balances
Including: USD 856.00 6.9762 5,971.63
3. Government grants
(1) Details
1) Government grants related to assets
① Gross method
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Opening balance
Items of deferred Increase Amortization Closing balance of Amortization Remarks
deferred income presented under
income
Elevator
Renewal Subsidy 139,400.00 139,400.00
Fund,Futian
Subtotal 139,400.00 139,400.00
2) Government grants related to income and used to compensate incurred relevant costs, expenses or losses
Items Amounts Presented under Remarks
2018 Industrial Support Fund 268,700.00 Other income
Stable post subsidy 8,207.09 Other income
Subtotal 276,907.09
VI. Changes in the consolidation scope
Entities brought into the consolidation scope
Equity acquisition Capital contribution
Entities Equity acquisition date Capital contribution
method proportion (%)
Shenzhen Tellus Baoku
Supply Chain Technology Establish September 16, 2019 9,253,000.00 100.00%
Co., Ltd.
VII. Interest in other entities
(I) Interest in significant subsidiaries
(1) Basis information
Holding proportion
Subsidiaries Main operating Place of Business (%) Acquisition
place registration nature method
Direct Indirect
Shenzhen Tellus Xinyongtong Automobile
Shenzhen Shenzhen Business 100.00 Establish
Development Co.,Ltd.
Shenzhen Dongchang Yongtong
Shenzhen Shenzhen Business 95.00 Establish
Automobile Inspection Co.,Ltd.
Shenzhen Baoan Shiquan Industrial
Shenzhen Shenzhen Business 100.00 Establish
Co.,Ltd.
Shenzhen Tefa Tellus Real Estate Co.,Ltd. Shenzhen Shenzhen Manufacture 100.00 Establish
Shenzhen Tellus Chuangying Technology
Shenzhen Shenzhen Business 100.00 Establish
Co., Ltd.
Shenzhen Xinyongtong Automobile
Shenzhen Shenzhen Business 51.00 Establish
Inspection Equipment Co., Ltd
Shenzhen Automobile Industry and Trading Shenzhen Shenzhen Business 100.00 Establish
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Holding proportion
Subsidiaries Main operating Place of Business (%) Acquisition
place registration nature method
Direct Indirect
Co., Ltd.
Shenzhen Automobile Industry supply and
Shenzhen Shenzhen Business 100.00 Establish
marketing Co., Ltd.
Shenzhen Tefa Huari Automobile
Shenzhen Shenzhen Business 60.00 Establish
Enterprise Co.,Ltd.
Shenzhen Huari Anxin Automobile
Shenzhen Shenzhen Business 100.00 Establish
Inspection Equipment Co., Ltd.
Shenzhen Zhongtian Industrial Co.,Ltd. Shenzhen Shenzhen Business 100.00 Establish
Shenzhen Huari Toyota Automobile sales
Shenzhen Shenzhen Business 60.00 Establish
and services Co., Ltd.
Anhui Tellus Star Jewelry Investment Co.,
Hefei Hefei Business 51.00 Establish
Ltd
Anhui Tellus Xingguang Jinzun Jewelry
Hefei Hefei Business 60.00 Establish
Co., Ltd
Sichuan Anhui Tellus Xingguang Jinzun
Jewelry Co., LTD Tellus Jewelry Chengdu Chengdu Business 66.67 Establish
Technology Co., Ltd
Shenzhen Tellus Baoku Supply Chain
Shenzhen Shenzhen Business 100.00 Establish
Technology Co., Ltd.
2. Significant not wholly-owned subsidiaries
(1) Details
Closing balance of
Holding proportion Non-controlling Dividend declared
non-controlling
Subsidiaries of non-controlling shareholders’ to non-controlling
shareholders’ profit
shareholders profit or loss shareholders
or loss
Shenzhen Huari Toyota Automobile
40.00% 839,849.51 1,678,386.57
sales and services Co., Ltd.
Shenzhen Tefa Huari Automobile
40.00% -1,235,744.08 9,701,933.26
Enterprise Co., Ltd.
Sichuan Tellus Jewelry Technology
33.33% 2,686,851.85 54,506,661.82
Co., Ltd
3. Main financial information of significant not wholly-owned subsidiaries
(1) Assets and liabilities
Closing balance
Subsidiaries
Current Total assets Non-current
Non-current assets Current liabilities Total liabilities
assets liabilities
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Closing balance
Subsidiaries
Current Total assets Non-current
Non-current assets Current liabilities Total liabilities
assets liabilities
Shenzhen
Huari Toyota
Automobile
66,208,279.12 4,780,912.24 70,989,191.36 66,793,224.94 66,793,224.94
sales and
services Co.,
Ltd.
Shenzhen
Tefa Huari
Automobile 48,495,244.11 24,078,718.09 72,573,962.20 48,169,129.04 48,169,129.04
Enterprise
Co., Ltd.
Sichuan
Tellus Jewelry
164,965,162.17 255,849.32 165,221,011.49 1,701,033.97 1,701,033.97
Technology
Co., Ltd
(Continued)
Opening balance
Subsidiaries
Current Total assets Non-current
Non-current assets Current liabilities Total liabilities
assets liabilities
Shenzhen
Huari Toyota
Automobile
50,501,290.59 3,303,588.99 53,804,879.58 51,708,536.94 51,708,536.94
sales and
services Co.,
Ltd.
Shenzhen Tefa
Huari
Automobile 42,821,429.72 27,874,888.18 70,696,317.90 43,352,124.56 43,352,124.56
Enterprise
Co., Ltd.
Sichuan Tellus
Jewelry
136,225,693.11 296,185.87 136,521,878.98 949,959.46 949,959.46
Technology
Co., Ltd
(2) Profit or loss and cash flows
Current period cumulative
Subsidiaries
Total comprehensive Cash flows from
Operating revenue Net profit
income operating activities
Shenzhen Huari Toyota
219,302,518.27 2,099,623.78 2,099,623.78 -1,555,308.78
Automobile sales and services Co.,
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Current period cumulative
Subsidiaries
Total comprehensive Cash flows from
Operating revenue Net profit
income operating activities
Ltd.
Shenzhen Tefa Huari Automobile
38,745,157.90 -3,089,360.18 -3,089,360.18 5,401,481.18
Enterprise Co., Ltd.
Sichuan Tellus Jewelry
188,861,996.63 7,948,058.00 7,948,058.00 -7,638,670.68
Technology Co., Ltd
(Continued)
Preceding period comparative
Subsidiaries
Total comprehensive Cash flows from operating
Operating revenue Net profit
income activities
Shenzhen Huari Toyota
Automobile sales and services 171,904,862.83 3,501,822.26 3,501,822.26 -377,065.57
Co., Ltd.
Shenzhen Tefa Huari
Automobile Enterprise Co., 35,692,198.19 -1,539,161.44 -1,539,161.44 5,447,723.52
Ltd.
Sichuan Tellus Jewelry
138,377,981.65 4,734,191.66 4,734,191.66 -38,067,491.93
Technology Co., Ltd
(II) Interest in joint venture or associates
1. Significant joint ventures or associates
Main Holding proportion Accounting
Joint ventures or Place of (%)
operating Business nature
associates registration Direct Indirect treatment
place
Shenzhen Tellus Industrial investment、
Jimeng investment Shenzhen Shenzhen property management、 50% Equity method
Co., Ltd. leasing
Shenzhen Ren
Mercedes-Benz sales、
Fu-Tellus Automotive Shenzhen Shenzhen 35% Equity method
repairment
Service Co., Ltd.
Shenzhen Dongfeng Automobile productio、
Shenzhen Shenzhen 25% Equity method
Automobile Co., Ltd. repairment
2. Main financial information of significant joint ventures
Closing balance/current period Opening balance/preceding period
cumulative comparative
Items
Shenzhen Tellus Jimeng investment Co., Shenzhen Tellus Jimeng investment Co.,
Ltd. Ltd.
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Closing balance/current period Opening balance/preceding period
cumulative comparative
Items
Shenzhen Tellus Jimeng investment Co., Shenzhen Tellus Jimeng investment Co.,
Ltd. Ltd.
Current assets 56,022,041.04 30,578,378.74
Including: Cash and cash
9,770,310.11 9,055,687.59
equivalents
Non-current assets 363,958,852.65 362,263,866.80
Total assets 419,980,893.69 392,842,245.54
Current liabilities 34,420,126.74 12,764,218.35
Non-current liabilities 245,250,000.00 256,000,000.00
Total liabilities 279,670,126.74 268,764,218.35
Non-controlling interest
Equity attributable to owners of parent
140,310,766.95 124,078,027.19
company
Proportionate share in net assets 70,155,383.48 62,039,013.62
Adjustments
Goodwill
Unrealized profit in internal
trading
Carrying amount of investments in
70,155,383.48 62,039,013.62
joint ventures
Fair value of equity investments in
joint ventures in association with
quoted price
Operating revenue 91,769,888.39 77,472,993.92
Financial expenses 14,266,181.96 17,263,494.71
Income tax expenses 5,473,045.83 1,549,682.33
Net profit 16,232,739.76 11,589,473.55
Net profit of discontinued operations
Other comprehensive income
Total comprehensive income 16,232,739.76 11,589,473.55
Dividend from joint ventures received
in current period
3. Main financial information of significant associates
Items Closing balance/current period Opening balance/preceding period
cumulative comparative
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Shenzhen Ren Shenzhen Shenzhen Ren Shenzhen
Fu-Tellus Automotive Dongfeng Fu-Tellus Automotive Dongfeng
Service Co., Ltd. Automobile Co., Service Co., Ltd. Automobile Co.,
Ltd. Ltd.
Current assets 229,415,509.00 479,352,285.14 257,589,051.00 617,799,827.49
Non-current assets 22,735,996.00 214,963,230.31 22,136,628.00 228,248,688.85
Total assets 252,151,505.00 694,315,515.45 279,725,679.00 846,048,516.34
Current liabilities 156,969,413.00 459,613,457.00 164,858,755.00 370,192,355.97
Non-current liabilities 66,941,248.16 70,203,098.25
Total liabilities 156,969,413.00 526,554,705.16 164,858,755.00 440,395,454.22
Non-controlling interest -11,589,462.52 -9,013,246.97
Equity attributable to owners
95,182,092.00 179,350,272.81 114,866,924.00 414,666,309.09
of parent company
Proportionate share in net
33,313,732.20 44,837,568.20 40,203,423.40 103,666,577.28
assets
Adjustments
Goodwill
Unrealized profit in
internal trading
Carrying amount of
33,313,732.20 44,837,568.20 40,203,423.40 103,666,577.28
investments in associates
Fair value of equity
investments in associates in
association with quoted price
Operating revenue 1,146,987,875.00 502,282,870.47 1,212,159,355.00 494,413,981.09
Net profit 30,315,168.00 18,741,639.29 24,539,734.00 274,312,241.81
Net profit of discontinued
operations
Other comprehensive income
Total comprehensive income 30,315,168.00 18,741,639.29 24,539,734.00 274,312,241.81
Dividend from associates
17,500,000.00 52,500,000.00 5,000,000.00
received in current period
4. Aggregated financial information of insignificant joint ventures and associates
Items Closing balance/current Opening balance/preceding
period cumulative period comparative
Joint ventures
Total carrying amount of investments 11,845,452.17 11,253,581.63
Proportionate shares in the following items
Net profit 855,101.45 390,187.87
Other comprehensive income
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Items Closing balance/current Opening balance/preceding
period cumulative period comparative
Total comprehensive income 855,101.45 390,187.87
Associates
Total carrying amount of investments 2,026,407.98 7,482,170.28
Proportionate shares in the following items
Net profit -15,260,873.57 -658,303.56
Other comprehensive income
Total comprehensive income -15,260,873.57 -658,303.56
5. Excess losses incurred by joint ventures or associates
Accumulated Unrecognized current period
Unrecognized losses at the
Joint ventures or associates unrecognized prior losses (net profit shared in
balance sheet date
period losses current period)
Shenzhen Tellus Automobile
98,921.14 -55.88 98,865.26
Services Chains Co., Ltd.
Shenzhen Yongtong Xinda
783,412.71 133,524.54 916,937.25
Inspection Equipment Co., Ltd.
VIII. Risks related to financial instruments
The Company aims to seek the appropriate balance between the risks and benefits from its use of financial instruments and to
mitigate the adverse effects that the risks of financial instruments have on the Company’s financial performance. Based on such
objectives, the Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits.
The Company has exposure to the following risks from its use of financial instruments, which mainly include: credit risk, liquidity
risk, and market risk. Management have deliberated and approved policies concerning such risks, and details are:
(I) Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an
obligation.
1. Credit risk management practice
(1) Evaluation method of credit risk
At each reporting date, the Company assesses whether the credit risk on a financial instrument has increased significantly since initial
recognition. When assessing whether the credit risk has increased significantly since initial recognition, the Company takes into
account reasonable and supportable information, which is available without undue cost or effort, including qualitative and
quantitative analysis based on historical data, external credit risk rating, and forward-looking information. The Company determines
the changes in default risk of financial instruments during the estimated lifetime through comparison of the default risk at the balance
sheet date and the initial recognition date, on an individual basis or a collective basis.
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The Company considers the credit risk on a financial instrument has increased significantly when one or more of the following
qualitative and quantitative standards are met:
1) Quantitative standard mainly relates to the scenario in which, on the balance sheet date, the probability of default in the remaining
lifetime has risen by more than a certain percentage compared with the initial recognition;
2) Qualitative standard mainly relates to significant adverse changes in the debtor’s operation or financial position, present or
expected changes in technology, market, economy or legal environment that will have significant adverse impact on the debtor’s
repayment ability;
3) Payment (including principal and interest) has been overdue for over 90 days.
(2) Definition of default and credit-impaired asset
A financial asset is credit-impaired when one or more following events have occurred:
1) significant financial difficulty of the debtor;
2) a breach of binding clause of contract;
3) it is very likely that the debtor will enter bankruptcy or other financial reorganization;
4) the creditor of the debtor, for economic or contractual reasons relating to the debtor’s financial difficulty, having granted to the
debtor a concession(s) that the creditor would not otherwise consider.
2. Measurement of expected credit losses
The key factors in the measurement of expected credit loss include the probability of default, loss rate of default, and exposure to
default risk. The Company develops a model of the probability of default, loss rate of default, and exposure to default risk on the
basis of quantitative analysis of historical data (e.g. counterparty rating, guarantee measures and collateral type, payment method,
etc.) and forward-looking information.
3. Please refer to section V (I) 3, 5, and 9 for details on the reconciliation table of opening balance and closing balance of provision
for losses of financial instrument.
4. Exposure to credit risk and concentration of credit risk
The Company’s credit risk is primarily attributable to cash and bank balances and receivables. In order to control such risks, the
Company has taken the following measures:
(1) Cash and bank balances
The Company deposits its bank balances and other cash and bank balances in financial institutions with relatively high credit levels,
hence, its credit risk is relatively low.
(2) Receivables
The Company performs credit assessment on customers who uses credit settlement on a regular/continuous basis. The Company
selects credible and well-reputed customers based on credit assessment result, and conducts ongoing monitoring on receivables, to
avoid significant risks in bad debts.
As the Company’s credit risks fall into several business partners and customers, as of December 31 2019, 14.45% (December 31, 2018:
18.52%) of the total accounts receivable was due from the five largest customers of the Company. The Company has no significant
central credit risk.
The maximum amount of exposure to credit risk of the Company is the carrying amount of each financial asset on the balance sheet.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
(II) Liquidity risk
Liquidity risk is the risk that the Company may encounter deficiency of funds in meeting obligations associated with cash or other
financial assets settlement, which is possibly attributable to failure in selling financial assets at fair value on a timely basis, or failure
in collecting liabilities from counterparts of contracts, or early redemption of debts, or failure in achieving estimated cash flows.
In order to control such risk, the Company utilized financing tools such as notes settlement, bank borrowings, etc. and adopts long
and short financing methods to optimizing financing structures, and finally maintains a balance between financing sustainability and
flexibility. The Company has obtained credit limit from several commercial banks to meet working capital requirements and
expenditures.
Financial instruments classified based on remaining time period till maturity
Closing balance
Items
Contract amount not yet 1-3 years Over 3
Carrying amount Within 1 year
discounted years
Accounts payable 69,087,430.42 69,087,430.42 69,087,430.42
Other payables 101,266,802.49 101,266,802.49 101,266,802.49
Long-term payables 3,920,160.36 3,920,160.36 3,920,160.36
Subtotal 174,274,393.27 174,274,393.27 174,274,393.27
(Continued)
Opening balance
Items
Contract amount not yet 1-3 years Over 3
Carrying amount Within 1 year
discounted years
Bank borrowings 178,225,103.33 180,977,669.61 180,977,669.61
Accounts payable 73,365,876.09 73,365,876.09 73,365,876.09
Other payables 250,198,878.69 250,198,878.69 250,198,878.69
Long-term payables 3,920,160.36 3,920,160.36 3,920,160.36
Subtotal 505,710,018.47 508,752,800.53 508,752,800.53
(III) Market risk
Market risk is the risk that the Company may encounter fluctuation in fair value of financial instruments or future
cash flows due to changes in market price.
1. Interest risk
Interest risk is the risk that an enterprise may encounter fluctuation in fair value of financial instruments or future cash flows due to
changes in market interest. The Company’s fair value interest risks arise from fixed-rate financial instruments, while the cash flow
interest risks arise from floating interest financial instruments. The Company determines the proportion of fixed-rate financial
instruments and floating interest rate financial instruments based on the market environment, and maintains a proper financial
instruments portfolio through regular review and monitoring. The Company’s interest risk relates mainly to bank borrowings with
floating interest rate.
As of December 31, 2019, balance of borrowings with interest accrued at floating interest rate totaled 0 yuan (December 31, 2018:
143,000,000.00 yuan). If interest rates had been 50 basis points higher/lower and all other variables were held constant, the
Company’s gross profit and equity will not be significantly affected.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
2. Foreign currency risk
Foreign currency risk is the risk arising from changes in fair value or future cash flows of financial instrument resulted from changes
in exchange rate. The Company’s foreign currency risk relates mainly to foreign currency monetary assets and liabilities.
Please refer to section V (IV) 2 of notes to financial statements for details in foreign currency financial assets and liabilities at the end
of the period.
IX. Fair value disclosure
(I) Details of fair value of assets and liabilities at fair value at the balance sheet date
Fair value as of the balance sheet date
Items
Level 1 Level 2 Level 3 Total
Recurring fair value measurement
1. Held-for-trading financial assets and other
60,486,575.34 60,486,575.34
non-current financial assets
(1) Financial assets classified as at fair value
60,486,575.34 60,486,575.34
through profit or loss
2. Other equity instrument investments 10,176,617.20 10,176,617.20
Total liabilities at non-recurring fair value
70,663,192.54 70,663,192.54
measurement
(2) Ongoing and non-continuous third-level fair value measurement items, qualitative and quantitative
information on valuation techniques and important parameters used
Financial assets that are classified as measured at fair value and whose changes are included in the current profit
and loss are wealth management products. Future cash flows are predicted using expected returns. Unobservable
estimates are expected returns.
For other equity instrument investments, the operating environment, operating conditions, and financial status of
the invested company China Pufa Machinery Industry Co., Ltd. have not changed significantly, so the company
measures the investment cost as a reasonable estimate of fair value.
X. Related party relationships and transactions
(I) Related party relationships
1. Parent company
Holding Voting right
Parent company Place of
Business nature Registered capital proportion over proportion over
registration
the Company (%) the Company (%)
development and
Shenzhen Tefa
Shenzhen management, domestic 3,582,820,000.00 49.09 49.09
Group Co., Ltd.
commerce
Remarks on the parent company
Shenzhen Tefa Group Co., Ltd. was invested by the State-owned Assets Supervision and Administration Commission of Shenzhen
Municipal People's Government and was established on August 1, 1981. The company now holds a business license with a unified
social credit code of 91440300192194195C and a registered capital of RMB 3,582,820,000.00 yuan.
(2) The Company’s ultimate controlling party is the State-owned Assets Supervision and Administration Commission of Shenzhen
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Municipal People's Government.
2. Please refer to section VII of notes to financial statements for details on the Company’s subsidiaries.
3. Joint ventures and associates of the Company
Please refer to section VII of notes to financial statements for details on the Company’s significant joint ventures and associates.
Details of other joint ventures or associates carrying out related party transactions with the Company in current period or in preceding
period but with balance in current period are as follows:
Joint ventures or associates Relationships with the Company
Shenzhen Xinyongtong Automobile Development Co., Ltd. Associated Enterprises
Associated Enterprises（From January to
Shenzhen Xing Long Mechanical Models Co., Ltd.
September 2019）
Shenzhen Tellus Xinyongtong Automobile Development Co., Ltd. Associated Enterprises
Shenzhen Xinyongtong Dongxiao Automobile Parts Sales Co., Ltd. Associated Enterprises
Shenzhen Tellus Automobile Services Chain Co., Ltd. Associated Enterprises
Shenzhen Yongtong Xinda Inspection Equipment Co.,Ltd. Associated Enterprises
Shenzhen Xiandao Chemical Materials Co., Ltd. Associated Enterprises
Shenzhen Tellus Xing Investment Co., Ltd. Joint venture
4. Other related parties of the Company
(1) Details
Related parties Relationships with the Company
Shenzhen Special Microfinance Co., Ltd. Subject to the same party controls
Shenzhen Tefa Swan Enterprise Co.,Ltd. Subject to the same party controls
Shenzhen Mechanical Equipment Import and Export Co.,Ltd. Subject to the same party controls
Shenzhen Tefa Real Estate Co.,Ltd. Subject to the same party controls
Hongkong Yujia Investment Co., Ltd. Subject to the same party controls
Shenzhen Tefa Engineering Management Co., Ltd. Subject to the same party controls
Shenzhen Tellus Yang Chun Real Estate Co.,Ltd.. Subject to the same party controls
Shenzhen Tellus Real Estate(Long Gang) Co.,Ltd. Subject to the same party controls
Shenzhen Tefa Tellus Property Management Co., Ltd. Subject to the same party controls
Shenzhen Tefa Service Co., Ltd. Jewelry Park Branch Subject to the same party controls
Starlight Jewellery Co., Ltd. The shareholder of the subsidiary
Anhui Jinzun Jewellery Co., Ltd The shareholder of the subsidiary
(II) Related party transactions
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
1. Purchase and sale of goods, rendering and receiving services
(1) Purchase of goods and receiving of services
Related parties Content of transaction Preceding period
Current period cumulative
comparative
Shenzhen Special Development Project
Accept labor 354,705.66 1,488,380.80
Management Co., Ltd.
Shenzhen Tefa Tellus Property Management
Accept labor 13,609,599.18 7,511,817.17
Co., Ltd.
Shenzhen Tefa Service Co., Ltd. Jewelry Park
Accept labor 336,006.14
Branch
Subotal 14,300,310.98 9,000,197.97
(2) Sale of goods and rendering of services
Related parties Content of transaction Preceding period
Current period cumulative
comparative
Shenzhen Special Microfinance Co., Ltd. Providing services 161,205.24 33,801.10
Shenzhen Tefa Tellus Property Management
Providing services 4,784.39
Co., Ltd.
Subotal 165,989.63 33,801.10
2. Related party leases
The Company as the lessor
Lessees Lease income for Lease income for the
Types of asset leased
current period preceding period
Shenzhen Ren Fu-Tellus Automotive Service
Houses leasing 5,047,619.20 5,047,619.20
Co.,Ltd.
Shenzhen Xinyongtong Automobile Service Co.,Ltd. Houses leasing 713,410.48 565,588.54
Shenzhen Xinyongtong Dongxiao Automobile
Houses leasing 523,285.74 414,857.19
Service Co., Ltd
Shenzhen Special Microfinance Co., Ltd. Houses leasing 1,409,263.84 48,997.16
Shenzhen Tefa Tellus Property Management Co.,
Houses leasing 56,586.66 95,633.36
Ltd.
Shenzhen Tefa Service Co., Ltd. Jewelry Park
Houses leasing 1,014,501.78
Branch
Total 8,764,667.70 6,172,695.45
3. Call loans between related parties
Repayment / Interest
Related parties Borrowing amount Commencement Maturity date Remarks
recovery amount amount date
Disassemble
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Starlight Jewellery
15,020,000.00 15,020,000.00 270,833.34 2019-01-08 2019-3-31
Co., Ltd.
Anhui Tellus
Xingguang Jinzun 4,200,000.00 227,534.00 2019-01-01 2019-7-18
Jewelry Co., LTD
Starlight Jewellery
882,000.00 49,783.26 2019-01-01 2019-7-18
Co., Ltd.
Take out
Shenzhen Xing Long
Mechanical Models 2,385,849.54 47,083.32 2019-01-01 2019-8-13
Co., Ltd.
Shenzhen Tellus
Xing Investment 512,921.04 457,796.00 2019-01-01 2019-12-31
Co., Ltd.
4. Key management’s emoluments
Items Current period cumulative Preceding period comparative
Key management’s emoluments 6,583,600.00 6,977,100.00
(III) Balance due to or from related parties
1. Balance due from related parties
Closing balance Opening balance
Items Related parties
Book balance Provision for bad Book balance Provision for bad
debts debts
Shenzhen Xinyongtong
Accounts
Automobile Service Co., 927,602.00 927,602.00 927,602.00 927,602.00
receivable
Ltd.
Shenzhen Xinyongtong
Dongxiao Automobile 680,400.00 680,400.00 680,400.00 680,400.00
Parts Sales Co.,Ltd.
Shenzhen Special
283,583.81 2,835.84
Microfinance Co., Ltd.
Subtotal 1,891,585.81 1,610,837.84 1,608,002.00 1,608,002.00
Dividends Shenzhen Tefa Tellus
receivable Property Management 232,683.74
Co., Ltd.
Subtotal 232,683.74
Shenzhen Tellus
Other Automobile Services
1,359,297.00 1,359,297.00 1,359,297.00 1,359,297.00
receivables Chains Development
Co.,Ltd.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Closing balance Opening balance
Items Related parties
Book balance Provision for bad Book balance Provision for bad
debts debts
Shenzhen Yongtong
Xinda Inspection 531,882.24 531,882.24 531,882.24 531,882.24
Equipment Co.,Ltd
Shenzhen Xiandao New
Chemical Materials 660,790.09 660,790.09 660,790.09 660,790.09
Co.,Ltd.
Shenzhen Xing Long
Mechanical Models 2,338,766.22 1,074,239.56
Co.,Ltd.
Shenzhen Tellus
Xinyongtong Automobile 114,776.33 114,776.33 114,776.33 114,776.33
Service Co., Ltd.
Shenzhen Tellus Xing
55,125.04 551.25
Investment Co., Ltd.
Subtotal 2,721,870.70 2,667,296.91 5,005,511.88 3,740,985.22
Shenzhen Tellus
Long-term
Automobile Services 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
receivables
Chain Co., Ltd.
Subtotal 2,179,203.68 2,179,203.68 2,179,203.68 2,179,203.68
2. Balance due to related parties
Items Related parties Closing balance Opening balance
Accounts payable Shenzhen Tefa Real Estate Co., Ltd. 6,054,855.46 6,054,855.46
Shenzhen Mechanical Equipment
45,300.00 45,300.00
Import and Export Co.,Ltd.
Shenzhen Tellus Jimeng investment
200,000.00 200,000.00
Co.,Ltd.
Shenzhen Tefa Service Co., Ltd.
42,205.66
Jewelry Park Branch
Shenzhen Tefa Service Co., Ltd.
36,103.11
Jewelry Park Branch
Subtotal 6,378,464.23 6,300,155.46
Other payables Shenzhen Tefa Real Estate Co., Ltd. 335,701.34
Hongkong Yujia Investment Co.,
2,172,091.54 2,116,056.82
Ltd.
Shenzhen Tefa Swan Enterprise 20,703.25 20,703.25
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Items Related parties Closing balance Opening balance
Co.,Ltd.
Shenzhen Mechanical Equipment
1,554,196.80 1,554,196.80
Import and Export Co.,Ltd.
Shenzhen Tefa Group Co.,Ltd. 20,378,046.74 23,079,380.77
Shenzhen Tellus Real Estate(Long
1,095,742.50 1,095,742.50
Gang) Co.,Ltd.
Shenzhen Tellus Yang Chun Real
476,217.49 476,217.49
Estate Co.,Ltd.
Shenzhen Tellus Xing Investment
192,129.00
Co.,Ltd.
Shenzhen Yongtong Xinda
29,940.00 28,340.00
Inspection Equipment Co.,Ltd.
Anhui Jinzun Jewellery Co., Ltd. 1,330,000.00 5,530,000.00
Shenzhen Tefa Tellus Property
192,227.98 1,763,953.00
Management Co., Ltd.
Shenzhen Ren Fu-Tellus Automotive
833,334.00 833,334.00
Service Co.,Ltd
Shenzhen Special Microfinance Co.,
227,836.80 227,836.80
Ltd.
Subtotal 28,310,337.10 37,253,591.77
XI. Commitments and contingencies
(II) Contingencies
1. Contingent liabilities incurred by pending lawsuit/arbitration and the financial effect
(1) In October of 2005, a lawsuit was brought before Shenzhen Luo Hu District People‘s Court by the Company, which was the
recognizor of Jintian Industrial (Group) Co., Ltd. (―Jintian‖) to require Jintian to redress RMB 4,081,830 (principal: RMB
3,000,000, interest: RMB 1,051,380, legal fare: RMB 25,160 and executive fare: RMB 5,290, which were all dealt as a loss in last
report term.) It was the amount money that was distrained forcibly. The Fu Tian District People‘s Court had adjudged that the
Company won the lawsuit and the forcible execution had been applied by the Company. The company has not yet received the
money at the date of the approval of the financial report.
In April 2006 Shenzhen Development Bank brought an accusation against Jintian‘s overdueing loan two million U.S. dollars and the
company who guaranteed for this case. The company took on the principal and all interest. After that, the company appealed to
Shenzhen Luohu District People's Court, asking Jintian to repay 2,960,490 U.S. dollars and interest. In 2008, it reached Shen Luo
No.937 Civil Reconciliation Agreement (2008) after the mediating action taken by the Shenzhen Luohu District People's Court. The
agreement is as follows: If Jintian repay 2,960,490 U.S. dollars before October 31, 2008, the company will exempt all the interest. If
Jintian can not settle the amount on time, it will pay the penalty in accordance with the People's Bank of China RMB benchmark
lending rate over the same period. The company has made a progress in the property execution. The attorney from the company is
consulting Jintian about the liquidation scheme. Jintian is in the process of bankruptcy reorganization.
On January 29th 2018, Shenzhen Intermediate People's Court has ruled that process of bankruptcy reorganization was completed.
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Further distribution of money is still in progress. The company has not yet received the money from Jintian at the date of the
approval of the financial report.
The company failed to communicate with Jintian for many times about the cash and equity allocated to us after the bankruptcy and
reorganization of Jintian Company, the company filed a lawsuit in the People's Court of Qianhai Cooperation Zone on August 15,
2018, requesting the court to order Jintian Company and its shareholders to pay 325,000 yuan in cash to our company and 427,604
shares in A shares and 163,886 shares in B shares in Jintian Company. The case has been filed but has not yet opened a court session.
(2) In 2014, the subsidiary, Shenzhen Automobile Industry and Trading Co., Ltd.,(bellow short for Automobile Industry and Trading)
received the court summons from Shenzhen Futian District People‘s Court. China Huarong Asset Management Corporation
Shenzhen Branch (bellow short for CHAMC) sued Automobile Industry and Trading to take joint liability due to the claims and
disputes of Shenzhen Guangming Watch Co., Ltd. and its creditor. Automobile Industry and Trading needs to pay the principal of the
debt of 350,000.00 yuan and the debt interest during the delayed performance period of 946,697.54 yuan. Automobile Industry and
Trading calculates the estimated principal loss of 2,225,468.76 for the outstanding principal and corresponding interest based on the
bank's borrowing rate for the same period.
XII. Events after the balance sheet date
(I) Profit distribution after the balance sheet date
According to the 2019 profit distribution plan reviewed and
approved by the company’s the 6th meeting of the 9th session
of the Board of Directors dated 2 April 2020, the proposal of
the Company for 2019 annual profit distribution is as follows:
Based on the total 431,058,320 shares of the Company as at 31
December 2019, a cash dividend of RMB 0.42 (tax included)
will be distributed to all its shareholders for every 10 shares
Profit or dividend planned to be distributed
they hold, with the total cash dividends to be distributed
amounting to RMB 18,104,449.44. And the retained profits will
be carried over for distribution in the future. The company does
not send bonus sharesfor 2019 .No capital reserves will be
turned into share capital for 2019. The above profit distribution
plan is yet to be reviewed and approved by the company's
shareholders meeting.
(II) Other remarks
1.Impact of the COVID-19
The pneumonia outbreak of new coronavirus infection (hereinafter referred to as COVID-19) broke out in January 2020 across the
country. To prevent and control the new crown epidemic, governments across the country have introduced the COVID-19 prevention
and control measures. The COVID-19 situation and corresponding prevention and control measures have affected the company's
normal production and operation to a certain extent. The specific situation is as follows:
Specific conditions affected Impact on financial position and operating results
The Shenzhen Municipal Party Committee and Municipal Government issued It is estimated that the total rent reduction and
"Several Measures to Support Enterprises in Overcoming Difficulties in the exemption in the first quarter of 2020 will not
Response to Pneumonia of New Coronavirus Infection in Shenzhen City" on exceed 25 million yuan (excluding tax).
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
February 7. The company actively responded to the call of the Shenzhen
Municipal Party Committee and Municipal Government and the State-owned
Assets Supervision and Administration Commission and formulated support
measures such as exemption of some property rents.
Exemption period: 2 months, that is, from February 1, 2020 to March 31,
2020 (the rent-free period of some podium merchants in the first phase of
Shuibei Jewellery Building is from January 16, 2020 to March 31 2020).
The company will continue to pay close attention to the development of the COVID-19 and actively respond to its adverse impact on
the company's financial position and operating results.
XIII. Other significant events
(I) Segment information
1. Identification basis for reportable segments
Reportable segments are identified based on operating segments which are determined based on the structure of the Company’s
internal organization, management requirements and internal reporting system.
The Company identified reportable segments based on industry. Assets and liabilities shared by different segments are allocated
between segments proportionate to their respective size.
The Company identified reportable segments based on geographic information, revenue from main operations and costs of main
operations are allocated between segments based on locations where sales realized, and assets and liabilities are allocated based on
locations of operating entities.
2. Financial information of reportable segments
Industry segment
Vehicle inspection
Items Car sales &Components Leasing and Jewelry sales Inter-segment offsetting Total
sales
Revenue from
main 168,551,160.58 80,752,870.79 153,578,411.65 193,383,760.50 -34,317,906.80 561,948,296.72
operations
Cost of main
156,655,616.45 73,650,149.73 50,961,694.31 181,699,948.40 -34,170,478.23 428,796,930.66
operations
Total assets 41,165,079.11 101,356,707.29 2,664,709,204.95 10,222,033.78 -1,171,670,881.10 1,645,782,144.03
Total
47,044,903.59 67,300,035.81 618,040,346.50 2,388,222.29 -428,204,360.95 306,569,147.24
liabilities
XV. Notes to items of parent company financial statements
(I) Notes to items of parent company balance sheet
1. Accounts receivable
(1) Details
1) Details on categories
Closing balance
Categories
Book balance Provision for bad debts Carrying amount
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Amount % to total Amount Provision
proportion (%)
Receivables with provision made on an
484,803.08 69.90 484,803.08 100.00
individual basis
Receivables with provision made on a
208,798.75 30.10 2,087.99 1.00 206,710.76
collective basis
Total 693,601.83 100.00 486,891.07 70.20 206,710.76
(Continued)
Opening balance
Categories Book balance Provision for bad debts
Carrying amount
Amount % to total Amount Provision
proportion (%)
Receivables with provision made on an
484,803.08 92.68 484,803.08 100.00
individual basis
Receivables with provision made on a
38,274.00 7.32 38,274.00
collective basis
Total 523,077.08 100.00 484,803.08 92.68 38,274.00
2) Accounts receivable with provision made on an individual basis
Debtors Book balance Provision for bad Provision Reasons for provision
debts proportion (%) made
Long aging and
Shenzhen Bijiashan Entertainment Company 172,000.00 172,000.00 100.00 expected to be
uncollectible
Long aging and
Yanqing Gong 97,806.64 97,806.64 100.00 expected to be
uncollectible
Long aging and
Guangzhou Lemin Computer Center 86,940.00 86,940.00 100.00 expected to be
uncollectible
Long aging and
Others 128,056.44 128,056.44 100.00 expected to be
uncollectible
Subtotal 484,803.08 484,803.08 100.00
3) Accounts receivable with provision for bad debts made on a collective basis
Closing balance
Items
Book balance Provision for bad debts Provision proportion (%)
Ages 208,798.75 2,087.99 1.00
Subtotal 208,798.75 2,087.99 1.00
(2) Age analysis
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Ages Book balance
Within 1 year 208,798.75
Over 3 years 484,803.08
Total 693,601.83
(3) Changes in provision for bad debts
Increase Decrease
Items Opening Closing
balance Accrual Recovery Others Reversal Written Others balance
off
Receivables with
provision made
484,803.08 484,803.08
on an individual
basis
Receivables with
provision made
2,087.99 2,087.99
on a collective
basis
Subtotal 484,803.08 2,087.99 486,891.07
(4) Details of the top 5 debtors with largest balances
Proportion to the total
Debtors Book balance Provision for bad
balance of accounts
debts
receivable (%)
Shenzhen Bijiashan Entertainment Company 172,000.00 24.80 172,000.00
Shenzhen Jincheng Yinyu Jewelry Co., Ltd. 103,272.00 14.89 1,032.72
Yanqing Gong 97,806.64 14.10 97,806.64
Guangzhou Lemin Computer Center 86,940.00 12.53 86,940.00
Lanzhou Dachuan Electronics Co., Ltd. 37,308.00 5.38 37,308.00
Subtotal 497,326.64 71.70 395,087.36
2. Other receivables
(1) Details
1) Details on categories
Closing balance
Categories Book balance Provision for bad debts
Carrying amount
Amount % to total Amount Provision
proportion (%)
Receivables with provision made on an
14,125,653.26 10.84 14,125,653.26 100.00
individual basis
Including: Interest receivable
Dividend receivable
Other receivables 14,125,653.26 10.84 14,125,653.26 100.00
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Closing balance
Categories Book balance Provision for bad debts
Carrying amount
Amount % to total Amount Provision
proportion (%)
Receivables with provision made on a
116,143,516.00 89.16 105,742.91 0.09 116,037,773.09
collective basis
Including: Interest receivable
Dividend receivable 547,184.35 0.42 547,184.35
Other receivables 115,596,331.65 88.74 105,742.91 0.09 115,490,588.74
Total 130,269,169.26 100.00 14,231,396.17 10.92 116,037,773.09
(Continued)
Opening balance
Categories Book balance Provision for bad debts
Carrying amount
Amount % to total Amount Provision
proportion (%)
Receivables with provision made on an
14,112,525.77 10.83 14,112,525.77 100.00
individual basis
Including: Interest receivable
Dividend receivable
Other receivables 14,112,525.77 10.83 14,112,525.77 100.00
Receivables with provision made on a
116,238,365.50 89.17 1,178,828.63 1.01 115,059,536.87
collective basis
Including: Interest receivable
Dividend receivable 232,683.74 0.18 232,683.74
Other receivables 116,005,681.76 88.99 1,178,828.63 1.02 114,826,853.13
Total 130,350,891.27 100.00 15,291,354.40 11.67 115,059,536.87
2) Other receivables with provision made on an individual basis
Debtors Book balance Provision for bad Provision Reasons for provision
debts proportion (%) made
Won the lawsuit, no
Shenzhen ZhongHao (Group) Co.,Ltd. 5,000,000.00 5,000,000.00 100.00
assets recoverable
Aging long, not
Jinbeili electrical appliances Co.,Ltd. 2,706,983.51 2,706,983.51 100.00
expected to withdraw
Shenzhen Petrochemical Industry (Group) Aging long, not
1,920,153.29 1,920,153.29 100.00
Co., Ltd. expected to withdraw
Aging long, not
Huatong casing Co.,Ltd. 1,212,373.79 1,212,373.79 100.00
expected to withdraw
Shenzhen Pilot New Chemical Materials Aging long, not
660,790.09 660,790.09 100.00
Co.,Ltd. expected to withdraw
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Debtors Book balance Provision for bad Provision Reasons for provision
debts proportion (%) made
Others 2,625,352.58 2,625,352.58 100.00
Subtotal 14,125,653.26 14,125,653.26 100.00
3) Other receivables with provision made on a collective basis
Closing balance
Portfolios
Book balance Provision for bad Provision proportion
debts (%)
Portfolio grouped with dividend receivables 547,184.35
Portfolio grouped with related transactions within
115,271,769.06
consolidation scope
Portfolio grouped with ages 324,562.59 105,742.91 32.58
Subtotal 116,143,516.00 105,742.91 0.09
(2) Ages
Items Closing carrying amount
Within 1 year 115,934,337.87
Over 3 years 14,334,831.39
Subtotal 130,269,169.26
(3) Changes in provision for bad debts
Phase I Phase II Phase III
Items 12month Lifetime expected Lifetime expected Total
expected credit credit losses (credit credit losses (credit
losses not impaired) impaired)
Opening balance 1,178,828.63 14,112,525.77 15,291,354.40
Opening balance in current
1,178,828.63 14,112,525.77 15,291,354.40
period
--Transferred to phase II
--Transferred to phase III
--Reversed to phase II
--Reversed to phase I
Provision made in current
-1,073,085.72 13,127.49 -1,059,958.23
period
Provision recovered in current
period
Provision reversed in current
period
Provision written-off in
current period
Other changes
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Phase I Phase II Phase III
Items 12month Lifetime expected Lifetime expected Total
expected credit credit losses (credit credit losses (credit
losses not impaired) impaired)
Closing balance 105,742.91 14,125,653.26 14,231,396.17
(4) Other receivables categorized by nature
Nature of receivables Closing balance Opening balance
Dividend receivable 547,184.35 232,683.74
Deposit as security 115,271,769.06 113,272,049.06
Call loans 43,346.12 57,346.12
Temporary advance payment receivable 14,406,869.73 16,788,812.35
Total 130,269,169.26 130,350,891.27
(5) Details on dividend receivable
Items Closing balance Opening balance
China Pufa Machinery Industrial Co., Ltd 547,184.35
Shenzhen Tefa Tellus Property Management Co., Ltd. 232,683.74
Total 547,184.35 232,683.74
(6) Details of the top 5 debtors with largest balances
Proportion to the
Debtors Nature of Book balance Ages total balance of Provision for bad
receivables other receivables debts
(%)
Shenzhen Zhongtian Industrial
account 115,223,773.26 Within 1 year 88.82
Co.,Ltd.
Shenzhen ZhongHao (Group)
account 5,000,000.00 Over 3 years 3.85 5,000,000.00
Co.,Ltd.
Jinbeili Electrical Appliances
account 2,706,983.51 Over 3 years 2.09 2,706,983.51
Co.,Ltd.
Shenzhen Petrochemical
account 1,920,153.29 Over 3 years 1.48 1,920,153.29
Industry (Group) Co., Ltd.
Huatong Casing Co.,Ltd. account 1,212,373.79 Over 3 years 0.93 1,212,373.79
Subtotal 126,063,283.85 97.17 10,839,510.59
3. Long-term equity investments
(1) Categories
Closing balance Opening balance
Items
Provision for Provision for
Book balance Carrying amount Book balance Carrying amount
impairment impairment
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Closing balance Opening balance
Items
Provision for Provision for
Book balance Carrying amount Book balance Carrying amount
impairment impairment
Investments in
745,996,472.73 1,956,000.00 744,040,472.73 724,743,472.73 1,956,000.00 722,787,472.73
subsidiaries
Investments in
associates and 125,101,730.19 9,787,162.32 115,314,567.87 123,283,180.97 9,787,162.32 113,496,018.65
joint ventures
Total 871,098,202.92 11,743,162.32 859,355,040.60 848,026,653.70 11,743,162.32 836,283,491.38
(2) Investments in subsidiaries
Provision for
Closing balance of
Investees Increase Decrease impairment
Opening balance Closing balance provision for
made in current
impairment
period
Shenzhen Tefa Tellus Real Estate
31,152,888.87 31,152,888.87
Co., Ltd.
Shenzhen Tellus chuangying Co.,
2,000,000.00 12,000,000.00 14,000,000.00
Ltd.
Shenzhen Tellus Xinyongtong
57,672,885.22 57,672,885.22
Automobile Development Co., Ltd.
Shenzhen Zhongtian Industrial Co.,
369,680,522.90 369,680,522.90
Ltd
Shenzhen Automobile Industry and
126,251,071.57 126,251,071.57
Trading Co., Ltd.
Shenzhen Tefa Huari Automobile
19,224,692.65 19,224,692.65
Enterprise Co., Ltd.
Shenzhen Huari Toyota Automobile
1,807,411.52 1,807,411.52
Co., Ltd.
Shenzhen Xinyongtong Automobile
10,000,000.00 10,000,000.00
Inspection Equipment Co., Ltd.
Anhui Tellus Star Jewelry
4,998,000.00 4,998,000.00
Investment Co., Ltd
SichuanTellus Jewelry Technology
100,000,000.00 100,000,000.00
co., Ltd
9,253,000.00 9,253,000.00
Shenzhen Hanli Hi-technology
1,956,000.00
Ceramics Co., Ltd.
Subtotal 722,787,472.73 21,253,000.00 744,040,472.73 1,956,000.00
(3) Investments in associates and joint ventures
Increase/Decrease
Investees Opening balance Investment income Adjustment in other
Investments Investments
recognized under equity comprehensive
increased decreased
method income
Joint ventures
Shenzhen Tellus Jimeng 62,039,013.62 8,116,369.88
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Increase/Decrease
Investees Opening balance Investment income Adjustment in other
Investments Investments
recognized under equity comprehensive
increased decreased
method income
Investment Co., Ltd.
Shenzhen Tellus Xing
11,253,581.63 591,870.54
Investment Co.,Ltd.
Subtotal 73,292,595.25 8,708,240.42
Associates
Shenzhen Ren
Fu-Tellus Automotive 40,203,423.40 10,610,308.80
Service Co.,Ltd.
Hunan Changyang
Industrial Co.,Ltd.
Shenzhen Jiecheng
Electronic Co.,Ltd.
Shenzhen Pilot New
Chemical Materials
Co.,Ltd.
Subtotal 40,203,423.40 10,610,308.80
Total 113,496,018.65 19,318,549.22
(Continued)
Increase/Decrease
Closing balance of
Investees Closing balance provision for
Cash dividend/profit
Changes in Provision for Others impairment
declared for
other equity impairment
distribution
Joint ventures
Shenzhen Tellus Jimeng
70,155,383.50
Investment Co.,Ltd.
Shenzhen Tellus Xing
11,845,452.17
Investment Co.,Ltd.
Subtotal 82,000,835.67
Associates
Shenzhen Ren
Fu-Tellus Automotive 17,500,000.00 33,313,732.20
Service Co.,Ltd.
Hunan Changyang
1,810,540.70
Industrial Co.,Ltd.
Shenzhen Jiecheng 3,225,000.00
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深圳市特力(集团)股份有限公司 2019 年年度报告全文
Increase/Decrease
Closing balance of
Investees Closing balance provision for
Cash dividend/profit
Changes in Provision for Others impairment
declared for
other equity impairment
distribution
Electronic Co.,Ltd.
Shenzhen Pilot New
Chemical Materials 4,751,621.62
Co.,Ltd.
Subtotal 17,500,000.00 33,313,732.20 9,787,162.32
Total 17,500,000.00 115,314,567.87 9,787,162.32
(II) Notes to items of the parent company income statement
1. Operating revenue/cost
Current period cumulative Preceding period comparative
Items
Revenue Cost Revenue Cost
Main operations 38,042,399.39 3,772,642.43 42,607,127.11 12,747,839.01
Total 38,042,399.39 3,772,642.43 42,607,127.11 12,747,839.01
2. Investment income
Items Current period cumulative Preceding period comparative
Investment income from long-term equity
19,318,549.22 14,998,084.49
investments under equity method
Gains on disposal of long-term equity
210,680,848.23 -5,733,400.00
investments
Investment income from financial
6,004,427.88
instruments
Including: Financial assets classified as at
6,004,427.88
fair value through profit or loss
Other equity instrument investments 547,184.35
Investment income from available-for-sale
7,033,703.51
financial assets
Total 236,551,009.68 16,298,388.00
XVI. Other supplementary information
(I) Non-recurring profit or loss
1. Schedule of non-recurring profit or loss of current period
(1) Details
Items Amount Remarks
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Items Amount Remarks
Gains on disposal of non-current assets, including written-off of
210,897,055.76
provision for impairment
Tax refund, credit or exemption approved beyond the power of
authorities, without formal documents, or with occasionality
Government grant included in profit or loss (excluding those closely
276,907.09
related to operating activities, or regular government grants)
Fund possession charge from non-financial entities and included in
47,083.32
profit or loss
Gains on acquisition of subsidiaries, joint ventures and associates due
to the surplus of acquisition-date fair value of net identifiable assets
in acquiree over the acquisition cost
Gains on non-cash assets exchange
Gains on assets consigned to the third party for investment or
management
Assets impairment loss incurred due to force majeure such as natural
disasters
Gains on debt restructuring
Entity restructuring expenses, such as staffing and integrating
expenses
Gains on transactions with unfair value
Net profit gains on subsidiaries acquired through business
combination under common control from the beginning of the period
to the combination date
Contingent gains on non-operating activities
Gains on changes in fair value of held-for-trading financial assets and
liabilities and investment income from disposal of held-for-trading
financial assets and liabilities, and available-for-sale financial assets, 10,684,691.16
excluding those arising from hedging business related to operating
activities
The reversed provision for impairment of receivables based on
935,476.72
impairment testing on an individual basis
Gains on designated loans
Gains on changes in fair value of investment properties with
subsequent measurement at the fair value mode
Gains on reconciliation of current period profit or loss following legal
and regulative requirements
Management charges for consigned operations
Other non-operating revenue or expenditures -744,465.10
Other profit or loss satisfying the definition of non-recurring profit or
9,378.94
loss
Subtotal 222,106,127.89
Less: enterprise income tax affected 55,755,620.55
Non-controlling interest affected (after tax) 419,305.92
Net non-recurring profit or loss attributable to shareholders of the
165,931,201.42
parent company
(2) Significant non-recurring profit or loss
Gains on disposal of long-term equity investments 210,680,848.23yuan. Refer to section V (II) 7 for the details.
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(II) RONA and EPS
1. Details
Weighted EPS (yuan/share)
Profit of the reporting period average RONA
Basic EPS Diluted EPS
(%)
Net profit attributable to shareholders of
18.92 0.51 0.51
ordinary shares
Net profit attributable to shareholders of
ordinary shares after deducting non-recurring 4.63 0.12 0.12
profit or loss
2. Calculation process of weighted average RONA
Items Symbols Current period
cumulative
Net profit attributable to shareholders of ordinary shares A 219,669,708.47
Non-recurring profit or loss B 165,931,201.42
Net profit attributable to shareholders of ordinary shares after C=A-B 53,738,507.05
deducting non-recurring profit or loss
Opening balance of net assets attributable to shareholders of ordinary D 1,051,295,587.55
shares
Net assets attributable to shareholders of ordinary shares increased due E
to offering of new shares or conversion of debts into shares
Number of months counting from the next month when the net assets F
were increased to the end of the reporting period
Net assets attributable to shareholders of ordinary shares decreased due G
to share repurchase or cash dividends appropriation
Number of months counting from the next month when the net assets H
were decreased to the end of the reporting period
[specify it] I1
Number of months counting from the next month
when other net assets were increased or decreased J1
to the end of the reporting period
Others
[specify it] I2
Number of months counting from the next month
when other net assets were increased or decreased J2
to the end of the reporting period
Number of months in the reporting period K
Weighted average net assets L= D+A×1/2+
1,161,130,441.79
E×F/K-G×H/K±I×J/K
Weighted average RONA M=A/L 18.92%
Weighted average RONA after deducting non-recurring profit or loss N=C/L 4.63%
3. Calculation process of basic EPS and diluted EPS
(1) Calculation process of basic EPS
Items Symbols Current period
cumulative
Net profit attributable to shareholders of ordinary shares A 219,669,708.47
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Items Symbols Current period
cumulative
Non-recurring profit or loss B 165,931,201.42
Net profit attributable to shareholders of ordinary shares after C=A-B 53,738,507.05
deducting non-recurring profit or loss
Opening balance of total shares D 297,281,600.00
Number of shares increased due to conversion of reserve to share E 133,776,720.00
capital or share dividend appropriation
Number of shares increased due to offering of new shares or F
conversion of debts into shares
Number of months counting from the next month when the share was G
increased to the end of the reporting period
Number of shares decreased due to share repurchase H
Number of months counting from the next month when the share was I
decreased to the end of the reporting period
Number of shares decreased in the reporting period J
Number of months in the reporting period K
Weighted average of outstanding ordinary shares L=D+E+F×G/K-H×I/K-J 431,058,320.00
Basic EPS M=A/L 0.51
Basic EPS after deducting non-recurring profit or loss N=C/L 0.12
(2) Calculation process of diluted EPS
Calculation process of diluted EPS is the same as Calculation process of basic EPS.
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Section XIII. Documents Available for Reference
The Company reserved completed integrated documents for CSRC, SZSE, relevant departments and public
investor for reference, including:
1. Original Accounting Statement of 2019 carrying the signatures and seals of the legal representative, CFO and
manager of Financial Department;
2. Original Auditors’ Report (Chinese and English Version) carrying the seals of accounting firms, and signatures
and seals of the CPA;
3. All original documents and notifications of the Company disclosed in newspapers that designated by CSRC in
report period;
4. Annual report disclosed in other securities market (Summary).
200
