深圳南山热电股份有限公司 2016 年第三季度报告全文
深圳南山热电股份有限公司
Shenzhen Nanshan Power Co., Ltd
The Third Quarterly Report for 2016
Notice No.:2016-089
October 2016
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Section I. Important Note
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Nanshan Power Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, misleading
statements, or important omissions carried in this report, and shall take all
responsibilities, individual and/or joint, for the reality, accuracy and completion
of the whole contents.
All Directors are attended the Board Meeting for Quarterly Report deliberation.
Person in charge of the Company, Director GM Wu Dongxiang, person in
charge of accounting works and CFO Huang Jian as well as Leng Jiwei (act for
the financial management dept.), person in charge of accounting organ
(accounting officer) hereby confirm that the Financial Report of this Quarterly
Report is authentic, accurate and complete.
Concerning the forward-looking statements with future planning involved in the
Semi-Report, they do not constitute a substantial commitment for investors.
Investors are advised to exercise caution of investment risks.
The Company has no plans of cash dividend distributed, no bonus shares and
has no share converted from capital reserve either.
The Company’s audited net profits have a consecutively negative value in both
2014 and 2015 annual fiscal years, in accordance with relevant provisions of
"Rules Governing the Stock Listing in Shenzhen Stock Exchange ", the
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Company's stock has been given a *ST risk admonition since 5 April 2016. If the
Company continues to have a deficit in 2016, stock of the Company will be
suspended from listing. The Company warns the investors to pay attention to
risks and prudently make rational investment decisions.
In order to plan for major events, being applied to the Shenzhen Stock Exchange,
stock of the Company has been suspended since the market hours on 31 May
2016. On 15 June 2016, the major event prepared by the Company in suspension
was recognized as material assets reorganization, than stock of the Company
turns to material assets reorganization suspension. On 30 June 2016 and 29 July,
the Company applying for continued suspension one after another for one
month. On 12 August 2016 and 30 August, the Proposal of Application of
Continued Suspension for Planning Material Assets Reorganization was
deliberated and approved by the 10th extraordinary meeting of 7th BOD and
First Extraordinary GM of 2016 respectively. Stock of the Company remained
suspended since the expiration of the suspension ended as 31 st August 2016, and
the Material Assets Reorganization Plan or Report expected to disclosed in line
with Rules of Information Disclosure Content and Format for Companies
Publicly Issuing Securities No.26- Material Assets Reorganization of Listed
Companies in six months (that is before 30th November 2016) suspension
accumulatively at most. On 13 August 2016, the Resolution Notice of 10 th
extraordinary meeting of 7th BOD and Notice of Application of Continued
Suspension for Planning Material Assets Reorganization were released, and
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深圳南山热电股份有限公司 2016 年第三季度报告全文
China Gas Holdings Limited ( 中国燃气控股有限公司 ) determined as the
interested parties and entered into an Outline Agreement of Material Assets
Reorganization. Since the material assets reorganization exist uncertainties,
investors are advice to pay attention on the investment risks.
On 5 September 2016, the follow proposals are deliberated and approved by the
11th extraordinary meeting of 7th BOD, that is the Proposal of Major Assets Sales
Plan and the other eleven proposals including Proposal of Major Assets Sales
Plan of Shennandian and Summary, which with 75% equity of Shenzhong
Property Company and 75% equity of Shenzhen Development Company held by
Shennandian for sales concerned, and the Proposal of Land Purchase & Storage
for T102-0011 and T102-0155. The 75% equity respectively of Shenzhong
Property Company and Shenzhong Development Company held by the
Company, are publicly transfer in Shenzhen United Assets & Equity Exchange
since 13 September 2016. The release date for listing transfer regulated as 20
working days in line with relevant regulation of the Shenzhen United Assets &
Equity Exchange. On 23 September 2016, vary notices and documents as Notice
of Replying the Inquiry Letter of Reorganization of SSE and Plan of Major
Assets Sales (Revised) are released by the Company. On 17 October 2016, the 75%
equity of Shenzhong Property Company and 75% equity (full transferring) of
Shenzhong Development Company are under the hammer by Shenzhen
Property Rights Auction Co., Ltd. and carried out a Letter of Affirmation of
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Auction. The major assets sales and material assets reorganization with
interested parties’ introduction concerned have no mutual precondition
connection.
The report has been prepared in both Chinese and English, for any
discrepancies, the Chinese version shall prevail. Please read the full report
seriously.
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Paraphrase
Items Refers to Definition
Company, the Company, Shen
Refers to Shenzhen Nanshan Power Co., Ltd.
Nan Dian
Shen Nan Dian Zhongshan Co Refers to Shen Nan Dian (Zhongshan) Electric Power Co., Ltd.
Shen Nan Dian Dongguan Co Refers to Shen Nan Dian (Dongguan) Weimei Electric Power Co., Ltd
Shen Nan Dian Engineering
Refers to Shenzhen Shennandian Turbine Engineering Technology Co., Ltd.
Co.,
Shen Nan Dian Envionment
Refers to Shenzhen Shen Nan Dian Envionment Protection Co., Ltd.
Protection Co.,
Server Co., Refers to Shenzhen Server Petrochemical Supplying Co., Ltd.
New Power Co., Refers to Shenzhen New Power Industrial Co., Ltd.
Singapore Company Refers to Shen Nan Energy (Singapore) Co., Ltd.
Nanshan Power Factory Refers to Nanshan Power Factory of Shenzhen Nanshan Power Co., Ltd.
Zhongshan Nam Long Power Zhongshan Nam Long Power Plant of Shen Nan Dian (Zhongshan) Electric Power
Refers to
Plant Co., Ltd.
Dongguan Gaobu Power Plant of Shen Nan Dian (Dongguan) Weimei Electric Power
Dongguan Gaobu Power Plant Refers to
Co., Ltd.
Shenzhong Properties Company Refers to Zhongshan Shenzhong Real Estate Investment Properties Co., Ltd.
Shenzhong Development
Refers to Zhongshan Shenzhong Real Estate Development Co., Ltd.
Company
NAM HOI Refers to HONG KONG NAM HOI (INTERNATIONAL) LTD.
Hong Kong Energy Refers to Shenzhen Energy (Hong Kong) International Co.,LTD.
Shen Energy Group Refers to Shenzhen Energy Co., Ltd.
Energy Group Refers to Shenzhen Energy Group Co., Ltd.
Guangju Industrial Refers to Shenzhen Guangju Industrial Co., Ltd.
Audit unit, Ruihua Refers to Ruihua Certified Public Accountant (LLP)
Dengheng, Perennial Legal
Refers to Beijing City Deheng (Shenzhen) Law Firm
Adviser
Jin Du, Special Legal Adviser Refers to Beijing City Jin Du (Shenzhen) Law Firm
China Gas Refers to China Gas Holdings Limited
CSRC Refers to China Securities Regulatory Commission
Shenzhen Securities Regulatory Commission of China Securities Regulation
Securities regulatory bureau Refers to
Commission
SZ Stock Exchange, Exchange Refers to Shenzhen Stock Exchange
Shenzhen United Exchange Refers to Shenzhen United Property And Share Rights Exchange
Company Law Refers to Company Law of The People’s Republic of China
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Securities Law Refers to Securities Law of The People’s Republic of China
Rules of Listing Refers to Rules of Shenzhen Stock Exchange for the Listing of Stocks
Articles of association Refers to Article of Association of Shenzhen Nanshan Power Co., Ltd.
Except the special description of the monetary unit, the rest of the monetary unit is
RMB: Yuan, ten thousand Yuan Refers to
RMB Yuan, ten thousand Yuan
Reporting period Refers to 1 July to 30 September of 2016
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Section II. Main accounting data and changes of shareholders
I. Main accounting data and index
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Current period-end Period-end of last year Increase/decrease
Total assets(RMB) 4,518,581,354.39 4,579,853,736.04 -1.34%
Net assets attributable to
shareholders of listed company 571,859,511.29 636,006,699.57 -10.09%
(RMB)
Increase/decrease in
Increase/decrease in
From year-begin to comparison with
Current period comparison with same
end of the Period year-begin to
period of last year
Period-end of last year
Operating revenue (RMB) 508,884,871.33 34.03% 1,206,573,138.41 17.12%
Net profit attributable to
shareholders of the listed company -7,704,809.93 -125.88% -64,159,556.17 -11.84%
(RMB)
Net profit attributable to
shareholders of the listed company
-2,081,189.79 -94.79% -68,149,787.97 -61.07%
after deducting non-recurring gains
and losses(RMB)
Net cash flow arising from
-- -- 134,180,465.15 -67.82%
operating activities(RMB)
Basic earnings per share
-0.01 -120.00% -0.11 -11.84%
(RMB/Share)
Diluted earnings per share
-0.01 -120.00% -0.11 -11.84%
(RMB/Share)
Weighted average ROE -1.34% -3.86% -10.62% -4.73%
In RMB
Amount from year-begin to
Item Note
end of the Period
Gains/losses from the disposal of non-current asset (including the
-203,276.08
write-off that accrued for impairment of assets)
Governmental subsidy reckoned into current gains/losses (not
4,240,098.90
including the subsidy enjoyed in quota or ration according to
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深圳南山热电股份有限公司 2016 年第三季度报告全文
national standards, which are closely relevant to enterprise’s
business)
Other non-operating income and expenditure except for the
2,044,713.72
aforementioned items
Other gain/loss items satisfying the definition of nonrecurring
0.00
gain/loss account
Less: impact on income tax 353,648.17
Impact on minority shareholders’ equity (post-tax) 1,737,656.57
Total 3,990,231.80 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss.
II. Statement of the total shareholders and shares-held of top ten shareholders at end of the
Period
1. Common and preferred stockholders with voting rights recover and the top ten share-holding
In Share
Total preferred stockholders
Total common shareholders at the with voting rights recover at
31,650 0
end of report period the end of report period (if
applicable)
Top ten share-holding
Amount of Number of share pledged/frozen
Nature of Proportion of Amount of shares
Shareholders restricted shares
shareholder shares held held State of share Amount
held
HONG KONG
NAM HOI
Foreign corporate 15.28% 92,123,248
(INTERNATION
AL) LTD
Shenzhen
State-owned
Guangju 12.22% 73,666,824
corporate
Industrial Co.,
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Ltd.
SHENZHEN
ENERGY State-owned
10.80% 65,106,130
(GROUP) CO., corporate
LTD.
National Social
Security Fund Other 1.52% 9,159,257
-604
Domestic nature
Zeng Ying 1.00% 6,049,070
person
CMS (HK) Foreign corporate 0.88% 5,319,687
GUOTAI
JUNAN
SECURITIES(H Foreign corporate 0.81% 4,854,318
ONGKONG)
LIMITED
BOCI
SECURITIES Foreign corporate 0.73% 4,403,014
LIMITED
Domestic nature
Zhang Heping 0.72% 4,351,900
person
YAO XIU
Foreign corporate 0.65% 3,939,000
GUANG
Particular about top ten shareholders with un-restrict shares held
Amount of unrestricted shares held at reporting Type of shares
Shareholders’ name
period-end Type Amount
Domestically
HONG KONG NAM HOI
92,123,248 listed foreign 92,123,248
(INTERNATIONAL) LTD
shares
Shenzhen Guangju Industrial Co., RMB ordinary
73,666,824 73,666,824
Ltd. shares
SHENZHEN ENERGY (GROUP) RMB ordinary
65,106,130 65,106,130
CO., LTD. shares
RMB ordinary
National Social Security Fund -604 9,159,257 9,159,257
shares
Domestically
Zeng Ying 6,049,070 listed foreign 6,049,070
shares
CMS (HK) 5,319,687 Domestically 5,319,687
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深圳南山热电股份有限公司 2016 年第三季度报告全文
listed foreign
shares
GUOTAI JUNAN Domestically
SECURITIES(HONGKONG) 4,854,318 listed foreign 4,854,318
LIMITED shares
Domestically
BOCI SECURITIES LIMITED 4,403,014 listed foreign 4,403,014
shares
RMB ordinary
Zhang Heping 4,351,900 4,351,900
shares
Domestically
YAO XIU GUANG 3,939,000 listed foreign 3,939,000
shares
1. Shenzhen Energy (Group) Co., Ltd. holds 100% equities of HONG KONG NAM HOI
Explanation on associated
(INTERNATIONAL) LTD indirectly; 2. Among other social public shareholders, the
relationship among the top ten
Company did not know whether there were associated relationships or belonging to consistent
shareholders or consistent action
actors.
Explanation on top ten common
shareholders involving margin N/A
business (if applicable)
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement
dealing in reporting period
□Yes √No
Top ten common shareholders or top ten common shareholders with un-restrict shares not held have a buy-back agreement dealing in
reporting period
2. Total of shareholders with preferred stock held and the top ten shareholdings
□Applicable √Not applicable
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Section III. Important events
I. Particular about major changes from items of main accounting statements and financial
indexes as well as reasons
√ Applicable □Not applicable
At the end of the Rate of increase
At the end of last year Reasons for changes
reporting period or decrease
Note receivable - 1,200,000.00 -100.00% Notes are due to recover
Account paid in advance for
Advance payment 104,731,923.31 254,557.09 41042.80%
natural gas increased
Come-and-go money
Other receivables 42,808,499.60 30,685,319.69 39.51%
increased
Account payable for natural
Accounts payable 52,536,125.70 38,014,729.22 38.20%
gas increased
Account received in
Payment in advance - 58,575.45 -100.00% advance for construction
transfer to revenue
Business tax and surcharge
Tax payable 9,121,683.14 13,444,485.85 -32.15%
declined
Short-term loans replaced to
Long term loan 910,900,000.00 696,000,000.00 30.88%
long-term loans
Running at a loss in the
Minority interests -118,494,099.47 -87,095,894.29 36.05%
Year
Year-begin to Same period of last Y-o-y
Reasons for changes
period-end year increase/decrease
Change of the net profit of
Investment income -1,629,936.37 -1,244,685.23 30.95%
subsidiary based on equity
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Operating profit -100,589,205.45 -382,437,492.24 -73.70% Costs declined
Cancel the electricity
Non operating income 15,728,109.02 265,761,057.54 -94.08%
subsidy
Fuel consumption subsidy
Non operating expenses 7,844,301.19 116,532.87 6631.41%
refund
Advance payment of
Income tax expenses 2,852,363.73 803,816.89 254.85%
income tax increased
Net profit attributable to
shareholders of the listed Non-recurring profit & loss
company after deducting -68,149,787.97 -175,043,536.34 -61.07% as subsidies and tax refund
non-recurring gains and declined
losses
Net cash flow arising from
134,180,465.15 416,988,552.21 -67.82% Subsidies received declined
operating activities
Technically improve costs
Net cash flow arising from
-14,560,838.09 -25,325,080.80 -42.50% decreased from a year
investment activities
earlier
Net cash flow arising from Net financing amount
-203,684,291.77 -86,983,457.69 134.16%
financing activities decreased
II. Progress and influence of the main events as well as solution analysis specification
√ Applicable □ Not applicable
1. On 9 December and 28 December 2015, the Company convened the 6th extraordinary meeting of the 7th board
of directors and the 5th extraordinary general meeting for 2015, respectively, to consider and approve the proposal
relating to government acceptance of a land parcel with an area of 346 mu by Zhongshan Shenzhong Real Estate
Development Company (details were disclosed in the relevant announcements (No. 2015-080 and No. 2015-086)
of the Company dated 10 December and 29 December 2015 published on China Securities, Securities Times,
Hong Kong Commercial Daily and Juchao information website). However, by the disclosure of 2015 annual
report, the Company had not reached unanimous agreement with Zhongshan government in respect of the
acceptance conditions for such land of 346 mu. According to relevant provisions of financial management system,
the Company has made inventory impairment provision of RMB576, 291,300 for such land based on existing
information and progress of acceptance works. Details were disclosed in the relevant announcement (No.
2016-016) of the Company dated 1 April 2016 published on China Securities, Securities Times, Hong Kong
Commercial Daily and Juchao information website, concerning impairment provision for each asset of the
Company and its subsidiaries for 2015. On 21 April 2016, the Company sent out a visiting letter to competent
authorities of Zhongshan government, requesting for negotiation for acceptance of the parcel of land of 346 mu by
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Shenzhong Development Company. On 20 July, the Company issued a Referendum of Land Purchasing &
Storage on the 346 mu Lands of Shenzhong Real Estate Company to Zhongshan Municipal People’s government.
On 18 August, the Company received a Reply of Land Purchasing & Storage on the 346 mu Lands of Shenzhong
Company from Land Reserve Center of Zhongshan, the Center has a willing to negotiate with the Company in
aspect of the land reserve (found more in the Full Text of Semi-Annual Report 2016 [Notice No.: 2016-057]
released on China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Website dated
25 August 2016). Up to the Report disclosed, the Company has not yet reaches an agreement with Zhongshan
Municipal People’s government on the 346 mu lands purchasing & storage
2. Subject to preparation of significant issues, the Company began to suspend trading of shares from the morning
trading session on 31 May 2016, and the Significant Matters Suspension Notice (Notice No.: 2016-032) released
on the same date. On 15 June 2016, the Company issued a suspending announcement due to reorganization of
material assets (No. 2016-034), confirming that the significant issue prepared for this suspension referred to
reorganization of material assets. Besides, it issued bid invitation for potential party for reorganization to nine
companies and institutions, so as to identify those parties which were interested in participating reorganization of
the Company’s material assets. Up to the bid closing date of 4 July 2016, the Company has received three tender
documents; other six units are expressly to give up the tender by means of letter and e-mail. On 12 August, China
Gas was determined as the intention restructuring party and has entered into the Framework Agreement of
Material Assets Reorganization. On 30 August 2016, the Company holding the first extraordinary general meeting
of 2016 for deliberated and approved the Proposal of Application of Continue Suspension for Expiration of
Material Assets Reorganization Suspension. Stock of the Company remained suspended since the expiration of the
suspension ended as 31st August 2016, and the Material Assets Reorganization Plan or Report expected to
disclosed in line with Rules of Information Disclosure Content and Format for Companies Publicly Issuing
Securities No.26- Material Assets Reorganization of Listed Companies in six months (that is before 30th
November 2016) suspension accumulatively at most. Up to the report disclosed, the Company and concerned
parties as well as China Gas are not conclude between both parties in aspect of the material assets reorganization
plan and relevant condition. In view of the material assets reorganization still in negotiation and there exist
uncertainties, in suspension, the Company will perform its information disclosure obligation in line with relevant
laws, regulations and rules of the Shenzhen Stock Exchange, relevant information with the above mentioned event
concerned found more in announcement (Notice No.: 2016-032, 2016-033, 2016-034, 2016-035, 2016-036,
2016-037, 2016-038, 2016-041, 2016-042, 2016-044, 2016-046, 2016-047, 2016-048, 2016-051, 2016-054,
2016-049, 2016-051, 2016-054, 2016-063, 2016-065, 2016-067, 2016-072, 2016-075, 2016-080 and 2016-081)
released on China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Website.
3. On 12 August 2016, the Company holding the 10th extraordinary meeting of 7th BOD, deliberated and approved
the Proposal of Transferring 75% Equity of Zhongshan Shenzhong Real Estate Investment Property Co., Ltd and
Zhongshan Shenzhong Real Estate Development Co., Ltd. Respectively, and agreed to transferred the equity of
the above mentioned companies(found more in Resolution Notice of 10th Extraordinary Meeting of 7th BOD and
Progress of Material Assets Reorganization Suspension Notice No.: 2016-019, 2016-063 released on 13 August
and 29 August). On 5 September 2016, the follow proposals are deliberated and approved by the 11th
extraordinary meeting of 7th BOD, that is the Proposal of Major Assets Sales Plan and the other eleven proposals
including Proposal of Major Assets Sales Plan of Shennandian and Summary, which with 75% equity of
Shenzhong Property Company and 75% equity of Shenzhen Development Company held by Shennandian for
sales concerned, the Resolution Notice of 11th extraordinary meeting of 7th BOD, Plan of Material Assets Sales
and Summary as well as vary documents are released(found more in Resolution Notice of 11th extraordinary
meeting of 7th BOD Notice No.: 2016-068 and other documents in China Securities Journal, Securities Times,
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深圳南山热电股份有限公司 2016 年第三季度报告全文
Hong Kong Commercial Daily and Juchao Website dated 7 September 2016). The 75% equity respectively of
Shenzhong Property Company and Shenzhong Development Company held by the Company, are publicly transfer
in Shenzhen United Assets & Equity Exchange since 13 September 2016. The release date for listing transfer
regulated as 20 working days in line with relevant regulation of the Shenzhen United Assets & Equity Exchange.
Trading condition for the listing transfer information can be found through website http://www.eoechina.com.cn/.
On 14 September, the Company submit the Notice of Publicly Transferring Each 75% Equity of Zhongshan
Shenzhong Real Estate Property Co., Ltd. and Zhongshan Shenzhong Real Estate Development Co., Ltd. (found
more in the announcement [Notice No.: 2016-074] released on China Securities Journal, Securities Times, Hong
Kong Commercial Daily and Juchao Websites). Pursuit to regulations of the Shenzhen Stock Exchange, the
Exchange carried out subsequent examination on the relevant documents of Material Assets Sales Plan of the
Company, and sending out a Inquiry Letter of the Reorganization under the name of Shenzhen Nanshan Power
Co., Ltd(Non-permission Reorganization Inquiry [2016] No. 16) (hereinafter referred as to Reorganization Inquiry
Letter. The Company immediately examining the questions and requirement that proposed in the Reorganization
Inquiry Letter with intermediary agent, and released the Notice on Replying the Reorganization Inquiry Letter of
Shenzhen Stock Exchange and Material Assets Sales Plan (Revised) as well as vary documents (found more in
announcement [Notice No.: 2016-077] and relevant document released on China Securities Journal, Securities
Times, Hong Kong Commercial Daily and Juchao Websites dated 23 September 2016). There are three eligible
intended assignee ended as 14 October 2016, when the public listing expired. On 17 October 2016, the 75%
equity of Shenzhong Property Company and 75% equity (full transferring) of Shenzhong Development Company
are under the hammer by Shenzhen Property Rights Auction Co., Ltd. and carried out a Letter of Affirmation of
Auction. Bidding results are: Shenzhen Ouyuanfu Technology Co., Ltd. is the vendee of the bidding, the 75%
equity respectively of Shenzhong Property Company and Shenzhong Development Company has a total
transaction price of 1,030 million Yuan. Up to the report disclosed, the vendee has entered into an Equity Transfer
Agreement. The Sales of Substantial Assets Report (Draft) of Shenzhen Nanshan Power Co., Ltd. and relevant
proposals are deliberated in the Board Meeting and General Meeting of Shareholders, and entered into the equity
transfer agreement after deliberation (found more in the Progress of 75% Equity Transferring, Respectively of
Shenzhong Real Estate Investment Property Co., Ltd. and Zhongshan Shenzhong Real Estate Development Co.,
Ltd. in Way of Public Listing Notice No.: 2016-084 released on China Securities Journal, Securities Times, Hong
Kong Commercial Daily and Juchao Website dated 18 October 2016)
4. On 24 February 2016, controlling subsidiary – Xiefu Company, submitted civil complaint and other supporting
materials to the People’s Court of Huangpu district, Guangzhou against China Shipping & Sinopec in aspect of the
arrearage for oil, and the People’s Court open a court session on 16 May. Xiefu Company received a Paper of
Civil Judgment [(2016) Yue 0112 Min C No.:858] from People’s Court of Huangpu district, Guangzhou on 23
August. On 9 September, the Company received a letter from Xiefu Company, it said the China Shipping & Sinopec
will appeal the decision to Guangzhou Intermediate People’s Court with the Civil Petition of Appeal (found more
in the Notice of Lawsuit of Subordinate Enterprise Shenzhen Xiefu Energy Co., Ltd.(No.: 2016-007), Progress of
the Lawsuits (No.: 2016-061) and Progress of the Lawsuits (No.: 2016-073) released on China Securities Journal,
Securities Times, Hong Kong Commercial Daily and Juchao Websites dated respectively dated 1 March 2016, 25
August 2016 and 10 September 2016). Up to the report disclosed, there are no hearing for the appeal, the Company
will closely follow the progress, and perform obligation of information disclosure timely by strictly in line with
relevant laws, regulations and requirements.
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深圳南山热电股份有限公司 2016 年第三季度报告全文
5. On 29 August 2016, the Reply on Land Assets Disposal of Nanshan Power Plant (SQHH[2016] No.784) and
Taken Back the Land Use Right of T102-0011 and T102-0155 (SQHH[2016] No.794) are received from Qianhai
Shenzhen-Hong Kong Modern Service Industry Cooperation Zone of Shenzhen (hereinafter referred to as Qianhai
Cooperation Zone). After received the letter, the Company fulfill disclosure obligation timely and holding the 11th
extraordinary meeting of 7th BOD on 5 September 2016, deliberated and approved the Proposal of Land Reserve of
T102-0011 and T102-0155 (found more in Notice of Receiving the Letter of Taken Back the Land Use Right of
T102-0011 and T102-0155 (Notice No.: 2016-066) and Resolution of 11th extraordinary meeting of 7th BOD (Notice
No.: 2016-068) released on China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao
Websites dated respectively dated 31 August 2016 and 7 September 2016). On 19 September, Economy, Trade
and Information Commission of Shenzhen Municipality holding a meeting for studying the above mentioned land
reserve, and formulated a meeting summary. On 17 October, the Company received a Notification of Land
Development Mapping for Nanshan Power Plant, Selected by Shenzhen Qianhai Investment Holding Company
and Appraisal Agency (SQKH[2016] No.179). Shenzhen Qianhai Development Investment Holding Co., Ltd. was
commissioned by Qianhai Authority, as a specific exploiting entity of Qianhai land development plan, the primary
library catalogue for surveying & mapping institute and appraisal agency has been established, the agency for
surveying & mapping and appraisal will be determined in way of lottery. Up to the report disclosed, the Company
is cooperating to carry out communications and calculation with the land reserves concerned. The Company will
continue to perform the information disclosure obligation according to the progress.
6. On 19 September 2016, controlling subsidiary –Shenzhong Development Company sending a letter, that is
Management Committee of Zhongshan Torch Hi-Te Industrial Development Zone (hereinafter referred to as
Management Committee of Zhongshan Development Zone) issued a Bulletin of Regulatory Detailed Planning of
the Zhongshan Torch District and Linggang as well as surrounding area (2015) (period for notice was 30 days,
that is from 7 September 2016 to 6 October 2016), the land owned by Shenzhong Development Company has
involved. Shenzhong Development Company submits a Request for Instruction of the Land Regulatory Plan of
Zhongshan Shenzhong Real Estate Development Co., Ltd., raise an objection on the planning adjustment for 346
Mu lands of the Shenzhong Development Company in Regulatory Detailed Planning Adjustment Plan (2015). The
Company will pay close attention to the progress, and will cooperate with Shenzhong Development Company and
Zhongshan Government and relevant functional department for communication, and perform obligation of
information disclosure timely. (Found more in Notice of Bulletin of Regulatory Detailed Planning of the
Zhongshan Torch District and Linggang as well as surrounding area (2015) issued by Management Committee of
Zhongshan Development Zone Notice No.: 2016-076 released on China Securities Journal, Securities Times,
Hong Kong Commercial Daily and Juchao Websites dated respectively dated 21 September 2016.)
7. Overview of other important matters
Query indexes of disclosure website for
Overview Disclosure date
interim report
On 14 January 2016, the Company’s subsidiary For details, please refer to the
Shennandian Dongguan Company received approval announcement (No. 2016-001) dated 16
2016-1-16
issued by Guangdong Development and Reform January 2016 published by the Company
Commission in relation to the fuel-gas and steam on China Securities, Securities Times,
16
深圳南山热电股份有限公司 2016 年第三季度报告全文
consolidated cycle power generation project by Hong Kong Commercial Daily and Juchao
Gaobu Natural Gas Power Plant information website, concerning the
(YFGNDH[2016]140). The approval stated that “with subsidiary Shennandian (Dongguan)
reference to consideration by Guangdong Weimei Power Company Limited’s receipt
Development and Reform Commission, and taking of approval in relation to the fuel-gas and
into account the safety operation of power system and steam consolidated cycle power generation
energy supply requirement of the whole province, in project by Gaobu Natural Gas Power Plant.
order to facilitate approval procedure of this project,
it is agreed to approve the fuel-gas and steam
consolidated cycle power generation project with
capacity of 2×180 MW by Gaobu Natural Gas Power
Plant under administration of Shennandian Dongguan
Company”. During the reporting period, Shennandian
Dongguan Company signed Power Allocation
Agreement with relevant grid company, and obtained
power business license from the state energy bureau,
southern supervision bureau on 7 March. Two
9Emachine sets of the company have been in official
operation for power generation.
In order to improve relevant procedures, realize
industrial upgrade, acquire power quantity and seek
for conditions benefiting for sustainable development,
the Company held the 8th extraordinary meeting of the
7th board of directors on 22 January 2016 to consider
and approve the proposal relating to investment by Details were disclosed in the
the subsidiary Shennandian (Zhongshan) Power announcement (No. 2016-004) dated 23
Company in constructing phase I thermal network of January 2016 published by the Company
thermal-power combination project. on China Securities, Securities Times,
The construction documents design and budget Hong Kong Commercial Daily and Juchao
2016-1-23
reports as well as bidding works on supervising unit information website, concerning
have completed; meanwhile, the project have investment by the subsidiary Shennandian
obtained the follow supporting materials as Planning (Zhongshan) Power Company in
Permit of Construction Engineering issued by constructing phase I thermal network of
Municipal Bureau for Urban Planning, the approval thermal-power combination project.
documets of bridges and locks issued by Water
Supplies Bureau and reply on usage of relevant route
agreed by City Communication Corporation.
Currently, the project still in bidding phase for its
construction unit.
On 28 January 2016, our subsidiary Shennandian Found more in Notice of controlling
Dongguan Company received the approval from subsidiary Shen Nan Dian Dongguan
2016-1-30
Guangdong Development and Reform Commission in Company received a Reply on Authorized
relation to determining temporary grid price of Gaobu Temporary Grid Purchase Price of the
17
深圳南山热电股份有限公司 2016 年第三季度报告全文
Power Plant under administration of Shennandian Gaobu Power Plant of Shen Nan Dian
(Dongguan) Weimei Power Company (Dongguan) Weimei Power Co., Ltd.
(YFGJGH[2016]379), pursuant to which, the Notice No.:2016-006) released on China
aforesaid temporary grid price was RMB0.745 (tax Security Journal, Securities Times, Hong
included) per kwh which would be adopted since 1 Kong Commercial Daily and Juchao
February 2016. Website dated 30 Jan. 2016.
Taking into consideration the audited net profit of the
Company for 2014 and 2015 accounting years being
RMB-330,513,284.99 and RMB-634,623,667.06,
respectively, the Company was required to suspend
trading for its shares on 1 April 2016 on which its
2015 annual report was disclosed under relevant Found more in Notice of Delisting Risk
requirements of the Listing Rules of Shenzhen Stock Warning on Stock of the Company (Notice
Exchange. Since 5 April when resumption of trading No.: 2016-015) released on China Security
2016-4-1
began (2, 3 and 4 April were legal holidays), shares of Journal, Securities Times, Hong Kong
the Company were traded with warning for delisting, Commercial Daily and Juchao Website
which meant that abbreviation of our stock would be dated 1 April 2016
added *ST and the daily increase/decrease cap for
trading price was subject to 5%. In case the Company
continues to record loss for 2016, it may be required
to delist temporarily. Investors are hereby warned to
pay attention to investment risks.
The relevant information of “benficial fund of project
construction” was disclosed in the First Quarterly
Report of 2016 released on 27 April 2016. According
to requriements from relevant authorities, the
Company helds many meetings for study the issues, Found more in the First Quarterly Report
and take further examination in aspect of the of 2016 (Notice No.: 2016-026) released
beneficial fund of project construction, furhermore, 2016-4-27 on China Securities Jorunal, Securities
well-defined the person responsible for collecting Times, Hong Kong Commercial Daily and
works, and efforts are under way in contacting Juchao Website
relevant personnel and issued a notice of returning
relevant accounts. In reporting period, the return
money of “benficial fund of project construction” has
RMB 500,000 received.
In 2015, pursuant to the notice relating to increase of Found more in the Notice of Overweight
shareholding in the Company by its substantial of shareholders and chairman of the
shareholders, directors, supervisors and senior Company (Notice No.: 2015-052) , the
management (ZJF[2015]51) issued by the CSRC, our Third Quarterly Report of 2015 (Notice
2016-5-10
shareholder Guangju Industrial planned to increase No.: 2015-072) and Notice of Completion
shareholding in the Company with the own capital not of Overweight of Shareholders (Notice
less than RMB25.12 million since 9 July 2015, by No.: 2016-030) released on China
means of asset management through securities Securities Jorunal, Securities Times, Hong
18
深圳南山热电股份有限公司 2016 年第三季度报告全文
companies and fund management companies, and it Kong Commercial Daily and Juchao
undertook not to decrease its shareholding within 6 Website respectively dated 9 July 2015, 23
months upon implementation of this capital increase October 2015 and 10 May 2016.
plan. From 16 September 2015 to 9 May 2016,
Guangju Industrial has in aggregate increased
shareholding of 2,908,201 A-shares of the Company
by means of asset management plan, accounting for
0.48% of the total shares of the Company, and the
amount subject this increase was approximately
RMB25,127,900. The shareholding increase plan has
been completed. Upon this increase of shareholding,
Guangju Industrial holds in aggregate 73,666,824
A-shares of the Company directly or through asset
management account, accounting for 12.22% of the
total shares of the Company. This increase of
shareholding complied with relevant laws, regulations
and provisions of Shenzhen Stock Exchange.
On 9 May 2016, the Company received the notice
issued by Guangdong Development and Reform
Commission, Guangdong Economy and Information
Commission and Guangdong Finance Bureau in
relation to subsidy for fuel gas and oil processing fee
for the period from January to September 2015
(YFGJG[2016]221). According to relevant
requirement of the notice in relation to temporary
collection of fuel gas and oil processing fee
(YFH[2008]31) issued by Guangdong People’s For details, please refer to the
Government, it was verified that, for the period from announcement (No. 2016-031) dated 10
January to September 2015, the revenue from power May 2016 published by the Company on
generation of Zhongshan Nanlang Power Plant which China Securities, Securities Times, Hong
our subsidiary Shennandian Zhongshan Company 2016-5-10 Kong Commercial Daily and Juchao
belonged to was RMB0.913 per kwh, and RMB0.89 information website, in relation to receipt
per kwh for Dongguan Gaobu Power Plant which of notice concerning subsidy for fuel gas
Shennandian Dongguan Company belonged to. Part and oil processing fee for the period from
of such power revenue generated by the aforesaid January to September 2015.
plants was settled by Guangdong Grid Company
directly with the plants by reference to the power
offered by the plants into grid and the agreed price,
and the remaining part was compensated by means of
fuel gas and oil processing fee. According to the
notice, Shennandian Zhongshan Company will
increase revenue of RMB6, 643,200 for this period
and RMB1, 257,900 for Shennandian Dongguan
Company.
19
深圳南山热电股份有限公司 2016 年第三季度报告全文
III. Commitments that the company, shareholders, actual controller, purchaser, directors,
supervisors, senior management or other related parties have fulfilled during the reporting
period and have not yet fulfilled by the end of reporting period
√ Applicable □Not applicable
Commitment Commitment Implementatio
Commitments Accepter Contents Commitments
time period n
Commitments for Share Merger
Reform
Commitments in report of
acquisition or equity change
Commitments in assets replacement
Commitments make in Initial public
offering or re-financing
Equity incentive commitment
Promise not to
Shenzhen reducing the
Other commitments for minority Guangju Other stock in over In normal
2016-05-09 6 months
shareholders Industrial Co., commitment weight period completion
Ltd.; and the legal
time limit
Commitments for Share Merger
Yes
Reform
IV. Estimation of operation performance for year of 2016
Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the
warning of its material change compared with the corresponding period of the last year and explanation on reason
□ Applicable √ Not applicable
V. Particular about security investment
□ Applicable √ Not applicable
The Company had no security investment in Period.
VI. Particulars about derivatives investment
□ Applicable √ Not applicable
The Company had no derivatives investment in Period.
VII. Registration form of receiving research, communication and interview in the report
period
√ Applicable □Not applicable
Time Way Type Contents discussed and material provided
Jan. to Sep. of 2016 Written Investors (8) In the premise of not violating the principles of information disclosure
20
深圳南山热电股份有限公司 2016 年第三季度报告全文
inquiries and the confidential system of significant information, the Company
seriously and timely responded to the investors’ inquiries about the
Company's basic business circumstances, financial management
situation, and relevant information of subordinate companies.
In the premise of not violating the principles of information disclosure
and the confidential system of significant information, the Company
2016-4-25 Field research Investor (1) seriously and timely responded to the investors’ inquiries about the
Company's basic business circumstances, financial management
situation, and relevant information of subordinate companies.
In the premise of not violating the principles of information disclosure
and the confidential system of significant information, the Company
2016-8-30 Field research Investors (5) seriously and timely responded to the investors’ inquiries about the
Company's basic business circumstances, financial management
situation, and relevant information of subordinate companies.
VIII. External security against the rules
□ Applicable √ Not applicable
The Company has no external security against the rules in the Period.
IX. Controlling shareholders' and its related party's non-business capital occupying of the
listed company
□ Applicable √ Not applicable
There are no controlling shareholders' and its related party's non-business capital occupying of the listed company.
21
深圳南山热电股份有限公司 2016 年第三季度报告全文
Section IV. Financial Statement
I. Financial statement
1. Consolidated Balance Sheet
Prepared by Shenzhen Nanshan Power Co., Ltd
2016-10-21
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 948,742,472.07 1,026,626,480.06
Settlement provisions
Capital lent
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable 1,200,000.00
Accounts receivable 395,306,496.07 405,391,442.85
Accounts paid in advance 104,731,923.31 254,557.09
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Interest receivable
Dividend receivable
Other receivables 42,808,499.60 30,685,319.69
Purchase restituted finance asset
Inventories 734,069,724.36 672,683,049.42
Divided into assets held for sale
Non-current asset due within one
year
Other current assets 542,258,339.87 604,426,110.04
Total current assets 2,767,917,455.28 2,741,266,959.15
Non-current assets:
22
深圳南山热电股份有限公司 2016 年第三季度报告全文
Loans and payments on behalf
Finance asset available for sales 59,315,000.00 57,315,000.00
Held-to-maturity investment
Long-term account receivable
Long-term equity investment 20,890,338.41 22,520,274.78
Investment property 3,047,612.31 3,194,715.51
Fixed assets 1,580,302,669.02 1,667,494,083.42
Construction in progress 9,561,886.05 8,473,276.90
Engineering material
Disposal of fixed asset
Productive biological asset
Oil and gas asset
Intangible assets 51,758,442.85 53,801,475.81
Expense on Research and
Development
Goodwill
Long-term expenses to be
apportioned
Deferred income tax asset 2,905,768.69 2,905,768.69
Other non-current asset 22,882,181.78 22,882,181.78
Total non-current asset 1,750,663,899.11 1,838,586,776.89
Total assets 4,518,581,354.39 4,579,853,736.04
Current liabilities:
Short-term loans 1,866,764,173.08 2,385,300,000.00
Loan from central bank
Absorbing deposit and interbank
deposit
Capital borrowed
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable 418,120,879.94 340,000,000.00
Accounts payable 52,536,125.70 38,014,729.22
Accounts received in advance 58,575.45
Selling financial asset of
repurchase
Commission charge and
23
深圳南山热电股份有限公司 2016 年第三季度报告全文
commission payable
Wage payable 45,833,946.53 47,521,710.84
Taxes payable 9,121,683.14 13,444,485.85
Interest payable 77,173,300.22 63,142,049.81
Dividend payable
Other accounts payable 357,908,215.99 371,926,173.24
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Divided into liability held for sale
Non-current liabilities due within 1
254,000,000.00
year
Other current liabilities
Total current liabilities 3,081,458,324.60 3,259,407,724.41
Non-current liabilities:
Long-term loans 910,900,000.00 696,000,000.00
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities 27,100,000.00 27,100,000.00
Deferred income 45,757,617.97 48,435,206.35
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities 983,757,617.97 771,535,206.35
Total liabilities 4,065,215,942.57 4,030,942,930.76
Owner’s equity:
Share capital 602,762,596.00 602,762,596.00
Other equity instrument
Including: preferred stock
Perpetual capital
securities
24
深圳南山热电股份有限公司 2016 年第三季度报告全文
Capital public reserve 362,770,922.10 362,758,554.21
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus public reserve 332,908,397.60 332,908,397.60
Provision of general risk
Retained profit -726,582,404.41 -662,422,848.24
Total owner’s equity attributable to
571,859,511.29 636,006,699.57
parent company
Minority interests -118,494,099.47 -87,095,894.29
Total owner’s equity 453,365,411.82 548,910,805.28
Total liabilities and owner’s equity 4,518,581,354.39 4,579,853,736.04
Legal representative: Chairman Yang Haixian
Person in charge of accounting works: Director GM Wu Xiangdong; CFO Huang Jian
Person in charge of accounting institution: Leng Jiwei (act for the financial management dept.)
2. Balance Sheet of Parent Company
In RMB
Item Closing balance Opening balance
Current assets:
Monetary funds 429,054,545.92 685,708,711.65
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes receivable
Accounts receivable 269,418,994.12 309,114,888.65
Account paid in advance 34,462,444.99 215,431.80
Interest receivable
Dividends receivable 79,495,331.17 79,495,331.17
Other receivables 1,274,931,986.46 1,260,619,190.09
Inventories 73,565,040.72 73,381,539.62
Divided into assets held for sale
Non-current assets maturing within
one year
Other current assets 434,830,834.84 460,714,889.70
Total current assets 2,595,759,178.22 2,869,249,982.68
25
深圳南山热电股份有限公司 2016 年第三季度报告全文
Non-current assets:
Available-for-sale financial assets 59,315,000.00 57,315,000.00
Held-to-maturity investments
Long-term receivables
Long-term equity investments 691,982,849.76 691,982,849.76
Investment property
Fixed assets 232,843,013.73 240,657,379.95
Construction in progress 914,948.30 744,725.65
Project materials
Disposal of fixed assets
Productive biological assets
Oil and natural gas assets
Intangible assets 4,389,272.40 5,469,452.93
Research and development costs
Goodwill
Long-term deferred expenses
Deferred income tax assets
Other non-current assets
Total non-current assets 989,445,084.19 996,169,408.29
Total assets 3,585,204,262.41 3,865,419,390.97
Current liabilities:
Short-term borrowings 1,370,000,000.00 2,024,000,000.00
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable 342,626,006.77 340,000,000.00
Accounts payable 214,643.58 24,793,826.11
Accounts received in advance
Wage payable 25,948,484.27 25,958,401.01
Taxes payable 163,034.72 2,488,252.98
Interest payable 3,221,408.89 4,072,366.54
Dividend payable
Other accounts payable 224,058,232.37 167,136,669.31
26
深圳南山热电股份有限公司 2016 年第三季度报告全文
Divided into liability held for sale
Non-current liabilities due within 1
150,000,000.00
year
Other current liabilities
Total current liabilities 2,116,231,810.60 2,588,449,515.95
Non-current liabilities:
Long-term loans 518,500,000.00 250,000,000.00
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Projected liabilities
Deferred income 26,710,074.60 28,425,205.59
Deferred income tax liabilities
Other non-current liabilities
Total non-current liabilities 545,210,074.60 278,425,205.59
Total liabilities 2,661,441,885.20 2,866,874,721.54
Owners’ equity:
Share capita 602,762,596.00 602,762,596.00
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital public reserve 288,869,612.11 288,857,244.22
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 332,908,397.60 332,908,397.60
Retained profit -300,778,228.50 -225,983,568.39
Total owner’s equity 923,762,377.21 998,544,669.43
Total liabilities and owner’s equity 3,585,204,262.41 3,865,419,390.97
3. Consolidated Profit Statement (this report period)
27
深圳南山热电股份有限公司 2016 年第三季度报告全文
In RMB
Item Current Period Last Period
I. Total operating income 508,884,871.33 379,682,013.49
Including: Operating income 508,884,871.33 379,682,013.49
Interest income
Insurance gained
Commission charge and commission
income
II. Total operating cost 518,933,147.78 499,776,826.19
Including: Operating cost 450,577,571.37 419,384,089.65
Interest expense
Commission charge and commission
expense
Cash surrender value
Net amount of expense of
compensation
Net amount of withdrawal of
insurance contract reserve
Bonus expense of guarantee slip
Reinsurance expense
Operating tax and extras 1,527,827.78 1,864,230.96
Sales expenses 1,519,370.58 972,665.59
Administration expenses 25,519,877.05 22,437,738.99
Financial expenses 39,793,501.00 55,118,101.00
Losses of devaluation of asset -5,000.00
Add: Changing income of fair
0.00
value(Loss is listed with “-”)
Investment income (Loss is listed
-547,076.53 -361,340.88
with “-”)
Including: Investment income on
0.00
affiliated company and joint venture
Exchange income (Loss is listed
with “-”)
III. Operating profit (Loss is listed with
-10,595,352.98 -120,456,153.58
“-”)
Add: Non-operating income 3,906,768.35 132,071,807.24
28
深圳南山热电股份有限公司 2016 年第三季度报告全文
Including: Disposal gains of
0.00 16,544.20
non-current asset
Less: Non-operating expense 7,621,025.11 87,772.34
Including: Disposal loss of
0.00 87,625.73
non-current asset
IV. Total Profit (Loss is listed with “-”) -14,309,609.74 11,527,881.32
Less: Income tax expense 1,767,353.20 315,169.72
V. Net profit (Net loss is listed with “-”) -16,076,962.94 11,212,711.60
Net profit attributable to owner’s of
-7,704,809.93 29,772,589.73
parent company
Minority shareholders’ gains and
-8,372,153.01 -18,559,878.13
losses
VI. Net after-tax of other comprehensive
income
Net after-tax of other comprehensive
income attributable to owners of parent
company
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
29
深圳南山热电股份有限公司 2016 年第三季度报告全文
from reclassification of held-to-maturity
investment as available-for-sale financial
assets
4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments
5. Translation differences
arising on translation of foreign currency
financial statements
6. Other
Net after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total comprehensive income -16,076,962.94 11,212,711.60
Total comprehensive income
-7,704,809.93 29,772,589.73
attributable to owners of parent Company
Total comprehensive income
-8,372,153.01 -18,559,878.13
attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share -0.01 0.05
(ii) Diluted earnings per share -0.01 0.05
Legal representative: Chairman Yang Haixian
Person in charge of accounting works: Director GM Wu Xiangdong; CFO Huang Jian
Person in charge of accounting institution: Leng Jiwei (act for the financial management dept.)
4. Profit Statement of parent company (this report period)
In RMB
Item Current Period Last Period
I. Operating income 150,882,243.89 82,716,035.10
Less: Operating cost 169,225,101.93 113,538,250.85
Operating tax and extras 1,650,810.87
Sales expenses
Administration expenses 7,949,880.09 5,214,630.65
Financial expenses 1,426,086.00 13,487,840.00
Losses of devaluation of asset
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is
listed with “-”)
30
深圳南山热电股份有限公司 2016 年第三季度报告全文
Including: Investment income
on affiliated company and joint venture
II. Operating profit (Loss is listed
-27,718,824.13 -51,175,497.27
with “-”)
Add: Non-operating income 2,718,431.72 131,804,597.18
Including: Disposal gains of
16,544.20
non-current asset
Less: Non-operating expense 7,624,271.21
Including: Disposal loss of
non-current asset
III. Total Profit (Loss is listed with
-32,624,663.62 80,629,099.91
“-”)
Less: Income tax expense 1,413,007.16
IV. Net profit (Net loss is listed with
-34,037,670.78 80,629,099.91
“-”)
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
31
深圳南山热电股份有限公司 2016 年第三季度报告全文
from reclassification of held-to-maturity
investment as available-for-sale
financial assets
4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences
arising on translation of foreign
currency financial statements
6. Other
VI. Total comprehensive income -34,037,670.78 80,629,099.91
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per share
5. Consolidated profit statement (from year-begin to end of this period)
In RMB
Item Current Period Last Period
I. Total operating income 1,206,573,138.41 1,030,239,250.67
Including: Operating income 1,206,573,138.41 1,030,239,250.67
Interest income
Insurance gained
Commission charge and commission
income
II. Total operating cost 1,305,532,407.49 1,411,432,057.68
Including: Operating cost 1,090,497,394.12 1,166,291,861.51
Interest expense
Commission charge and commission
expense
Cash surrender value
Net amount of expense of
compensation
Net amount of withdrawal of
insurance contract reserve
Bonus expense of guarantee slip
Reinsurance expense
Operating tax and extras 4,628,113.83 5,365,809.98
32
深圳南山热电股份有限公司 2016 年第三季度报告全文
Sales expenses 3,972,760.84 3,156,377.20
Administration expenses 70,196,981.58 65,648,374.06
Financial expenses 136,242,157.12 170,969,634.93
Losses of devaluation of asset -5,000.00
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is listed
-1,629,936.37 -1,244,685.23
with “-”)
Including: Investment income on
affiliated company and joint venture
Exchange income (Loss is listed
with “-”)
III. Operating profit (Loss is listed with
-100,589,205.45 -382,437,492.24
“-”)
Add: Non-operating income 15,728,109.02 265,761,057.54
Including: Disposal gains of
52,544.20
non-current asset
Less: Non-operating expense 7,844,301.19 116,532.87
Including: Disposal loss of
203,276.08 106,302.15
non-current asset
IV. Total Profit (Loss is listed with “-”) -92,705,397.62 -116,792,967.57
Less: Income tax expense 2,852,363.73 803,816.89
V. Net profit (Net loss is listed with “-”) -95,557,761.35 -117,596,784.46
Net profit attributable to owner’s of
-64,159,556.17 -72,773,483.33
parent company
Minority shareholders’ gains and
-31,398,205.18 -44,823,301.13
losses
VI. Net after-tax of other comprehensive
income
Net after-tax of other comprehensive
income attributable to owners of parent
company
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
33
深圳南山热电股份有限公司 2016 年第三季度报告全文
2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale financial
assets
4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments
5. Translation differences
arising on translation of foreign currency
financial statements
6. Other
Net after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total comprehensive income -95,557,761.35 -117,596,784.46
Total comprehensive income
-64,159,556.17 -72,773,483.33
attributable to owners of parent Company
Total comprehensive income
-31,398,205.18 -44,823,301.13
attributable to minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share -0.11 -0.12
(ii) Diluted earnings per share -0.11 -0.12
34
深圳南山热电股份有限公司 2016 年第三季度报告全文
6. Profit Statement of parent company (from year-begin to end of this period)
In RMB
Item Current Period Last Period
I. Operating income 308,869,006.98 264,804,584.87
Less: Operating cost 336,178,413.47 330,896,594.87
Operating tax and extras 2,292,405.28 4,610,621.64
Sales expenses
Administration expenses 18,091,535.04 29,921,941.44
Financial expenses 21,895,482.42 41,263,236.75
Losses of devaluation of asset
Add: Changing income of fair
value(Loss is listed with “-”)
Investment income (Loss is
listed with “-”)
Including: Investment income
on affiliated company and joint venture
II. Operating profit (Loss is listed
-69,588,829.23 -141,887,809.83
with “-”)
Add: Non-operating income 4,026,012.38 221,030,496.84
Including: Disposal gains of
16,544.20
non-current asset
Less: Non-operating expense 7,818,836.10
Including: Disposal loss of
194,564.88
non-current asset
III. Total Profit (Loss is listed with
-73,381,652.95 79,142,687.01
“-”)
Less: Income tax expense 1,413,007.16
IV. Net profit (Net loss is listed with
-74,794,660.11 79,142,687.01
“-”)
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
35
深圳南山热电股份有限公司 2016 年第三季度报告全文
2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale
financial assets
4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences
arising on translation of foreign
currency financial statements
6. Other
VI. Total comprehensive income -74,794,660.11 79,142,687.01
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per share
7. Consolidated Cash Flow Statement (from year-begin to end of this period)
In RMB
Item Current Period Last Period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 1,286,867,142.76 1,123,040,372.28
services
36
深圳南山热电股份有限公司 2016 年第三季度报告全文
Net increase of customer deposit
and interbank deposit
Net increase of loan from central
bank
Net increase of capital borrowed
from other financial institution
Cash received from original
insurance contract fee
Net cash received from reinsurance
business
Net increase of insured savings and
investment
Net increase of amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses
Cash received from interest,
commission charge and commission
Net increase of capital borrowed
Net increase of returned business
capital
Write-back of tax received 2,310,771.15
Other cash received concerning
163,677,716.41 497,062,438.54
operating activities
Subtotal of cash inflow arising from
1,452,855,630.32 1,620,102,810.82
operating activities
Cash paid for purchasing
commodities and receiving labor 1,125,557,782.23 1,044,522,721.52
service
Net increase of customer loans and
advances
Net increase of deposits in central
bank and interbank
Cash paid for original insurance
contract compensation
Cash paid for interest, commission
charge and commission
Cash paid for bonus of guarantee
slip
37
深圳南山热电股份有限公司 2016 年第三季度报告全文
Cash paid to/for staff and workers 94,833,886.31 99,957,144.37
Taxes paid 53,310,414.00 14,266,503.05
Other cash paid concerning
44,973,082.63 44,367,889.67
operating activities
Subtotal of cash outflow arising from
1,318,675,165.17 1,203,114,258.61
operating activities
Net cash flows arising from operating
134,180,465.15 416,988,552.21
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
investment
Cash received from investment
income
Net cash received from disposal of
fixed, intangible and other long-term 53,134.00
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
53,134.00
activities
Cash paid for purchasing fixed,
12,560,838.09 25,378,214.80
intangible and other long-term assets
Cash paid for investment 2,000,000.00
Net increase of mortgaged loans
Net cash received from
subsidiaries and other units obtained
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
14,560,838.09 25,378,214.80
activities
Net cash flows arising from investing
-14,560,838.09 -25,325,080.80
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
38
深圳南山热电股份有限公司 2016 年第三季度报告全文
investment
Including: Cash received from
absorbing minority shareholders’
investment by subsidiaries
Cash received from loans 1,965,164,173.08 2,760,160,000.00
Cash received from issuing bonds
Other cash received concerning
5,300,000.00
financing activities
Subtotal of cash inflow from financing
1,970,464,173.08 2,760,160,000.00
activities
Cash paid for settling debts 2,014,800,000.00 2,684,000,000.00
Cash paid for dividend and profit
148,038,506.25 163,143,457.69
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by
subsidiaries
Other cash paid concerning
11,309,958.60
financing activities
Subtotal of cash outflow from financing
2,174,148,464.85 2,847,143,457.69
activities
Net cash flows arising from financing
-203,684,291.77 -86,983,457.69
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 170,698.12 220,874.05
exchange rate
V. Net increase of cash and cash
-83,893,966.59 304,900,887.77
equivalents
Add: Balance of cash and cash
1,016,326,480.06 568,494,957.02
equivalents at the period -begin
VI. Balance of cash and cash
932,432,513.47 873,395,844.79
equivalents at the period -end
8. Cash Flow Statement of parent company (from year-begin to end of this period)
In RMB
Item Current Period Last Period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 660,592,522.11 388,474,294.64
services
39
深圳南山热电股份有限公司 2016 年第三季度报告全文
Write-back of tax received
Other cash received concerning
160,498,932.06 623,782,976.85
operating activities
Subtotal of cash inflow arising from
821,091,454.17 1,012,257,271.49
operating activities
Cash paid for purchasing
commodities and receiving labor 486,124,655.15 323,930,341.25
service
Cash paid to/for staff and workers 50,738,270.93 58,251,874.68
Taxes paid 15,954,491.78 8,042,781.60
Other cash paid concerning
183,333,407.78 372,044,547.02
operating activities
Subtotal of cash outflow arising from
736,150,825.64 762,269,544.55
operating activities
Net cash flows arising from operating
84,940,628.53 249,987,726.94
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
investment
Cash received from investment
income
Net cash received from disposal of
fixed, intangible and other long-term 52,000.00
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
52,000.00
activities
Cash paid for purchasing fixed,
276,403.60 925,054.98
intangible and other long-term assets
Cash paid for investment 2,000,000.00
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
40
深圳南山热电股份有限公司 2016 年第三季度报告全文
Subtotal of cash outflow from investing
2,276,403.60 925,054.98
activities
Net cash flows arising from investing
-2,276,403.60 -873,054.98
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
Cash received from loans 1,520,000,000.00 1,954,000,000.00
Cash received from issuing bonds
Other cash received concerning
5,300,000.00
financing activities
Subtotal of cash inflow from financing
1,525,300,000.00 1,954,000,000.00
activities
Cash paid for settling debts 1,755,500,000.00 1,839,000,000.00
Cash paid for dividend and profit
103,820,617.30 115,101,312.76
distributing or interest paying
Other cash paid concerning
financing activities
Subtotal of cash outflow from financing
1,859,320,617.30 1,954,101,312.76
activities
Net cash flows arising from financing
-334,020,617.30 -101,312.76
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 2,226.64 2,196.68
exchange rate
V. Net increase of cash and cash
-251,354,165.73 249,015,555.88
equivalents
Add: Balance of cash and cash
675,408,711.65 332,803,493.04
equivalents at the period -begin
VI. Balance of cash and cash
424,054,545.92 581,819,048.92
equivalents at the period -end
II. Audit Report
Whether the third quarter report was audited or not
□Yes √No
The third quarter report of the Company has not been audited.
41
