YANTAI CHANGYU PIONEER WINE COMPANY LIMITED ENGLISH TRANSLATION OF FINANCIAL STATEMENTS FOR THE YEAR 1 JANUARY 2019 TO 31 DECEMBER 2019 IF THERE IS ANY CONFLICT BETWEEN THE CHINESE VERSION AND ITS ENGLISH TRANSLATION, THE CHINESE VERSION WILL PREVAIL AUDITOR’S REPORT KPMG Huazhen Shen Zi No. 2001809 All Shareholders of Yantai Changyu Pioneer Wine Company Limited: Opinion We have audited the accompanying financial statements of Yantai Changyu Pioneer Wine Company Limited (“Yantai Changyu”), which comprise the consolidated balance sheet and company balance sheet as at 31 December 2019, the consolidated income statement and company income statement, the consolidated cash flow statement and company cash flow statement, the consolidated statement of changes in shareholders’ equity and company statement of changes in shareholders’ equity for the year then ended, and notes to the financial statements. In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated financial position and financial position of Yantai Changyu as at 31 December 2019, and of its consolidated financial performance and company financial performance and its consolidated cash flows and company cash flows for the year then ended in accordance with Accounting Standards for Business Enterprises issued by the Ministry of Finance of the People’s Republic of China. Basis for Opinion We conducted our audit in accordance with China Standards on Auditing for Certified Public Accountants (“CSAs”). 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 Yantai Changyu in accordance with the China Code of Ethics for Certified Public Accountants (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Page 1 of 6 AUDITOR’S REPORT (continued) KPMG Huazhen Shen Zi No. 2001809 Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements for the year. 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 provide a separate opinion on these matters. Recognition of Sales Revenue from Distributors Refer to the accounting policies set out in the notes to the financial statements “III. Significant accounting policies and accounting estimates” 22 and “V. Notes to the consolidated financial statements” 35. How the Matter was Addressed in Our Key Audit Matters Audit The principal activities of Yantai Changyu and Our audit procedures to evaluate revenue its subsidiaries (hereinafter referred to as recognition of sales revenue from “Yantai Changyu Group”) include manufacture distributors included the following: and sales of wine, brandy and sparkling wine. Understand and evaluate the The revenue of Yantai Changyu Group is Management’s design and operation mainly derived from sales of sidtributors. All effectiveness of key internal controls distributor transaction terms adopt the unified related to distributor sales revenue transaction terms formulated by Yantai recognition; Changyu Group. Selecting samples, review sales Sales revenue from distributors is recognised contracts Yantai Changyu Group when Yantai Changyu Group transfers the signed with distributors in order to major risks and rewards of product ownership examine whether the Group has to the distributors, and these transfers are adopted the unified transaction terms, completed when the goods are delivered to and evaluate whether the accounting distributors and signed for acceptance. policy of revenue recognition meets As revenue is one of the key performance the requirements of the Accounting indicators of Yantai Changyu Group, there is Standards for Business Enterprises; an inherent risk that the management will On a sampling basis, reconcile the manipulate revenue in order to achieve specific revenue to relevant supporting files performance objectives or expectations. such as relevant orders and signed Therefore, we recognise sales revenue from delivery notes, etc. to evaluate distributors as a key audit matter. whether revenue is recognised in accordance with the accounting policy of Yantai Changyu Group; Page 2 of 6 AUDITOR’S REPORT (continued) KPMG Huazhen Shen Zi No. 2001809 Key Audit Matters (continued) Recognition of Sales Revenue from Distributors (continued) Refer to the accounting policies set out in the notes to the financial statements “III. Significant accounting policies and accounting estimates” 22 and “V. Notes to the consolidated financial statements” 35. How the matter was addressed in our The Key Audit Matters audit On a sampling basis, reconcile the sales transaction before and after balance sheet date to relevant supporting files such as relevant orders, signed delivery notes, etc. to evaluate whether revenue is recognised in appropriate accounting period; Selecting samples, perform confirmation procedures to the balances of current accounts on balance sheet date and the amount of sales transaction for the year; Check whether significant sales returns exist in sales record after the balance sheet date and check relevant supporting files in order to evaluate whether relevant revenue is recorded in the appropriate accounting period; Select revenue accounting entries that meet specific risk criteria and check related supporting documents. Page 3 of 6 AUDITOR’S REPORT (continued) KPMG Huazhen Shen Zi No. 2001809 Other Information Management of Yantai Changyu is responsible for the other information. The other information comprises all the information included in the 2019 annual report, other than 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. Responsibilities of Management and Those Charged with Governance for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Accounting Standards for Business Enterprises, and for the design, implementation and maintenance of such internal control necessary to enable that the financial statements are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing Yantai Changyu’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Yantai Changyu or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing Yantai Changyu’s financial reporting process. Auditor’s Responsibilities 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 CSAs will always detect a material misstatement when it exists. Misstatements 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. Page 4 of 6 AUDITOR’S REPORT (continued) KPMG Huazhen Shen Zi No. 2001809 Auditor’s Responsibilities for the Audit of the Financial Statement (continued) As part of an audit in accordance with CSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: (1) 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. (2) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. (3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management. (4) Conclude on the appropriateness of management’s use of the going concern basis of accounting and, 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 Yantai Changyu’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 Yantai Changyu to cease to continue as a going concern. (5) 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. (6) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express our audit opinion on the financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. Page 5 of 6 AUDITOR’S REPORT (continued) KPMG Huazhen Shen Zi No. 2001809 Auditor’s Responsibilities for the Audit of the Financial Statement (continued) We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control 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 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 year 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. KPMG Huazhen LLP Certified Public Accountants Registered in the People’s Republic of China (Stamp) Wang Ting (Engagement Partner) (Signature and stamp) Beijing, China Chai Jing (Signature and stamp) Date:22/04/2020 Page 6 of 6 Yantai Changyu Pioneer Wine Company Limited Consolidated balance sheet as at 31 December 2019 (Expressed in Renminbi Yuan) Note 2019 2018 Assets Current assets Cash at bank and on hand V. 1 1,565,783,980 1,475,700,477 Bills receivable V. 2 - 288,667,988 Accounts receivable V. 3 266,218,153 242,153,083 Receivables under financing V. 4 316,470,229 - Prepayments V. 5 67,707,537 4,219,949 Other receivables V. 6 24,246,812 22,636,086 Inventories V. 7 2,872,410,407 2,724,591,457 Other current assets V. 8 267,424,938 258,676,396 Total current assets 5,380,262,056 5,016,645,436 Non-current assets Available-for-sale financial assets - 467,251 Long-term equity investments V. 9 43,981,130 - Investment properties V. 10 29,714,586 31,572,489 Fixed assets V. 11 5,894,068,898 5,749,731,667 Construction in progress V. 12 567,478,833 759,296,591 Bearer biological assets V. 13 202,425,286 209,266,373 Intangible assets V. 14 651,946,355 655,473,459 Goodwill V. 15 141,859,193 165,199,111 Long-term deferred expenses V. 16 277,595,408 244,640,416 Deferred tax assets V. 17 264,926,503 285,436,259 Other non-current assets V. 18 193,674,320 - Total non-current assets 8,267,670,512 8,101,083,616 Total assets 13,647,932,568 13,117,729,052 The notes on pages 20 to 122 form part of these financial statements. Page 1 Yantai Changyu Pioneer Wine Company Limited Consolidated balance sheet as at 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 Liabilities and shareholders’ equity Current liabilities Short-term loans V. 19 754,313,744 688,002,410 Accounts payable V. 20 570,252,612 713,572,881 Advance payments received V. 21 120,609,499 226,075,244 Employee benefits payable V. 22 234,459,116 212,304,217 Taxes payable V. 23 375,169,971 128,912,790 Other payables V. 24 450,532,485 608,479,890 Non-current liabilities due within V. 25 150,826,221 152,940,788 one year Total current liabilities 2,656,163,648 2,730,288,220 Non-current liabilities Long-term loans V. 26 128,892,501 156,480,662 Long-term payables V. 27 191,000,000 225,000,000 Deferred income V. 28 70,701,288 86,227,293 Deferred tax liabilities V. 17 14,691,424 22,010,647 Other non-current liabilities V. 29 7,645,777 7,234,853 Total non-current liabilities 412,930,990 496,953,455 Total liabilities 3,069,094,638 3,227,241,675 The notes on pages 20 to 122 form part of these financial statements. Page 2 Yantai Changyu Pioneer Wine Company Limited Consolidated balance sheet as at 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 Liabilities and shareholders’ equity (continued) Shareholders’ equity Share capital V. 30 685,464,000 685,464,000 Capital reserve V. 31 565,050,422 565,955,441 Other comprehensive income V. 32 (4,235,583) 2,965,377 Surplus reserve V. 33 342,732,000 342,732,000 Retained earnings V. 34 8,719,899,359 8,008,982,547 Total equity attributable to 10,308,910,198 9,606,099,365 shareholders of the Company Non-controlling interests 269,927,732 284,388,012 Total owners’ equity 10,578,837,930 9,890,487,377 Total liabilities and shareholders’ equity 13,647,932,568 13,117,729,052 These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 3 Yantai Changyu Pioneer Wine Company Limited Company balance sheet as at 31 December 2019 (Expressed in Renminbi Yuan) Note 2019 2018 Assets Current assets Cash at bank and on hand 710,505,269 624,588,809 Bills receivable - 39,885,254 Accounts receivable XV.1 1,988,326 1,447,973 Receivables under financing XV.2 41,679,635 - Prepayments 776,539 227 Other receivables XV.3 586,424,958 1,025,643,356 Inventories 434,007,808 385,154,740 Other current assets 39,130,466 24,704,844 Total current assets 1,814,513,001 2,101,425,203 Non-current assets Long-term equity investments XV.4 7,432,422,621 7,420,803,069 Investment properties 29,714,586 31,572,489 Fixed assets 261,137,072 265,311,274 Construction in progress - 6,311,701 Bearer biological assets 121,414,096 125,002,793 Intangible assets 64,864,913 67,244,066 Deferred tax assets 16,255,870 24,194,967 Other non-current assets 1,427,700,000 972,700,000 Total non-current assets 9,353,509,158 8,913,140,359 Total assets 11,168,022,159 11,014,565,562 The notes on pages 20 to 122 form part of these financial statements. Page 4 Yantai Changyu Pioneer Wine Company Limited Company balance sheet as at 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 Liabilities and shareholders’ equity Current liabilities Short-term loans 150,000,000 150,000,000 Accounts payable 63,655,240 132,704,304 Employee benefits payable 70,445,847 72,345,179 Taxes payable 6,052,456 13,111,431 Other payables 660,149,563 607,974,519 Total current liabilities 950,303,106 976,135,433 Non-current liabilities Deferred income 9,176,315 12,343,972 Other non-current liabilities 3,146,707 2,710,575 Total non-current liabilities 12,323,022 15,054,547 Total liabilities 962,626,128 991,189,980 The notes on pages 20 to 122 form part of these financial statements. Page 5 Yantai Changyu Pioneer Wine Company Limited Company balance sheet as at 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 Liabilities and shareholders’ equity (continued) Shareholders’ equity Share capital 685,464,000 685,464,000 Capital reserve 557,222,454 557,222,454 Surplus reserve 342,732,000 342,732,000 Retained earnings 8,619,977,577 8,437,957,128 Total owners’ equity 10,205,396,031 10,023,375,582 Total liabilities and shareholders’ equity 11,168,022,159 11,014,565,562 These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 6 Yantai Changyu Pioneer Wine Company Limited Consolidated Income statement for the year ended 31 December 2019 (Expressed in Renminbi Yuan) Note 2019 2018 I. Operating income V. 35 5,031,011,489 5,142,244,740 Less: Operating cost V. 35 1,887,495,991 1,901,611,507 Taxes and surcharges V. 36 268,462,378 276,491,674 Selling and distribution V. 37 1,053,232,024 1,274,599,146 expenses General and administrative V. 38 311,904,656 343,580,651 expenses Research and development 6,041,116 4,784,118 expenses Financial expenses V. 39 35,290,702 35,945,302 Including: Interest expenses 41,570,794 46,354,902 Interest income 12,327,441 12,086,007 Add: Other income V. 40 77,337,581 87,281,434 Investment income V. 41 5,112,733 - Including: Losses from investment in (1,120,928) - joint ventures Credit losses V. 42 (7,304,777) - Impairment (losses) / V. 43 (20,552,916) 912,166 reversal Gains from disposal of V. 44 39,015 11,368,355 assets The notes on pages 20 to 122 form part of these financial statements. Page 7 Yantai Changyu Pioneer Wine Company Limited Consolidated Income statement for the year ended 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 II. Operating profit 1,523,216,258 1,404,794,297 Add: Non-operating income V. 45 10,921,748 7,353,309 Less: Non-operating expenses V. 45 3,623,269 3,535,908 III. Total profit 1,530,514,737 1,408,611,698 Less: Income tax expenses V. 46 400,806,109 367,127,522 IV. Net profit 1,129,708,628 1,041,484,176 (1) Net profit classified by continuity of operations: 1. Net profit from continuing 1,129,708,628 1,041,484,176 operations 2. Net profit from discontinued - - operations (2) Net profit classified by ownership (“-” for net loss): 1. Net profit attributable to 1,129,735,749 1,042,632,929 owners of the company 2. Non-controlling losses (27,121) (1,148,753) V. Other comprehensive income, net (8,542,792) (376,524) of tax (1) Other comprehensive income (net of tax) attributable to shareholders of the Company Translation differences arising from translation of foreign (7,200,960) (143,863) currency financial statements (2) Other comprehensive income (net of tax) attributable to (1,341,832) (232,661) non-controlling interests The notes on pages 20 to 122 form part of these financial statements. Page 8 Yantai Changyu Pioneer Wine Company Limited Consolidated Income statement for the year ended 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 VI. Total comprehensive income for 1,121,165,836 1,041,107,652 the year (1) Attributable to shareholders of 1,122,534,789 1,042,489,066 the company (2) Attributable to non-controlling (1,368,953) (1,381,414) interests VII. Earnings per share: (1) Basic earnings per share V. 47 1.65 1.52 (2) Diluted earnings per share V. 47 1.65 1.52 These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 9 Yantai Changyu Pioneer Wine Company Limited Company income statement for the year ended 31 December 2019 (Expressed in Renminbi Yuan) Note 2019 2018 I. Operating income XV.5 740,856,362 876,447,070 Less: Operating cost XV.5 655,504,063 774,487,031 Taxes and surcharges 25,045,041 38,346,761 General and administrative 86,481,192 90,505,208 expenses Research and development 815,233 887,355 expenses Net financial income (4,798,485) (20,292,737) Including: Interest expenses 497,277 16,075,353 Interest income 5,843,698 41,821,372 Add: Other income 3,953,002 4,237,655 Investment income XV.6 621,620,723 964,128,659 Credit impairment losses (601,610) - Gains from disposal of 22,297 12,411,962 assets II. Operating profit 602,803,730 973,291,728 Add: Non-operating income 1,840,062 1,483,478 Less: Non-operating expenses 1,118,124 593,694 The notes on pages 20 to 122 form part of these financial statements. Page 10 Yantai Changyu Pioneer Wine Company Limited Income statement of the company for the year ended 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 III. Total profit 603,525,668 974,181,512 Less: Income tax expenses 10,226,819 4,592,939 IV. Net profit 593,298,849 969,588,573 (i) Net profit from continuing 593,298,849 969,588,573 operations (ii) Net profit from discontinued - - operations V. Other comprehensive income, net - - of tax VI. Total comprehensive income for 593,298,849 969,588,573 the year These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 11 Yantai Changyu Pioneer Wine Company Limited Consolidated cash flow statement for the year ended 31 December 2019 (Expressed in Renminbi Yuan) Note 2019 2018 I. Cash flows from operating activities: Proceeds from sale of goods and 4,647,970,683 4,950,603,207 rendering of services Refund of taxes and surcharges 40,741,286 57,056,690 Proceeds from other operating V. 48(1) 93,744,521 72,703,872 activities Sub-total of cash inflows 4,782,456,490 5,080,363,769 Payment for goods and services 1,338,542,601 1,383,945,233 Payment to and for employees 576,928,850 544,742,974 Payment of various taxes 1,115,582,679 1,111,980,499 Payment for other operating V. 48(2) 913,564,336 1,063,716,317 activities Sub-total of cash outflows 3,944,618,466 4,104,385,023 Net cash flows from operating V. 49(1) 837,838,024 975,978,746 activities II. Cash flows from investing activities: Proceeds from disposal of 234,722,614 400,000,000 investments Investment returns received 1,809,786 3,445,895 Net proceeds from disposal of fixed assets, intangible assets 6,334,375 19,967,431 and other long-term assets Sub-total of cash inflows 242,866,775 423,413,326 Payment for acquisition of fixed assets, intangible assets and 281,005,768 347,384,820 other long-term assets Payment for acquisition of 169,618,600 478,042,400 investments Net cash paid for the acquisition of subsidiaries and other business 404,844 105,834,655 units Sub-total of cash outflows 451,029,212 931,261,875 Net cash flows from investing (208,162,437) (507,848,549) activities The notes on pages 20 to 122 form part of these financial statements. Page 12 Yantai Changyu Pioneer Wine Company Limited Consolidated cash flow statement for the year ended 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 III. Cash flows from financing activities: Proceeds from investors - 2,050,000 Including: Cash received from minority shareholders - 2,050,000 of subsidiaries Proceeds from borrowings 942,134,032 1,049,815,411 Proceeds from other financing V. 48(3) - 62,468,259 activities Sub-total of cash inflows 942,134,032 1,114,333,670 Repayments of borrowings 939,525,426 1,103,189,409 Payment for dividends, profit 462,455,473 397,351,813 distributions or interest Payment for other financing V. 48(4) 11,619,552 46,100,000 activities Sub-total of cash outflows 1,413,600,451 1,546,641,222 Net cash flows from financing (471,466,419) (432,307,552) activities IV. Effect of foreign exchange rate changes on cash and cash 703,173 (9,851,585) equivalents V. Net increase in cash and cash V. 49(1) 158,912,341 25,971,060 equivalents Add: Cash and cash equivalents at the beginning of the 1,206,860,334 1,180,889,274 year VI. Cash and cash equivalents at the V. 49(2) 1,365,772,675 1,206,860,334 end of the year These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 13 Yantai Changyu Pioneer Wine Company Limited Company cash flow statement for the year ended 31 December 2019 (Expressed in Renminbi Yuan) Note 2019 2018 I. Cash flows from operating activities: Proceeds from sale of goods and 737,920,018 817,341,175 rendering of services Proceeds from other operating 211,049,689 177,786,322 activities Sub-total of cash inflows 948,969,707 995,127,497 Payment for goods and services 710,601,952 608,241,452 Payment to and for employees 91,738,062 107,256,441 Payment of various taxes 48,817,363 62,066,449 Payment for other operating 28,434,079 74,357,324 activities Sub-total of cash outflows 879,591,456 851,921,666 Net cash flows from operating 69,378,251 143,205,831 activities II. Cash flows from investing activities: Proceeds from disposal of 131,133,236 370,000,000 investments Investment returns received 922,250,025 874,520,633 Net proceeds from disposal of fixed assets, intangible assets 1,354,733 11,212,195 and other long-term assets Proceeds from borrowings to 8,000,000 - subsidiaries Sub-total of cash inflows 1,062,737,994 1,255,732,828 Payment for acquisition of fixed assets, intangible assets and 21,417,387 28,842,911 other long-term assets Payment for acquisition of 138,566,890 410,000,000 investments Net cash paid for the acquisition of subsidiaries and other business - 107,194,420 units Cash paid to subsidiaries 463,000,000 - Sub-total of cash outflows 622,984,277 546,037,331 Net cash flows from investing 439,753,717 709,695,497 activities The notes on pages 20 to 122 form part of these financial statements. Page 14 Yantai Changyu Pioneer Wine Company Limited Company cash flow statement for the year ended 31 December 2019 (continued) (Expressed in Renminbi Yuan) Note 2019 2018 III. Cash flows from financing activities: Proceeds from borrowings 150,000,000 200,000,000 Sub-total of cash inflows 150,000,000 200,000,000 Repayments of borrowings 150,000,000 650,000,000 Payment for dividends or interest 418,400,308 364,085,312 Sub-total of cash outflows 568,400,308 1,014,085,312 Net cash flows from financing (418,400,308) (814,085,312) activities IV. Effect of foreign exchange rate changes on cash and cash - - equivalents V. Net increase in cash and cash 90,731,660 38,816,016 equivalents Add: Cash and cash equivalents 532,384,882 493,568,866 at the beginning of the year VI. Cash and cash equivalents at the 623,116,542 532,384,882 end of the year These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 15 Yantai Changyu Pioneer Wine Company Limited Consolidated statement of changes in shareholders’ equity for the year ended 31 December 2019 (Expressed in Renminbi Yuan) Attributable to shareholders of the Company Other Non-controlling Total owners’ Note Retained Share capital Capital reserve comprehensive Surplus reserve Sub-total interests equity earnings income I. Balance at the 685,464,000 565,955,441 2,965,377 342,732,000 8,008,982,547 9,606,099,365 284,388,012 9,890,487,377 beginning of the year Add: Changes in III. 32 - - - - (7,540,537) (7,540,537) - (7,540,537) accounting policies Adjusted balance at the 685,464,000 565,955,441 2,965,377 342,732,000 8,001,442,010 9,598,558,828 284,388,012 9,882,946,840 beginning of the year II. Changes in equity during the year (1) Total comprehensive - - (7,200,960) - 1,129,735,749 1,122,534,789 (1,368,953) 1,121,165,836 income (2) Contribution by owners Acquisitions of non-controlling - (905,019) - - - (905,019) (10,714,533) (11,619,552) interests (3) Appropriation of V. 34 profits Distributions to - - - - (411,278,400) (411,278,400) (2,376,794) (413,655,194) shareholders III. Balance at the end of the 685,464,000 565,050,422 (4,235,583) 342,732,000 8,719,899,359 10,308,910,198 269,927,732 10,578,837,930 year These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal Representative The person in charge of The head of the accounting accounting affairs department (Signature and stamp) (Signature and stamp) (Signature and stamp) The notes on pages 20 to 122 form part of these financial statements. Page 16 Yantai Changyu Pioneer Wine Company Limited Consolidated statement of changes in shareholders’ equity for the year ended 31 December 2018 (Expressed in Renminbi Yuan) Attributable to shareholders of the Company Total Other Non-controlling Note Retained shareholders’ Share capital Capital reserve comprehensive Surplus reserve Sub-total interests earnings equity income I. Balance at the beginning of 685,464,000 565,955,441 3,109,240 342,732,000 7,309,081,618 8,906,342,299 271,636,379 9,177,978,678 the year II. Changes in equity during the year (1) Total comprehensive - - (143,863) - 1,042,632,929 1,042,489,066 (1,381,414) 1,041,107,652 income (2) Shareholders’ contributions and decrease of capital Acquired as subsidiaries - - - - - - 17,532,823 17,532,823 (3) Appropriation of profits V. 34 Distributions to - - - - (342,732,000) (342,732,000) (3,399,776) (346,131,776) shareholders III. Balance at the end of the year 685,464,000 565,955,441 2,965,377 342,732,000 8,008,982,547 9,606,099,365 284,388,012 9,890,487,377 These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal Representative The person in charge of The head of the accounting accounting affairs department (Signature and stamp) (Signature and stamp) (Signature and stamp) The notes on pages 20 to 122 form part of these financial statements. Page 17 Yantai Changyu Pioneer Wine Company Limited Company statement of changes in shareholders’ equity for the year ended 31 December 2019 (Expressed in Renminbi Yuan) Total Retained Note Share capital Capital reserve Surplus reserve shareholders’ earnings equity I、 Balance at the 685,464,000 557,222,454 342,732,000 8,437,957,128 10,023,375,582 beginning of the year Add: Changes in III. 32 - - - - - accounting policies Adjusted balance at the beginning of the 685,464,000 557,222,454 342,732,000 8,437,957,128 10,023,375,582 year II、 Changes in equity for the year 1. Total comprehensive - - - 593,298,849 593,298,849 income 2. Appropriation of profits Distributions to - - - (411,278,400) (411,278,400) shareholders III、 Balance at the end of 685,464,000 557,222,454 342,732,000 8,619,977,577 10,205,396,031 the year These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 18 Yantai Changyu Pioneer Wine Company Limited Company statement of changes in shareholders’ equity for the year ended 31 December 2018 (continued) (Expressed in Renminbi Yuan) Total Retained Note Share capital Capital reserve Surplus reserve shareholders’ earnings equity IV、 Balance at the 685,464,000 557,222,454 342,732,000 7,811,100,555 9,396,519,009 beginning of the year V、 Changes in equity for the year 1. Total comprehensive - - - 969,588,573 969,588,573 income 2. Appropriation of profits Distributions to - - - (342,732,000) (342,732,000) shareholders VI、 Balance at the end of 685,464,000 557,222,454 342,732,000 8,437,957,128 10,023,375,582 the year These financial statements were approved by the Board of Directors of the Company on 22 April 2020. Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp) Legal The person in The head of the Representative charge accounting of accounting affairs department (Signature and (Signature and (Signature and stamp) stamp) stamp) The notes on pages 20 to 122 form part of these financial statements. Page 19 Yantai Changyu Pioneer Wine Company Limited Notes to the financial statements (Expressed in Renminbi Yuan unless otherwise indicated) I. Company status Yantai Changyu Pioneer Wine Co., Ltd. (the "Company” or the “Joint Stock Company”) was incorporated as a joint stock limited company in accordance with the Company Law of the People's Republic of China (the "PRC") in a reorganisation carried out by Yantai Changyu Group Co., Ltd. ("Changyu Group"), in which Changyu Group Company injected certain assets and liabilities in relation to the brandy, wine, and sparkling wine production and sales businesses to the Company. The Company and its subsidiaries (the "Group") are principally engaged in the production and sales of wine, brandy, sparkling wine, grape growing and acquisition, as well as travel resource development, etc. Registration place of the Company is Yantai, Shandong. Headquarter of the Company is located at No. 56 Da Ma Lu, Zhifu District, Yantai, Shandong, PRC. As at 31 December 2019 the total shares issued by the Company amounts to 685,464,000 shares. Please refer to Note VI. 30 in detail. The holding company of the Group is Changyu Group Company, which is jointly controlled by Yantai GuoFeng Investment Holding Ltd, ILLVA SARONNO HOLDING SPA, International Finance Corporation and Yantai Yuhua Investment and Development Company Limited. The financial statements have been authorised by the board of directors on 22 April 2020. According to the Company's articles of association, the financial statements will be reviewed by shareholders on the shareholder's meeting. For consolidation scope of the year, please refer to Note VII "Equity in other entities" in detail. For detail of changes in consolidation scope of the year, please refer to Note VI "Change in consolidation scope". II. Basis of preparation The financial statements have been prepared on the going concern basis. Since 1 January 2019, the Company has adopted new financial instrument standards revised by MOF in 2017, including CAS 22 — Recognition and Measurement of Financial Instruments (See Note III. 32(1)). The Group has not adopted CAS No.14 — Revenue and CAS No. 22 — Lease revised in 2017 and 2018 respectively. Page 20 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 III. Significant accounting policies and accounting estimates 1 Statement of compliance The financial statements have been prepared in accordance with the requirements of Accounting Standards for Business Enterprises or referred to as China Accounting Standards (“CAS”) issued by the MOF. These financial statements present truly and completely the consolidated financial position and financial position of the Company as at 31 December 2019, and the consolidated financial performance and financial performance and the consolidated cash flows and cash flows of the Company for the year then ended. These financial statements also comply with the disclosure requirements of “Regulation on the Preparation of Information Disclosures by Companies Issuing Securities, No. 15: General Requirements for Financial Reports” as revised by the China Securities Regulatory Commission (“CSRC”) in 2014. 2 Accounting period The accounting period is from 1 January to 31 December. 3 Operating cycle The Company takes the period from the acquisition of assets for processing to until the ultimate realisation of cash or cash equivalents as a normal operating cycle. The operating cycle of the Company is 12 months. 4 Functional currency Renminbi ("RMB") is the currency of the primary economic environment in which the Company and its domestic subsidiaries operate. Therefore, the Company and its domestic subsidiaries choose RMB as their functional currency. Overseas subsidiaries of the Company adopt Euro, Chilean Peso and Australian Dollar as their functional currencies on the basis of the primary economic environment in which they operate. The Company adopts RMB to prepare its financial statements. 5 Accounting treatments for business combinations involving entities under common control and not under common control (1) Business combinations involving entities under common control A business combination involving entities under common control is a business combination in which all of the combining entities are ultimately controlled by the same party or parties both before and after the business combination, and that control is not transitory. The assets acquired and liabilities assumed are measured based on their carrying amounts in the consolidated financial statements of the ultimate controlling party at the combination date. The difference between the carrying amount of the net assets acquired and the consideration paid for the combination (or the total par value of shares issued) is adjusted against share premium in the capital reserve, with any excess adjusted against retained earnings. Any costs directly attributable to the combination are recognised in profit or loss when incurred. The combination date is the date on which one combining entity obtains control of other combining entities. Page 21 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Business combinations involving entities not under common control A business combination involving entities not under common control is a business combination in which all of the combining entities are not ultimately controlled by the same party or parties both before and after the business combination. Where (1) the aggregate of the acquisition-date fair value of assets transferred (including the acquirer’s previously held equity interest in the acquiree), liabilities incurred or assumed, and equity securities issued by the acquirer, in exchange for control of the acquiree, exceeds (2) the acquirer’s interest in the acquisition-date fair value of the acquiree’s identifiable net assets, the difference is recognised as goodwill (see Note III.18). If (1) is less than (2), the difference is recognised in profit or loss for the current period. Other acquisition-related costs are expensed when incurred. The acquiree’s identifiable asset, liabilities and contingent liabilities, if the recognition criteria are met, are recognised by the Group at their acquisition-date fair value. The acquisition date is the date on which the acquirer obtains control of the acquiree. For a business combination involving entities not under common control and achieved in stages, the Group remeasures its previously-held equity interest in the acquiree to its acquisition-date fair value and recognises any resulting difference between the fair value and the carrying amount as investment income or other comprehensive income for the current period. In addition, any amount recognised in other comprehensive income that may be reclassified to profit or loss, in prior reporting periods relating to the previously-held equity interest, and any other changes in the owners’ equity under equity accounting, are transferred to investment income in the period in which the acquisition occurs (see Note III.11(2)(b)). If equity interests of the acquiree held before acquisition-date were equity instrument investments measured at fair value through other comprehensive income, other comprehensive income recognised shall be moved to retained earnings on acquisition-date. 6 Consolidated financial statements (1) General principles The scope of consolidated financial statements is based on control and the consolidated financial statements comprise the Company and its subsidiaries. Control exists when the investor has all of following: power over the investee; exposure, or rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. When assessing whether the Group has power, only substantive rights (held by the Group and other parties) are considered. The financial position, financial performance and cash flows of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Non-controlling interests are presented separately in the consolidated balance sheet within shareholders’ equity. Net profit or loss attributable to non-controlling shareholders is presented separately in the consolidated income statement below the net profit line item. Total comprehensive income attributable to non-controlling shareholders is presented separately in the consolidated income statement below the total comprehensive income line item. When the amount of loss for the current period attributable to the non-controlling shareholders of a subsidiary exceeds the non-controlling shareholders’ share of the opening owners’ equity of the subsidiary, the excess is still allocated against the non-controlling interests. When the accounting period or accounting policies of a subsidiary are different from those of the Company, the Company makes necessary adjustments to the financial statements of the subsidiary based on the Company’s own accounting period or accounting policies. Intra- group balances and transactions, and any unrealised profit or loss arising from intra-group transactions, are eliminated when preparing the consolidated financial statements. Unrealised losses resulting from intra-group transactions are eliminated in the same way as unrealised gains, unless they represent impairment losses that are recognised in the financial statements. Page 22 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Subsidiaries acquired through a business combination Where a subsidiary was acquired during the reporting period, through a business combination involving entities under common control, the financial statements of the subsidiary are included in the consolidated financial statements based on the carrying amounts of the assets and liabilities of the subsidiary in the financial statements of the ultimate controlling party as if the combination had occurred at the date that the ultimate controlling party first obtained control. The opening balances and the comparative figures of the consolidated financial statements are also restated. Where a subsidiary was acquired during the reporting period, through a business combination involving entities not under common control, the identifiable assets and liabilities of the acquired subsidiaries are included in the scope of consolidation from the date that control commences, based on the fair value of those identifiable assets and liabilities at the acquisition date. (3) Disposal of subsidiaries When the Group loses control over a subsidiary, any resulting disposal gains or losses are recognised as investment income for the current period. The remaining equity investment is re-measured at its fair value at the date when control is lost, any resulting gains or losses are also recognised as investment income for the current period. When the Group loses control of a subsidiary in multiple transactions in which it disposes of its long-term equity investment in the subsidiary in stages, the following are considered to determine whether the Group should account for the multiple transactions as a bundled transaction: - arrangements are entered into at the same time or in contemplation of each other; - arrangements work together to achieve an overall commercial effect; - the occurrence of one arrangement is dependent on the occurrence of at least one other arrangement; - one arrangement considered on its own is not economically justified, but it is economically justified when considered together with other arrangements. If each of the multiple transactions does not form part of a bundled transaction, the transactions conducted before the loss of control of the subsidiary are accounted for in accordance with the accounting policy for partial disposal of equity investment in subsidiaries where control is retained (see Note III.6(4)). If each of the multiple transactions forms part of a bundled transaction which eventually results in the loss of control in the subsidiary, these multiple transactions are accounted for as a single transaction. In the consolidated financial statements, the difference between the consideration received and the corresponding proportion of the subsidiary’s net assets (calculated continuously from the acquisition date) in each transaction prior to the loss of control shall be recognised in other comprehensive income and transferred to profit or loss when the parent eventually loses control of the subsidiary. (4) Changes in non-controlling interests Where the Company acquires a non-controlling interest from a subsidiary’s non-controlling shareholders or disposes of a portion of an interest in a subsidiary without a change in control, the difference between the proportion interests of the subsidiary’s net assets being acquired or disposed and the amount of the consideration paid or received is adjusted to the capital reserve (share premium) in the consolidated balance sheet, with any excess adjusted to retained earnings. Page 23 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 7 Cash and cash equivalents Cash and cash equivalents comprise cash on hand, deposits that can be readily withdraw on demand, and short-term, highly liquid investments that are readily convertible into known amounts of cash and are subject to an insignificant risk of change in value. 8 Foreign currency transactions and translation of foreign currency financial statements When the Group receives capital in foreign currencies from investors, the capital is translated to Renminbi at the spot exchange rate at the date of the receipt. Other foreign currency transactions are, on initial recognition, translated to Renminbi at the spot exchange rates. Monetary items denominated in foreign currencies are translated to Renminbi at the spot exchange rate at the balance sheet date. The resulting exchange differences are generally recognised in profit or loss, unless they arise from the re-translation of the principal and interest of specific borrowings for the acquisition and construction of qualifying assets (see Note III. 15)). Non-monetary items that are measured at historical cost in foreign currencies are translated to Renminbi using the exchange rate at the transaction date. In translating the financial statements of a foreign operation, assets and liabilities of foreign operation are translated to Renminbi at the spot exchange rate at the balance sheet date. Equity items, excluding retained earnings and the translation differences in other comprehensive income, are translated to Renminbi at the spot exchange rates at the transaction dates. Income and expenses in the income statement are translated to Renminbi at the spot exchange rates at the transaction dates. The resulting translation differences are recognised in other comprehensive income. The translation differences accumulated in other comprehensive income with respect to a foreign operation are transferred to profit or loss in the period when the foreign operation is disposed. 9 Financial instruments Financial instruments include cash at bank and on hand, investments in debt and equity securities other than those classified as long-term equity investments (see Note III.11), receivables, payables, loans and borrowings and share capital. (1) Recognition and initial measurement of financial assets and financial liabilities A financial asset or financial liability is recognised in the balance sheet when the Group becomes a party to the contractual provisions of a financial instrument. A financial assets (unless it is a trade receivable without a significant financing component) and financial liabilities is measured initially at fair value. For financial assets and financial liabilities at fair value through profit or loss, any related directly attributable transaction costs are charged to profit or loss; for other categories of financial assets and financial liabilities, any related directly attributable transaction costs are included in their initial costs. Accounts receivable containing no significant financing component are measured initially at transaction prices determined by the accounting policies set out in Note III.22. Page 24 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Classification and subsequent measurement of financial assets (a) Classification of financial assets The classification of financial assets is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. On initial recognition, a financial asset is classified as measured at amortised cost, at fair value through other comprehensive income (“FVOCI”), or at fair value through profit or loss (“FVTPL”). Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model. A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as at FVTPL: - it is held within a business model whose objective is to hold assets to collect contractual cash flows; and - its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL: - it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and - its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in other comprehensive income. This election is made on an investment-by-investment basis. The instrument meets the definition of equity from the perspective of the issuer. All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. Page 25 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The business model refers to how the Group manages its financial assets in order to generate cash flows. That is, the Group’s business model determines whether cash flows will result from collecting contractual cash flows, selling financial assets or both. The Group determines the business model for managing the financial assets according to the facts and based on the specific business objective for managing the financial assets determined by the Group’s key management personnel. In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin. The Group also assesses whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. (b) Subsequent measurement of financial assets - Financial assets at FVTPL These financial assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognised in profit or loss unless the financial assets are part of a hedging relationship. - Financial assets at amortised cost These assets are subsequently measured at amortised cost using the effective interest method. A gain or loss on a financial asset that is measured at amortised cost and is not part of a hedging relationship shall be recognised in profit or loss when the financial asset is derecognised, through the amortisation process or in order to recognise impairment gains or losses. - Debt investments at FVOCI These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, impairment and foreign exchange gains and losses are recognised in profit or loss. Other net gains and losses are recognised in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to profit or loss. - Equity investments at FVOCI These assets are subsequently measured at fair value. Dividends are recognised as income in profit or loss. Other net gains and losses are recognised in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to retained earnings. Page 26 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Classification and subsequent measurement of financial liabilities Financial liabilities are classified as measured at FVTPL or amortised cost by the Group. - Financial liabilities at FVTPL A financial liability is classified as at FVTPL if it is classified as held-for-trading (including derivative financial liability) or it is designated as such on initial recognition. Financial liabilities at FVTPL are subsequently measured at fair value and net gains and losses, including any interest expense, are recognised in profit or loss, unless the financial liabilities are part of a hedging relationship. - Financial liabilities at amortised cost These financial liabilities are subsequently measured at amortised cost using the effective interest method. (4) Offsetting Financial assets and financial liabilities are generally presented separately in the balance sheet, and are not offset. However, a financial asset and a financial liability are offset and the net amount is presented in the balance sheet when both of the following conditions are satisfied: - The Group currently has a legally enforceable right to set off the recognised amounts; - The Group intends either to settle on a net basis, or to realise the financial asset and settle the financial liability simultaneously. (5) Derecognition of financial assets and financial liabilities Financial asset is derecognised when one of the following conditions is met: - the Group’s contractual rights to the cash flows from the financial asset expire; - the financial asset has been transferred and the Group transfers substantially all of the risks and rewards of ownership of the financial asset; or; - the financial asset has been transferred, although the Group neither transfers nor retains substantially all of the risks and rewards of ownership of the financial asset, it does not retain control over the transferred asset. Where a transfer of a financial asset in its entirety meets the criteria for derecognition, the difference between the two amounts below is recognised in profit or loss: - the carrying amount of the financial asset transferred measured at the date of derecognition; - the sum of the consideration received from the transfer and, when the transferred financial asset is a debt investment at FVOCI, any cumulative gain or loss that has been recognised directly in other comprehensive income for the part derecognised. Page 27 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The Group derecognises a financial liability (or part of it) only when its contractual obligation (or part of it) is extinguished. (6) Impairment The Group recognises loss allowances for expected credit loss (ECL) on: - financial assets measured at amortised cost; - financial investments at fair value through other comprehensive income Financial assets measured at fair value, including debt investments or equity securities at FVPL, equity securities designated at FVOCI and derivative financial assets, are not subject to the ECL assessment. Measurement of ECLs ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash flows that the Group expects to receive). The maximum period considered when estimating ECLs is the maximum contractual period (including extension options) over which the Group is exposed to credit risk. Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument. 12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the balance sheet date (or a shorter period if the expected life of the instrument is less than 12 months). For accounts receivable, loss allowance always measured at an amount equal to lifetime ECLs. ECLs on these financial assets are estimated using a provision matrix based on the Group’s historical credit loss experience, adjusted for factors that are specific to the debtors and an assessment of both the current and forecast general economic conditions at the balance sheet date. For assets other than accounts receivable that meet one of the following conditions, loss allowance are measured at an amount equal to 12-month ECLs. For all other financial instruments, the Group recognises a loss allowance equal to lifetime ECLs: - If the financial instrument is determined to have low credit risk at the balance sheet date; - If the credit risk on a financial instrument has not increased significantly since initial recognition. Page 28 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Financial instruments that have low credit risk The credit risk on a financial instrument is considered low if the financial instrument has a low risk of default, the borrower has a strong capacity to meet its contractual cash flow obligations in the near term and adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligations. Significant increases in credit risk In assessing whether the credit risk of a financial instrument has increased significantly since initial recognition, the Group compares the risk of default occurring on the financial instrument assessed at the balance sheet date with that assessed at the date of initial recognition. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort, including forward-looking information. In particular, the following information is taken into account: - failure to make payments of principal or interest on their contractually due dates; - an actual or expected significant deterioration in a financial instrument’s external or internal credit rating (if available); - an actual or expected significant deterioration in the operating results of the debtor; and - existing or forecast changes in the technological, market, economic or legal environment that have a significant adverse effect on the debtor’s ability to meet its obligation to the Group. Depending on the nature of the financial instruments, the assessment of a significant increase in credit risk is performed on either an individual basis or a collective basis. When the assessment is performed on a collective basis, the financial instruments are grouped based on shared credit risk characteristics, such as past due status and credit risk ratings. The Group assumes that the credit risk on a financial asset has increased significantly if it is more than 30 days past due. Credit-impaired financial assets At each balance sheet date, the Group assesses whether financial assets carried at amortised cost and debt investments at FVOCI are credit-impaired. A financial asset is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data: - significant financial difficulty of the borrower or issuer; - a breach of contract, such as a default or delinquency in interest or principal payments; - for economic or contractual reasons relating to the borrower’s financial difficulty, the Group having granted to the borrower a concession that would not otherwise consider; - it is probable that the borrower will enter bankruptcy or other financial reorganisation; or Page 29 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 - the disappearance of an active market for that financial asset because of financial difficulties. Presentation of allowance for ECL ECLs are remeasured at each balance sheet date to reflect changes in the financial instrument’s credit risk since initial recognition. Any change in the ECL amount is recognised as an impairment gain or loss in profit or loss. The Group recognises an impairment gain or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for debt investments that are measured at FVOCI, for which the loss allowance is recognised in other comprehensive income. Write-off The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. A write-off constitutes a derecognition event. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due. Subsequent recoveries of an asset that was previously written off are recognised as a reversal of impairment in profit or loss in the period in which the recovery occurs. (7) Equity instrument The consideration received from the issuance of equity instruments net of transaction costs is recognised in shareholders’ equity. Consideration and transaction costs paid by the Company for repurchasing self-issued equity instruments are deducted from shareholders’ equity. When the Company repurchases its own shares, those shares are treated as treasury shares. All expenditure relating to the repurchase is recorded in the cost of the treasury shares, with the transaction recording in the share register. Treasury shares are excluded from profit distributions and are presented as a deduction under shareholders’ equity in the balance sheet. 10 Inventories (1) Classification and cost Inventories include raw materials, work in progress and reusable materials. Inventories are initially measured at cost. Cost of inventories comprises all costs of purchase, costs of conversion and other expenditure incurred in bringing the inventories to their present location and condition. In addition to the purchase cost of raw materials, work in progress and finished goods include direct labour costs and an appropriate allocation of production overheads. Agricultural products harvested are reported in accordance with the CAS No.1 - Inventories. Page 30 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Measurement method of cost of inventories Cost of inventories is calculated using the weighted average method. Consumables including low-value consumables and packaging materials are amortised when they are used. The amortisation charge is included in the cost of the related assets or recognised in profit or loss for the current period. (3) Basis for determining the net realisable value and method for provision for obsolete inventories At the balance sheet date, inventories are carried at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale and relevant taxes. The net realisable value of materials held for use in the production is measured based on the net realisable value of the finished goods in which they will be incorporated. The net realisable value of the inventory held to satisfy sales or service contracts is measured based on the contract price, to the extent of the quantities specified in sales contracts, and the excess portion of inventories is measured based on general selling prices. Any excess of the cost over the net realisable value of each item of inventories is recognised as a provision for impairment, and is recognised in profit or loss. (4) Inventory count system The Group maintains a perpetual inventory system. 11 Long-term equity investments (1) Investment cost of long-term equity investments (a) Long-term equity investments acquired through a business combination - The initial cost of a long-term equity investment acquired through a business combination involving entities under common control is the Company’s share of the carrying amount of the subsidiary’s equity in the consolidated financial statements of the ultimate controlling party at the combination date. The difference between the initial investment cost and the carrying amount of the consideration given is adjusted to the share premium in the capital reserve, with any excess adjusted to retained earnings. For a long-term equity investment in a subsidiary acquired through a business combination achieved in stages which do not form a bundled transaction and involving entities under common control, the Company determines the initial cost of the investment in accordance with the above policies. The difference between this initial cost and the sum of the carrying amount of previously-held investment and the consideration paid for the shares newly acquired is adjusted to capital premium in the capital reserve, with any excess adjusted to retained earnings. Page 31 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 - For a long-term equity investment obtained through a business combination not involving enterprises under common control, the initial cost comprises the aggregate of the fair value of assets transferred, liabilities incurred or assumed, and equity securities issued by the Company, in exchange for control of the acquiree. For a long-term equity investment obtained through a business combination not involving entities under common control and achieved through multiple transactions in stages which do not form a bundled transaction, the initial cost comprises the carrying amount of the previously-held equity investment in the acquiree immediately before the acquisition date, and the additional investment cost at the acquisition date. (b) Long-term equity investments acquired other than through a business combination - A long-term equity investment acquired other than through a business combination is initially recognised at the amount of cash paid if the Group acquires the investment by cash, or at the fair value of the equity securities issued if an investment is acquired by issuing equity securities. (2) Subsequent measurement of long-term equity investment (a) Investments in subsidiaries In the Company’s separate financial statements, long-term equity investments in subsidiaries are accounted for using the cost method unless the investment is classified as held for sale (See Note III. 27). Except for cash dividends or profit distributions declared but not yet distributed that have been included in the price or consideration paid in obtaining the investments, the Company recognises its share of the cash dividends or profit distributions declared by the investee as investment income for the current period. The investments in subsidiaries are stated in the balance sheet at cost less accumulated impairment losses. For the impairment of the investments in subsidiaries, refer to Note III.20. In the Group’s consolidated financial statements, subsidiaries are accounted for in accordance with the policies described in Note III.6. (b) Investments in joint ventures A joint venture is an arrangement whereby the Group and other parties have joint control (see Note III.11(3)) and rights to the net assets of the arrangement. A long-term equity investment in a joint venture is accounted for using the equity method for subsequent measurement, unless the investment is classified as held for sale (see Note III.27). Page 32 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The accounting treatments under the equity method adopted by the Group are as follows: - Where the initial cost of a long-term equity investment exceeds the Group’s interest in the fair value of the investee’s identifiable net assets at the date of acquisition, the investment is initially recognised at cost. Where the initial investment cost is less than the Group’s interest in the fair value of the investee’s identifiable net assets at the date of acquisition, the investment is initially recognised at the investor’s share of the fair value of the investee’s identifiable net assets, and the difference is recognised in profit or loss. - After the acquisition of the investment, the Group recognises its share of the investee’s profit or loss and other comprehensive income as investment income or losses and other comprehensive income respectively, and adjusts the carrying amount of the investment accordingly. Once the investee declares any cash dividends or profit distributions, the carrying amount of the investment is reduced by the amount attributable to the Group. Changes in the Group’s share of the investee’s owners’ equity, other than those arising from the investee’s net profit or loss, other comprehensive income or profit distribution (referred to as “other changes in owners’ equity”), is recognised directly in the Group’s equity, and the carrying amount of the investment is adjusted accordingly. - In calculating its share of the investee’s net profits or losses, other comprehensive income and other changes in owners’ equity, the Group recognises investment income and other comprehensive income after making appropriate adjustments to align the accounting policies or accounting periods with those of the Group based on the fair value of the investee’s identifiable net assets at the date of acquisition. Unrealised profits and losses resulting from transactions between the Group and its associates or joint ventures are eliminated to the extent of the Group’s interest in the associates or joint ventures. Unrealised losses resulting from transactions between the Group and its associates or joint ventures are eliminated in the same way as unrealised gains but only to the extent that there is no impairment. - The Group discontinues recognising its share of further losses of the investee after the carrying amount of the long-term equity investment and any long-term interest that in substance forms part of the Group’s net investment in the associate is reduced to zero, except to the extent that the Group has an obligation to assume additional losses. If the joint venture subsequently reports net profits, the Group resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised. For the impairment of the investments in joint ventures and associates, refer to Note III.20. (3) Criteria for determining the existence of joint control over an investee Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities (activities with significant impact on the returns of the arrangement) require the unanimous consent of the parties sharing control. The following factors are usually considered when assessing whether the Group can exercise joint control over an investee: - Whether no single participant party is in a position to control the investee’s related activities unilaterally; - Whether strategic decisions relating to the investee’s related activities require the unanimous consent of all participant parties that sharing of control. Page 33 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Significant influence is the power to participate in the financial and operating policy decisions of an investee but does not have control or joint control over those policies. 12 Investment properties Investment properties are properties held either to earn rental income or for capital appreciation or for both. Investment properties are accounted for using the cost model and stated in the balance sheet at cost less accumulated depreciation, amortisation and impairment losses, and adopts a depreciation or amortisation policy for the investment property which is consistent with that for buildings or land use rights, unless the investment property is classified as held for sale (see Note III.27). For the impairment of the investment properties, refer to Note III.20. Estimated useful life Residual value rate Depreciation rate Category (years) (%) (%) Plant and buildings 20-40 years 0 - 5% 2.4%-5.0% 13 Fixed assets (1) Recognition of fixed assets Fixed assets represent the tangible assets held by the Group for use in production of goods, supply of services, for rental or for administrative purposes with useful lives over one accounting year. The cost of a purchased fixed asset comprises the purchase price, related taxes, and any directly attributable expenditure for bringing the asset to working condition for its intended use. The cost of self-constructed assets is measured in accordance with the policy set out in Note III.14. Where the parts of an item of fixed assets have different useful lives or provide benefits to the Group in a different pattern, thus necessitating use of different depreciation rates or methods, each part is recognised as a separate fixed asset. Any subsequent costs including the cost of replacing part of an item of fixed assets are recognised as assets when it is probable that the economic benefits associated with the costs will flow to the Group, and the carrying amount of the replaced part is derecognised. The costs of the day-to-day maintenance of fixed assets are recognised in profit or loss as incurred. Fixed assets are stated in the balance sheet at cost less accumulated depreciation and impairment losses. (2) Depreciation of fixed assets The cost of a fixed asset, less its estimated residual value and accumulated impairment losses, is depreciated using the straight-line method over its estimated useful life, unless the fixed asset is classified as held for sale (see Note III.27). Page 34 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The estimated useful lives, residual value rates and depreciation rates of each class of fixed assets are as follows: Estimated useful life Residual value rate Depreciation rate Class (years) (%) (%) Plant and buildings 20-40 years 0 - 5% 2.4%-5.0% Machinery equipment 5-30 years 0 - 5% 3.2%-20.0% Motor vehicles 4-12 years 0 - 5% 7.9%-25.0% Useful lives, estimated residual values and depreciation methods are reviewed at least at each year-end. (3) For the impairment of the fixed assets, refer to Note III.20. (4) Disposal of fixed assets The carrying amount of a fixed asset is derecognised: - when the fixed asset is holding for disposal; or - when no future economic benefit is expected to be generated from its use or disposal. Gains or losses arising from the retirement or disposal of an item of fixed asset are determined as the difference between the net disposal proceeds and the carrying amount of the item, and are recognised in profit or loss on the date of retirement or disposal. 14 Construction in progress The cost of self-constructed assets includes the cost of materials, direct labour, capitalised borrowing costs (see Note III.15), and any other costs directly attributable to bringing the asset to working condition for its intended use. A self-constructed asset is classified as construction in progress and transferred to fixed asset when it is ready for its intended use. No depreciation is provided against construction in progress. Construction in progress is stated in the balance sheet at cost less accumulated impairment losses (see Note III.20). 15 Borrowing costs Borrowing costs incurred directly attributable to the acquisition, and construction or production of a qualifying asset are capitalised as part of the cost of the asset. Other borrowing costs are recognised as financial expenses when incurred. Page 35 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 During the capitalisation period, the amount of interest (including amortisation of any discount or premium on borrowing) to be capitalised in each accounting period is determined as follows: - Where funds are borrowed specifically for the acquisition and construction or production of a qualifying asset, the amount of interest to be capitalised is the interest expense calculated using effective interest rates during the period less any interest income earned from depositing the borrowed funds or any investment income on the temporary investment of those funds before being used on the asset. - To the extent that the Group borrows funds generally and uses them for the acquisition and construction or production of a qualifying asset, the amount of borrowing costs eligible for capitalisation is determined by applying a capitalisation rate to the weighted average of the excess amounts of cumulative expenditure on the asset over the above amounts of specific borrowings. The capitalisation rate is the weighted average of the interest rates applicable to the general-purpose borrowings. The effective interest rate is determined as the rate that exactly discounts estimated future cash flow through the expected life of the borrowing or, when appropriate, a shorter period to the initially recognised amount of the borrowings. During the capitalisation period, exchange differences related to the principal and interest on a specific-purpose borrowing denominated in foreign currency are capitalised as part of the cost of the qualifying asset. The exchange differences related to the principal and interest on foreign currency borrowings other than a specific-purpose borrowing are recognised as a financial expense when incurred. The capitalisation period is the period from the date of commencement of capitalisation of borrowing costs to the date of cessation of capitalisation, excluding any period over which capitalisation is suspended. Capitalisation of borrowing costs commences when expenditure for the asset is being incurred, borrowing costs are being incurred and activities of acquisition, construction or production that are necessary to prepare the asset for its intended use are in progress, and ceases when the assets become ready for their intended use. Capitalisation of borrowing costs should cease when the qualifying asset being constructed or produced has reached its expected usable or saleable condition. Capitalisation of borrowing costs is suspended when the acquisition, construction or production activities are interrupted abnormally for a period of more than three months. 16. Biological assets The Group's biological assets are bearer biological assets. Bearer biological assets are those that are held for the purposes of producing agricultural produce, rendering of services or rental. Bearer biological assets in the Group are vines. Bearer biological assets are initially measured at cost. The cost of self-grown or self-bred bearer biological assets represents the necessary directly attributable expenditure incurred before satisfying the expected production and operating purpose, including capitalised borrowing costs. Bearer biological assets, after reaching the expected production and operating purpose, are depreciated using the straight-line method over its estimated useful life. The estimated useful lives, estimated net residual value rates and depreciation rates of bearer biological assets are as follows: Estimated useful life Estimated net Depreciation rate Category (years) residual value rate (%) Vines 20 years 0% 5.0% Page 36 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The Group evaluates the useful life and expected net salvage value by considering the normal producing life of the bearer biological assets. Useful lives, estimated residual values and depreciation methods of bearer biological assets are reviewed at least at each year-end. Any changes should be treated as changes in accounting estimates. For a bearer biological asset that has been sold, damaged, dead or destroyed, any difference between the disposal proceeds and the carrying amount of the asset (after tax deduction) should be recognised in profit or loss for the period in which it arises. 17 Intangible assets Intangible assets are stated in the balance sheet at cost less accumulated amortization (where the estimated useful life is finite) and impairment losses (see Note III.20). For an intangible asset with finite useful life, its cost estimated less residual value and accumulated impairment losses is amortised on the straight-line method over its estimated useful life, unless the intangible asset is classified as held for sale (see Note III.27). The respective amortisation periods for intangible assets are as follows: Item Amortisation period (years) Land use rights 40-50 years Software licenses 5-10 years Trademarks 10 An intangible asset is regarded as having an indefinite useful life and is not amortised when there is no foreseeable limit to the period over which the asset is expected to generate economic benefits for the Group. At the balance sheet date, the Group had intangible assets with infinite useful lives including the land use rights and trademarks. Land use rights with infinite useful lives are permanent land use rights with permanent ownership held by the Group under the relevant Chile and Australian laws arising from the Group’s acquisition of Via Indómita, S.A., Via Dos Andes, S.A., and Bodegas Santa Alicia SPA. (collectively referred to as the "Chile Indomita Wine Group"), and the acquisition of Kilikanoon Estate Pty Ltd.( hereinafter referred to as the "Australia Kilikanoon Estate"), therefore there was no amortisation. The right to use trademark refers to the trademark held by the Group arising from the acquisition of the Chile Indomita Wine Group and the Australia Kilikanoon Estate with infinite useful lives. The valuation of trademark was based on the trends in the market and competitive environment, product cycle, and managing long-term development strategy. Those basis indicated the trademark will provide net cash flows to the Group within an uncertain period. The useful life is indefinite as it was hard to predict the period that the trademark would bring economic benefits to the Group. 18 Goodwill The initial cost of goodwill represents the excess of cost of acquisition over the acquirer’s interest in the fair value of the identifiable net assets of the acquiree under a business combination not involving entities under common control. Page 37 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Goodwill is not amortised and is stated in the balance sheet at cost less accumulated impairment losses (see Note III.20). On disposal of an asset group or a set of asset groups, any attributable goodwill is written off and included in the calculation of the profit or loss on disposal. 19 Long-term deferred expenses Long-term deferred expenses are amortised using a straight-line method within the benefit period. The respective amortisation periods for such expenses are as follows: Item Amortisation period Land requisition fee 50 years Land lease prepayment 50 years Greening fee 5-20 years Leasehold improvement 3-5 years Others 3 years 20 Impairment of assets other than inventories and financial assets The carrying amounts of the following assets are reviewed at each balance sheet date based on internal and external sources of information to determine whether there is any indication of impairment: - fixed assets - construction in progress - intangible assets - Bearer biological assets - investment properties measured using a cost model - long-term equity investments - goodwill - long-term deferred expenses, etc. If any indication exists, the recoverable amount of the asset is estimated. In addition, the Group estimates the recoverable amounts of goodwill and intangible assets with infinite useful lives at each year-end, irrespective of whether there is any indication of impairment. Goodwill is allocated to each asset group, or set of asset groups, that is expected to benefit from the synergies of the combination for the purpose of impairment testing. The recoverable amount of an asset (or asset group, set of asset groups) is the higher of its fair value (see Note III.21) less costs to sell and its present value of expected future cash flows. An asset group is composed of assets directly related to cash-generation and is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or asset groups. Page 38 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The present value of expected future cash flows of an asset is determined by discounting the future cash flows, estimated to be derived from continuing use of the asset and from its ultimate disposal, to their present value using an appropriate pre-tax discount rate. An impairment loss is recognised in profit or loss when the recoverable amount of an asset is less than its carrying amount. A provision for impairment of the asset is recognised accordingly. Impairment losses related to an asset group or a set of asset groups are allocated first to reduce the carrying amount of any goodwill allocated to the asset group or set of asset groups, and then to reduce the carrying amount of the other assets in the asset group or set of asset groups on a pro rata basis. However, such allocation would not reduce the carrying amount of an asset below the highest of its fair value less costs to sell (if measurable), its present value of expected future cash flows (if determinable) and zero. Once an impairment loss is recognised, it is not reversed in a subsequent period. 21 Fair value measurement Unless otherwise specified, the Group measures fair value as follows: Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When measuring fair value, the Group takes into account the characteristics of the particular asset or liability (including the condition and location of the asset and restrictions, if any, on the sale or use of the asset) that market participants would consider when pricing the asset or liability at the measurement date, and uses valuation techniques that are appropriate in the circumstances and for which sufficient data and other information are available to measure fair value. Valuation techniques mainly include the market approach, the income approach and the cost approach. 22 Revenue recognition Revenue is the gross inflow of economic benefits arising in the course of the Group’s ordinary activities when the inflows result in increase in shareholders’ equity, other than increase relating to contributions from shareholders. Revenue is recognised in profit or loss when it is probable that the economic benefits will flow to the Group, the revenue and costs can be measured reliably and the following conditions are met: (1) Sale of goods Revenue is recognised when the general conditions stated above and the following conditions are satisfied: - Significant risks and rewards of ownership of goods have been transferred to the buyer; - The Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold. Page 39 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Revenue from the sale of goods is measured at the fair value of the consideration received or receivable under the sales contract or agreement. Sales of the Group are mainly conducted by distributors. The sales are generally completed when the goods are delivered to distributors and are signed for acceptance. (2) Rendering of services Revenue is measured at the fair value of the consideration received or receivable under the contract or agreement. Where the outcome of a transaction involving the rendering of services can be estimated reliably at the balance sheet date, revenue is recognised by reference to the stage of completion based on the proportion of services performed to date to the total services to be performed. Where the outcome cannot be estimated reliably, revenues are recognised to the extent of the costs incurred that are expected to be recoverable, and an equivalent amount is charged to profit or loss as service cost; otherwise, the costs incurred are recognised in profit or loss and no service revenue is recognised. (3) Interest income Interest income is recognised on a time proportion basis with reference to the principal outstanding and the applicable effective interest rate. 23 Employee benefits (1) Short-term employee benefits Employee wages or salaries, bonuses, social security contributions such as medical insurance, work injury insurance, maternity insurance and housing fund, measured at the amount incurred or accured at the applicable benchmarks and rates, are recognised as a liability as the employee provides services, with a corresponding charge to profit or loss or included in the cost of assets where appropriate. (2) Post-employment benefits – defined contribution plans Pursuant to the relevant laws and regulations of the People’s Republic of China, the Group participated in a defined contribution basic pension insurance plan in the social insurance system established and managed by government organisations. The Group makes contributions to basic pension insurance plans based on the applicable benchmarks and rates stipulated by the government. Basic pension insurance contributions payable are recognised as a liability as the employee provides services, with a corresponding charge to profit or loss or included in the cost of assets where appropriate. Page 40 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Termination benefits When the Group terminates the employment with employees before the employment contracts expire, or provides compensation under an offer to encourage employees to accept voluntary redundancy, a provision is recognised with a corresponding expense in profit or loss at the earlier of the following dates: - When the Group cannot unilaterally withdraw the offer of termination benefits because of an employee termination plan or a curtailment proposal; - When the Group has a formal detailed restructuring plan involving the payment of termination benefits and has raised a valid expectation in those affected that it will carry out the restructuring by starting to implement that plan or announcing its main features to those affected by it. 24 Government grants Government grants are non-reciprocal transfers of monetary or non-monetary assets from the government to the Group except for capital contributions from the government in the capacity as an investor in the Group. A government grant is recognised when there is reasonable assurance that the grant will be received and that the Group will comply with the conditions attaching to the grant. If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount received or receivable. If a government grant is in the form of a transfer of a non- monetary asset, it is measured at fair value. Government grants related to assets are grants whose primary condition is that the Group qualifying for them should purchase, construct or otherwise acquire long-term assets. Government grants related to income are grants other than those related to assets. A government grant related to an asset is recognised as deferred income and amortised over the useful life of the related asset on a reasonable and systematic manner as other income or non-operating income. A grant that compensates the Company for expenses or losses to be incurred in the future is recognised as deferred income, and included in other income or non-operating income in the periods in which the expenses or losses are recognised. Or included in other income or non-operating income directly. 25 Income tax Current tax and deferred tax are recognised in profit or loss except to the extent that they relate to a business combination or items recognised directly in equity (including other comprehensive income). Current tax is the expected tax payable calculated at the applicable tax rate on taxable income for the year, plus any adjustment to tax payable in respect of previous years. At the balance sheet date, current tax assets and liabilities are offset only if the Group has a legally enforceable right to set them off and also intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Page 41 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Deferred tax assets and deferred tax liabilities arise from deductible and taxable temporary differences respectively, being the differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases, which include the deductible losses and tax credits carried forward to subsequent periods. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which deductible temporary differences can be utilised. Deferred tax is not recognised for the temporary differences arising from the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting profit nor taxable profit (or deductible loss). Deferred tax is not recognised for taxable temporary differences arising from the initial recognition of goodwill. At the balance sheet date, deferred tax is measured based on the tax consequences that would follow from the expected manner of recovery or settlement of the carrying amounts of the assets and liabilities, using tax rates enacted at the balance sheet date that are expected to be applied in the period when the asset is recovered or the liability is settled. The carrying amount of a deferred tax asset is reviewed at each balance sheet date, and is reduced to the extent that it is no longer probable that the related tax benefits will be utilised. Such reduction is reversed to the extent that it becomes probable that sufficient taxable profits will be available. At the balance sheet date, deferred tax assets and deferred tax liabilities are offset if all of the following conditions are met: - the taxable entity has a legally enforceable right to offset current tax liabilities and current tax assets; - they relate to income taxes levied by the same tax authority on either: - the same taxable entity; or - different taxable entities which intend either to settle the current tax liabilities and current tax assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or deferred tax assets are expected to be settled or recovered. 26 Operating leases and finance leases A lease is classified as either a finance lease or an operating lease. A finance lease is a lease that transfers substantially all the risks and rewards incidental to ownership of a leased asset to the lessee, irrespective of whether the legal title to the asset is eventually transferred. An operating lease is a lease other than a finance lease. (1) Operating lease charges Rental payments under operating leases are recognised as part of the cost of another related asset or as expenses on a straight-line basis over the lease term. Contingent rental payments are expensed as incurred. Page 42 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Assets leased out under operating leases Fixed assets leased out under operating leases, except for investment properties (see Note III.12), are depreciated in accordance with the Group’s depreciation policies described in Note III.13(2). Impairment losses are recognised in accordance with the accounting policy described in Note III.20. Income derived from operating leases is recognised in profit or loss using the straight-line method over the lease term. If initial direct costs incurred in respect of the assets leased out are material, the costs are initially capitalised and subsequently amortised in profit or loss over the lease term on the same basis as the lease income. Otherwise, the costs are charged to profit or loss immediately. 27 Assets held for sale The Group classified a non-current asset or disposal group as held for sale when the carrying amount of a non-current asset or disposal group will be recovered through a sale transaction rather than through continuing use,. A disposal group refers to a group of assets to be disposed of, by sale or otherwise, together as a whole in a single transaction and liabilities directly associated with those assets that will be transferred in the transaction. A non-current asset or disposal group is classified as held for sale when all the following criteria are met: - According to the customary practices of selling such asset or disposal group in similar transactions, the non-current asset or disposal group must be available for immediate sale in their present condition subject to terms that are usual and customary for sales of such assets or disposal groups; - Its sale is highly probable, that is, the Group has made a resolution on a sale plan and has obtained a firm purchase commitment. The sale is to be completed within one year. Non-current assets or disposal groups held for sale are stated at the lower of carrying amount and fair value (see Note III.21) less costs to sell (except financial assets (see Note III.9), deferred tax assets (see Note III.25) and investment properties subsequent measured at fair value (see Note III. 12) initially and subsequently. Any excess of the carrying amount over the fair value (see Note III.21) less costs to sell is recognised as an impairment loss in profit or loss. 28 Profit distributions Dividends or profit distributions proposed in the profit appropriation plan, which will be approved after the balance sheet date, are not recognised as a liability at the balance sheet date but are disclosed in the notes separately. 29 Related parties If a party has the power to control, jointly control or exercise significant influence over another party, or vice versa, or where two or more parties are subject to common control or joint control from another party, they are considered to be related parties. Related parties may be individuals or enterprises. Enterprises with which the Company is under common control only from the State and that have no other related party relationships are not regarded as related parties. Page 43 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 In addition to the related parties stated above, the Company determines related parties based on the disclosure requirements of Administrative Procedures on the Information Disclosures of Listed Companies issued by the CSRC. 30 Segment reporting The Group is principally engaged in the production and sales of wine, brandy, and sparkling wine in China, France, Spain, Chile and Australia. In accordance with the Group's internal organisation structure, management requirements and internal reporting system, the Group's operation is divided into four parts: China, Spain, France, Chile and Australia. The management periodically evaluates segment results, in order to allocate resources and evaluate performances. In 2019, over 89% of revenue, more than 98% of profit and over 92% of non-current assets derived from China / are located in China. Therefore the Group does not need to disclose additional segment report information. 31 Significant accounting estimates and judgements The preparation of the financial statements requires management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates as well as underlying assumptions and uncertainties involved are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected. (1) Significant accounting estimates Except for accounting estimates relating to depreciation and amortisation of assets such as investment properties, fixed assets, bearer biological assets and intangible assets (see Notes III. 12, 13, 16 and 17) and provision for impairment of various types of assets (see Notes V.3, 6, 7, 11, 12, 13, 14, 15 and Note XV.1 and 3). Other significant accounting estimates are as follows: (i) Note V. 17 – Recognition of deferred tax asset; (ii) Note IX. – Fair value measurements of financial instruments. 32 Changes in significant accounting policies and accounting estimates (1) Description and reasons of changes in accounting policies In 2019, the Group has adopted the following revised accounting standards issued by the MOF recently: - Accounting Standard for Business Enterprises No. 22 — Recognition and Measurement of Financial Instruments (revised), Accounting Standard for Business Enterprises No. 23 — Transfer of Financial Instruments (revised), Accounting Standard for Business Enterprises No. 22 — Hedging Accounting (revised) and Accounting Standard for Business Enterprises No. 37 — Presentation of Financial Instruments (revised) (hereinafter referred to as “new financial instrument standard”) - Notice on Revision of the 2019 Illustrative Financial Statements (Caikuai [2019] No.6) - Notice on Revision of Illustrative Consolidated Financial Statements (2019 version) (Cai Kuai [2019] No. 16). Page 44 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 - CAS No.7 – Exchange of Non-monetary Assets (Revised) (“CAS 7 (2019)”) - CAS No.12 – Debt Restructuring (Revised) (“CAS 12 (2019)”) (a) Presentation of financial statements The Group has prepared financial statements for the year ended 31 December 2019 in accordance with the financial statement format specified in Caikuai [2019] No.6 and Caikuai [2019] No.16. The Group has applied the new presentation requirements retrospectively. Affected assets and liabilities items in the consolidated and company balance sheets as at 31 December 2018: The Group Before After Adjustments adjustments adjustments Bills and accounts receivable 530,821,071 (530,821,071) - Bills receivable - 288,667,988 288,667,988 Accounts receivable - 242,153,083 242,153,083 Bills and accounts payable 713,572,881 (713,572,881) - Accounts payable - 713,572,881 713,572,881 Deferred income due within one year 15,860,254 (15,860,254) - Deferred income 70,367,039 15,860,254 86,227,293 Total 1,330,621,245 - 1,330,621,245 The Company Before After Adjustments adjustments adjustments Bills and accounts receivable 41,333,227 (41,333,227) - Bills receivable - 39,885,254 39,885,254 Accounts receivable - 1,447,973 1,447,973 Bills and accounts payable 132,704,304 (132,704,304) - Accounts payable - 132,704,304 132,704,304 Deferred income due within one year 3,433,054 (3,433,054) - Deferred income 8,910,918 3,433,054 12,343,972 Total 186,381,503 - 186,381,503 Page 45 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (b) New financial instrument standards The new financial instrument standards revise the Accounting Standard for Business Enterprises No. 22 — Recognition and Measurement of Financial Instruments , Accounting Standard for Business Enterprises No. 23 — Transfer of Financial Instruments, Accounting Standard for Business Enterprises No. 24 — Hedging and Accounting Standard for Business Enterprises No. 37 — Presentation of Financial Instruments issued by the MOF in 2006 (hereinafter referred to as “previous financial instrument standards”). The new financial instrument standards classify financial assets into three basic categories: (1) financial assets measured at amortised cost; (2) financial assets measured at FVOCI;(3) financial assets at FVTPL. The classification of financial assets under new financial instruments standards is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. New financial instruments standards cancel the previous categories of held to maturity investments, loans and receivables and available for sale financial assets under previous financial instruments standards. Under new financial instruments standards, derivatives embedded in contracts where the host is a financial asset are never separated. Instead, the hybrid financial instrument as a whole is assessed for classification. New financial instruments standards replace the “incurred loss” model in previous financial instruments standards with the ECL model. The ECL model requires an ongoing measurement of credit risk associated with a financial asset and therefore recognises ECLs earlier than under the “incurred loss” accounting model in previous financial instruments standards. Retrospective adjustments were made to classification and measurement (including impairment) of financial instruments not derecognised on the date of effectiveness of the standards (i.e. 1 January 2019) according to transition requirements of the new financial instrument standards. The Group has not yet adjusted the financial statement and recognises the difference between the previous carrying amount of financial instruments and the new carrying amount on the date of effectiveness of the standards as retained earnings or other comprehensive income at the beginning 2019. Page 46 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (i) The impact of adoption new financial instrument standards on the consolidated and company balance sheets as at 31 December 2018 after retrospective adjustments in accordance with Caikuai [2019] No.6 and Caikuai [2019] No.16 are summarised as follows: The Group 31 December 2018 1 January 2019 Adjustments Assets Current assets Bills receivable 288,667,988 - (288,667,988) Accounts receivable 242,153,083 232,099,034 (10,054,049) Receivables under financing - 288,667,988 288,667,988 Available-for-sale financial assets 467,251 - (467,251) Other non-current financial - 467,251 467,251 assets Deferred tax assets 285,436,259 287,949,771 2,513,512 The Company 31 December 2018 1 January 2019 Adjustments Assets Bills receivable 39,885,254 - (39,885,254) Receivables under financing - 39,885,254 39,885,254 (ii) Impact of classification of financial instruments The Group endorses some bank acceptance bills according to its daily capital management needs. Bank acceptance bills of the Group are managed within a business model whose objective is to collect contractual cash flows and sell the financial asset. As at 1 January 2019, the Group reclassified bank acceptance bills of its subsidiaries of RMB288,667,988 to financial assets at fair value through other comprehensive income and presented as receivables under financing. As at 31 December 2018, the carrying amount of unlisted equity investment measured at cost held by the Group was RMB467,251. As at 1 January 2019, the Group designated the equity investment as financial assets at fair value through profit or loss and presented as other non-current financial assets. Page 47 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Based on balance sheets as at 31 December 2018 after retrospective adjustments in accordance with Caikuai [2019] No.6 and Caikuai [2019] No.16, results of the classification and measurement of financial assets in accordance with the previous financial instrument standards and the new financial instrument standards are summarised as follows: The Group Previous financial instrument standards New financial instrument standards (31 December 2018) (1 January 2019) Item Type of measurement Carrying amount Item Type of measurement Carrying amount Cash at bank and on Amortised cost (loans and Cash at bank and on 1,475,700,477 Amortised cost 1,475,700,477 hand receivables) hand Measured at fair value Amortised cost (loans and Receivables under Bills receivable 288,667,988 through other 288,667,988 receivables) financing comprehensive income Amortised cost (loans and Accounts receivable 242,153,083 Accounts receivable Amortised cost 232,099,034 receivables) Amortised cost (loans and Other receivables 22,636,086 Other receivables Amortised cost 22,636,086 receivables) Measured at fair value Available-for-sale Measured at cost (equity Other non-current 467,251 through profit or loss 467,251 financial assets instrument) financial assets (standard requirements) Amortised cost (loans and Other current assets 258,676,396 Other current assets Amortised cost 258,676,396 receivables) Page 48 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The Company Previous financial instrument standards New financial instrument standards (31 December 2018) (1 January 2019) Item Type of measurement Carrying amount Item Type of measurement Carrying amount Cash at bank and on Amortised cost (loans and Cash at bank and on 624,588,809 Amortised cost 624,588,809 hand receivables) hand Measured at fair value Amortised cost (loans and Receivables under Bills receivable 39,885,254 through other 39,885,254 receivables) financing comprehensive income Amortised cost (loans and Accounts receivable 1,447,973 Accounts receivable Amortised cost 1,447,973 receivables) Amortised cost (loans and Other receivables 1,025,643,356 Other receivables Amortised cost 1,025,643,356 receivables) Amortised cost (loans and Other current assets 24,704,844 Other current assets Amortised cost 24,704,844 receivables) Page 49 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Based on balance sheets as at 31 December 2018 after retrospective adjustments in accordance with Caikuai [2019] No.6 and Caikuai [2019] No.16, adjustment of the carrying amount of the Previous financial assets to the carrying amount of the new financial assets classified and measured in accordance with the new financial instruments standards is as follows: The Group Carrying amount Carrying amount under original under new financial financial instruments Reclassification Remeasurement instruments standards (31 standards (31 December 2018) December 2019) Amortised cost Receivables Balance under previous financial instruments 242,153,083 - - - standards Re-measurement: ECL - - (10,054,049) - allowance Balance under new financial - - - 232,099,034 instruments standards Bills receivable Balance under previous financial instruments 288,667,988 - - - standards Less: transferred to FVOCI (new financial - (288,667,988) - - instrument standards) Balance under new financial - - - - instruments standards Available-for-sale financial assets Balance under previous financial instruments 467,251 - - - standards Less: transferred to FVTPL (new financial - (467,251) - - instrument standards) Balance under new financial - - - - instruments standards FVOCI Receivables under financing Balance under previous financial instruments - - - - standards Add: Transferred from bills receivable (under - 288,667,988 - - previous financial instrument standards) Balance under new financial - - - 288,667,988 instruments standards FVTPL Financial assets held for trading (including other non-current financial assets) Balance under previous financial instruments - - - - standards Add: transferred from available-for-sale financial assets (under - 467,251 - - previous financial instrument standards) Balance under new financial - - - 467,251 instruments standards Page 50 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The Company Carrying amount Balance under under new financial previous financial Reclassification Remeasurement instruments instruments standards standards (31 (31 December 2018) December 2019) Amortised cost Bills receivable Balance under previous financial instruments 39,885,254 - - - standards Less: transferred to FVOCI (new financial - (39,885,254) - - instrument standards) Balance under new financial - - - - instruments standards FVOCI Receivables under financing Balance under previous financial instruments - - - - standards Add: Transferred from bills receivable (under - 39,885,254 - - previous financial instrument standards) 按新金融工具准则列示的余额 - - - 39,885,254 (iii) Impacts of adoption of ECL measurement The Group applies the new ECL model to the following items: - financial assets measured at amortised cost; - financial investments at fair value through other comprehensive income. The new ECL model do not apply to investments in equity instruments. Based on balance sheets as at 31 December 2018 after retrospective adjustments in accordance with Caikuai [2019] No.6 and Caikuai [2019] No.16, adjustment of the closing amount of the previous financial instrument provision for impairments to the new provision for impairments classified and measured in accordance with the new financial instrument standards is as follows: The Group Provision for losses under previous financial Loss allowance instrument standards / under new financial Estimated liabilities Type of measurement Reclassification Remeasurement instruments recognised in standards accordance with (1 January 2019) contingency standard (31 December 2018) Loans and receivables (previous financial instrument standards) / financial assets measured at amortised cost (new financial instrument standards) Accounts receivable - - 10,054,049 10,054,049 Total - - 10,054,049 10,054,049 Page 51 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (c) CAS 7 (2019) The CAS 7 (2019) specifies the applicability of standard for exchange of non-monetary assets and clarifies the accounting treatment for the situation in which the recognising timing of assets received is inconsistent with the derecognising timing of assets given up. The standard also revises the measurement principle for several assets to be received or given up at the same time during exchange of non-monetary assets at fair value. Additionally, the standard includes disclosure requirements on whether the exchange of non-monetary assets has commercial substance and the reasons behind this determination. The effective date of CAS 7 (2019) is 10 June 2019. Exchanges of non-monetary assets that occurred between 1 January 2019 and the effective date shall be adjusted according to CAS 7 (2019). Retrospective adjustment is not required for exchanges of non-monetary assets prior to 1 January 2019. The adoption of the Standard did not have any material impact on the financial position and financial performance of the Group. (d) CAS 12 (2019) CAS 12 (2019) modifies the definition of debt restructuring to specify the scope of this standard, as well as the application of relevant financial instruments standards with respect to the recognition, measurement and presentation of financial instruments involved in debt restructuring. For debt restructuring in which a debt is settled by the transfer of assets, CAS 12 (2019) modifies the principle of measurement for initial recognition of non-financial assets received by the creditor, and gains or losses of the debtor from debt restructuring are recognised without distinguishing whether they are gains or losses from asset transfer or debt restructuring. For debt restructuring in which a debt is settled by the issuance of equity instruments to the creditor, CAS 12 (2019) revises the principle of measurement for initial recognition of its share of equity by the creditor, and provides more guidance on the principle of measurement for initial recognition of equity instruments by the debtor. The effective date of CAS 12 (2019) is 17 June 2019. Debt restructuring that occurred between 1 January 2019 and the effective date shall be adjusted according to CAS 12 (2019). Retrospective adjustment is not required for debt restructuring prior to 1 January 2019. The adoption of the Standard did not have any material impact on the financial position and financial performance of the Group. Page 52 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 IV. Taxation 1 Main types of taxes and corresponding tax rates Tax type Tax basis Tax rate Output VAT is calculated on 13%, 9%, 6% (China, after 1 April product sales and taxable 2019), 16%, 10%, 6% (China, 1 May Value-added tax services revenue. The basis for 2018 to 31 March 2019), 17%, 13%, (VAT) VAT payable is to deduct input 6% (China, before 1 May 2018), 20% VAT from the output VAT for the (France), 21% (Spain), 19% (Chile) period and 10% (Australia) 10% of the price, 20% of the price and Consumption tax Based on taxable revenue RMB1,000 each ton (China) Urban maintenance and Based on VAT paid 7% (China) construction tax Corporate 25% (China), 28% (France), 28% Based on taxable profits income tax (Spain), 27% (Chile), 30% (Australia) Other than tax incentives stated in Note IV. 2, applicable tax rates of the Group in 2019 and 2018 are all stated as above. 2 Tax preferential treatments Ningxia Changyu Grape Growing Co., Ltd.("Ningxia Growing"), a subsidiary of the Group, whose principal activity is grape growing is incorporated in Ningxia Huizu Autonomous Region. According to clause 27 of the Corporate Income Tax Law of the People’s Republic of China and clause 86 of the Implementation Rules of Enterprise Income Tax Law of the People’s Republic of China, Ningxia Growing enjoys an exemption of corporate income tax. Yantai Changyu Grape Growing Co., Ltd.(" Grape Growing "), a branch of the Company, whose principal activity is grape growing is incorporated in Zhifu District, Yantai City, Shandong Province. According to clause 27 of the Corporate Income Tax Law of the People’s Republic of China and clause 86 of the Implementation Rules of Enterprise Income Tax Law of the People’s Republic of China, Grape Growing enjoys an exemption of corporate income tax. Beijing Changyu AFIP Agriculture Development Co., Ltd ("Agriculture Development"), a subsidiary of the Group, whose principal activity is grape growing is incorporated in Miyun, Beijing. According to clause 27 of the Corporate Income Tax Law of the People’s Republic of China and clause 86 of the Implementation Rules of Enterprise Income Tax Law of the People’s Republic of China, Agriculture Development enjoys an exemption of corporate income tax. Page 53 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Xinjiang Tianzhu Wine Co., Ltd. ("Xinjiang Tianzhu"), a subsidiary of the Company, is an enterprise of wine production and sales incorporated in Shihezi city, Xinjiang Weizu Autonomous. In accordance with the Notice on Tax Policy Issues concerning Further Implementation of the Western China Development Strategy (Cai Shui [2011] No.58), Xinjiang Tianzhu is qualified to enjoy preferential taxation policies, which means it can pay corporate income tax at a preferential rate of 15% for the period from 2015 to 2020. Xinjiang Chateau Changyu Baron Balboa Co., Ltd. ("Chateau Shihezi"), a subsidiary of the Company, is an enterprise of wine production and sales incorporated in Shihezi city, Xinjiang Weizu Autonomous. In accordance with the Notice on Tax Policy Issues concerning Further Implementation of the Western China Development Strategy (Cai Shui [2011] No.58), Shihezi Chateau is qualified to enjoy preferential taxation policies, which means it can pay corporate income tax at a preferential rate of 15% for the period from 2015 to 2020. V. Notes to the consolidated financial statements 1 Cash at bank and on hand Item 2019 2018 Cash on hand 59,975 114,335 Bank deposits 1,474,489,177 1,382,399,749 Other monetary funds 91,234,828 93,186,393 Total 1,565,783,980 1,475,700,477 Including: Total overseas deposits 42,752,630 22,664,704 As at 31 December 2019, the balance of restricted cash of the Group is as follows: Item 2019 2018 House maintenance funds 2,647,877 2,611,350 As at 31 December 2019, the Group's other monetary assets is as follows: Item 2019 2018 Yantai Changyu Pioneer Wine Company Limited Research and Development Co., Ltd. ("R&D 46,100,000 46,100,000 Centre") pledged deposit for long-term payables Deposits for letters of credit 44,540,850 44,540,850 Alipay account balance 583,978 2,483,816 Deposit for Company cards - 51,727 Deposit for ICBC platform 10,000 10,000 Total 91,234,828 93,186,393 As at 31 December 2019, the Group's term deposits with previous maturity of more than three months is RMB106,128,600 with interest rate 1.10%-2.75% (31 December 2018: RMB173,042,400). Page 54 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 2 Bills receivable Classification of bills receivable Item 31 December 2019 31 December 2018 Bank acceptance bills - 288,667,988 Total - 288,667,988 3 Accounts receivable (1) Accounts receivable by customer type are as follows: Type 31 December 2019 1 January 2019 31 December 2018 Amounts due from related parties 5,902,871 4,696,685 4,696,685 Amounts due from other 277,619,657 237,456,398 237,456,398 customers Sub-total 283,522,528 242,153,083 242,153,083 Less: Provision for bad and (17,304,375) (10,054,049) - doubtful debts Total 266,218,153 232,099,034 242,153,083 As at 31 December 2019, ownership restricted accounts receivable is RMB54,663,422 (31 December 2018: RMB52,015,032), referring to Note V. 50. (2) The ageing analysis of accounts receivable is as follows: Ageing 2019 2018 Within 1 year (inclusive) 275,693,658 240,312,773 Over 1 year but within 2 years (inclusive) 7,354,262 1,566,622 Over 2 years but within 3 years (inclusive) 308,950 273,688 Over 3 years 165,658 - Sub-total 283,522,528 242,153,083 Less: Provision for bad and doubtful debts (17,304,375) - Total 266,218,153 242,153,083 The ageing is counted starting from the date when accounts receivable are recognised. Page 55 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Accounts receivable by provisioning method (a) Assessment of ECLs on accounts receivable in 2019: At all times the Group measures the impairment loss for accounts receivable at an amount equal to lifetime ECLs, and the ECLs are based on the number of overdue days and the loss given default. According to the historical experience of the Group, there are no significant differences in the losses of different customer groups. Therefore, different customer groups are not further distinguished when calculating impairment loss based on the overdue information. Carrying amount at Impairment loss at the Loss given default the end of the year end of the year Current 0.5% 212,429,920 1,039,698 Overdue for 1 to 30 days 3.4% 30,728,775 1,047,549 Overdue for 31 to 60 days 7.1% 11,523,509 814,636 Overdue for 61 to 90 days 12.1% 5,764,703 700,190 Overdue for 91 to 120 17.4% 1,590,671 276,279 days Overdue for 121 to 150 22.4% 2,311,625 517,066 days Overdue for 151 to 180 28.5% 661,492 188,571 days Overdue for 181 to 210 33.3% 2,583,362 861,027 days Overdue for 211 to 240 39.4% 6,296,727 2,478,756 days Overdue for 241 to 270 72.9% 588,355 428,627 days Overdue for 271 to 300 87.8% 583,701 512,581 days Overdue for 331 to 330 97.3% 753,239 732,946 days Overdue for 330 to 360 100.0% 1,491,202 1,491,202 days Overdue for 360 days 100.0% 6,215,247 6,215,247 Total 6.1% 283,522,528 17,304,375 The loss given default is measured based on the actual credit loss experience in the past 12 months, and is adjusted taking into consideration the differences among the economic conditions during the historical data collection period, the current economic conditions and the economic conditions during the expected lifetime. (b) Impairment of account receivables in 2018 Under previous financial instruments standards, provision for impairments is mde when there is objective evidence of impairment. Page 56 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (4) Movements of provisions for bad and doubtful debts: 2019 2018 Balance under the previous financial instruments - - standards Adjustment on initial application of the new financial (10,054,049) - instruments standards Balance at the beginning of the year after (10,054,049) - adjustment Charge for the year (7,304,777) - Written-off during the year 54,451 - Balance at the end of the year (17,304,375) - (5) Five largest accounts receivable by debtor at the end of the year: Ending Percentage of balance of Relationship Balance at the Name Ageing ending balance provision for with the Group end of the year of others (%) bad and doubtful debts Within THE CO-OP FOOD GROUP Third party 14,953,492 5.6% 817,989 1 year Lianhua Supermarket Within Third party 13,988,131 5.3% 636,038 Holdings Co., Ltd. 1 year NGS Supermarket (Group) Within Third party 9,278,350 3.3% 1,916,366 Co., Ltd. 1 year Within Jiajiayue Group Co., Ltd. Third party 8,437,439 3.0% 45,468 1 year Within MARKS AND SPENCER Third party 7,427,424 2.6% 406,296 1 year Total 54,084,836 19.2% 3,822,157 4 Receivables under financing Item Note 2019 2018 Bills receivable (1) 316,470,229 - (1) The pledged bills receivable of the Group at the end of the year As at 31 December 2018, there was no pledged bills receivable (31 December 2018: Nil). (2) Outstanding endorsed bills that have not matured at the end of the year Amount derecognised at Item year end Bank acceptance bills 265,759,455 Total 265,759,455 Page 57 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 As at 31 December 2019, bills endorsed by the Group to other parties which are not yet due at the end of the period is RMB265,759,455 (31 December 2018: RMB182,829,674). The notes are used for payment to suppliers and constructions. The Group believes that due to good reputation of bank, the risk of notes not accepting by bank on maturity is very low, therefore derecognise the note receivables endorsed. If the bank is unable to pay the notes on maturity, according to the relevant laws and regulations of China, the Group would undertake limited liability for the notes. 5 Prepayments (1) Prepayments by category: Item 2019 2018 Prepayments 66,807,537 4,219,949 Other prepayments 900,000 - Total 67,707,537 4,219,949 (2) The ageing analysis of prepayments is as follows: 2019 2018 Ageing Percentage Percentage Amount Amount (%) (%) Within 1 year (inclusive) 67,441,713 100% 4,219,949 100% Over 1 year but within 2 years 265,824 - - - (inclusive) Total 67,707,537 100% 4,219,949 100% The ageing is counted starting from the date when prepayments are recognised. (3) Five largest prepayments by debtor at the end of the year: Ending Percentage of balance of Nature of the Balance at the Name Ageing ending balance of provision for receivable end of the year others (%) bad and doubtful debts Beijing Aod Investment Group Co., Prepayment Within 1 49,396,000 73.0% - Ltd. s year Prepayment Within 1 Xinjiang Yuyuan Wine Co., Ltd. 11,749,019 17.3% - s year Prepaid State Grid Shandong Electronic Within 1 electricity 1,229,571 1.8% - Power Yantai Company year fees Yantai Mingyuan Refrigeration and Prepayment Within 1 Air-conditioning Equipment Co., s for the 600,000 0.9% - year Ltd. equipment Prepayment Yantai Huibao Artware Within 1 s for the 533,855 0.8% - Manufacturing Co., Ltd. year equipment Total 63,508,445 93.8% - Page 58 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 6 Other receivables Note 31 December 2019 31 December 2018 Interest receivable (1) 148,927 1,332,681 Others (2) 24,097,885 21,303,405 Total 24,246,812 22,636,086 (1) Interest receivable (a) Interest receivable by category: Item 31 December 2019 31 December 2018 Interest receivable on bank deposits 148,927 1,332,681 (b) Significant overdue interest: As at 31 December 2019, there was no overdue interest receivable (31 December 2018: Nil). (2) Others (a) Others by customer type: Customer type 31 December 2019 31 December 2018 Amounts due from related parties 813,440 813,440 Amounts due from other companies 23,284,445 20,489,965 Sub-total 24,097,885 21,303,405 Less: Provision for bad and doubtful debts - - Total 24,097,885 21,303,405 Page 59 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (b) The ageing analysis is as follows: Ageing 2019 2018 Within 1 year (inclusive) 16,052,916 11,293,908 Over 1 year but within 2 years (inclusive) 940,668 6,693,702 Over 2 years but within 3 years (inclusive) 6,547,178 1,922,998 Over 3 years 557,123 1,392,797 Sub-total 24,097,885 21,303,405 Less: Provision for bad and doubtful debts - - Total 24,097,885 21,303,405 The ageing is counted starting from the date when other receivables are recognised. [(c) Movements of provisions for bad and doubtful debts As at 31 December 2019, no bad and doubtful debt provision was made for other receivables (31 December 2018: Nil). As at 31 December 2019, the Group has no other receivables written off (31 December 2018: Nil). (d) Others categorised by nature Nature of other receivables Note 2019 2018 Deposit 9,812,027 10,453,624 Refund of consumption tax and 8,937,164 6,273,882 VAT Petty cash receivable 1,741,147 2,274,038 Others 3,607,547 2,301,861 Sub-total 24,097,885 21,303,405 Less: Provision for bad and - - doubtful debts Total 24,097,885 21,303,405 (a) Five largest others-by debtor at the end of the year Percentage of Ending balance of Nature of the Balance at the Name Ageing ending balance of provision for bad receivable end of the year others (%) and doubtful debts Within 1 Sercicio de Impuestos Internos Refund of VAT 7,710,362 32.0% - year Finance Bureau of Yantai Economic Over 2 and Technological Development Deposits 5,262,324 21.8% - years Area Yantai Economic and Technological Construction Over 2 Development Zone Construction 1,143,500 4.7% - deposit years Industry Federation Lease Within 1 Yantai Shenma Packaging Co., Ltd. 813,440 3.4% - receivables year Yantai Municipal Tax Service, State Within 1 Refund of VAT 736,946 3.1% - Taxation Administration year Total 15,666,572 65.0% - Page 60 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 7 Inventories (1) Inventories by category: 2019 2018 Provision for Provision for Item Book value impairment of Carrying amount Book value impairment of Carrying amount inventories inventories Raw materials 71,681,418 - 71,681,418 67,267,035 - 67,267,035 Work in progress 2,102,781,536 - 2,102,781,536 1,787,819,923 - 1,787,819,923 Finished goods 718,127,090 (20,179,637) 697,947,453 894,187,725 (24,683,226) 869,504,499 Total 2,892,590,044 (20,179,637) 2,872,410,407 2,749,274,683 (24,683,226) 2,724,591,457 (2) Provision for impairment of inventories: Increase during Decrease during Item Opening balance the year the year Closing balance Recognised Reversal Finished goods 24,683,226 20,179,637 (24,683,226) 20,179,637 8 Other current assets Item 2019 2018 Prepaid income taxes 16,854,091 24,077,323 Input tax to be credited 248,975,183 233,087,707 Prepaid rent 1,595,664 1,511,366 Total 267,424,938 258,676,396 9 Long-term equity investments (1) Long-term equity investments by category: Item 2019 2018 Investments in joint ventures 43,981,130 - Less: Provision for impairment - - Total 43,981,130 - Page 61 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Movements of long-term equity investments during the year are as follows: 2018 Movements during the year Balance at the Losses from 2019 Shareholding Investee beginning of the Increase in capital investments under Closing balance percentage year equity-method Joint ventures SAS L&M Holdings (“L&M Holdings”) - 45,102,058 (1,120,928) 43,981,130 55% Total - 45,102,058 (1,120,928) 43,981,130 On 22 February 2019, Francs Champs Participations SAS (“Francs Champs”), a subsidiary of the Group, signed the Cooperation Agreement with SC Garri du Gai to establish L&M Holdings, a joint venture. Francs Champs contributed 100% of the equity of its subsidiary, Societe Civile Argricole Du Chateau De Mirefleurs (“Mirefleurs”), with a fair value of RMB45,102,058, accounting for 55% of the shares of L&M Holdings. As per the Agreement and the Articles of Association, L&M Holdings is jointly controlled by shareholders of both parties. Page 62 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 10 Investment properties Buildings and plants Cost Balance as at 31 December 2018 and 31 December 2019 70,954,045 Accumulated depreciation 31 December 2018 (39,381,556) Charge for the year (1,857,903) 31 December 2019 (41,239,459) Carrying amount Carrying amount at 31 December 2019 29,714,586 Carrying amount at 31 December 2018 31,572,489 11 Fixed assets (1) Fixed assets Machinery & Item Plant & buildings Motor vehicles Total equipment Cost 31 December 2018 4,761,426,425 2,665,798,814 26,580,639 7,453,805,878 Additions during the year - Purchases 14,592,625 114,964,123 2,963,537 132,520,285 - Transfers from 335,319,537 8,856,929 - 344,176,466 construction in progress Disposals or written-offs (6,035,224) (59,313,825) (2,874,020) (68,223,069) during the year Disposal of subsidiaries (11,674,567) - - (11,674,567) 31 December 2019 5,093,628,796 2,730,306,041 26,670,156 7,850,604,993 Accumulated depreciation 31 December 2018 (621,266,769) (1,062,064,237) (20,743,205) (1,704,074,211) Charge for the year (143,711,571) (156,813,823) (2,260,577) (302,785,971) Disposals or written-offs 5,930,965 55,080,117 2,859,001 63,870,083 during the year Disposal of subsidiaries 3,932,031 - - 3,932,031 31 December 2019 (755,115,344) (1,163,797,943) (20,144,781) (1,939,058,068) Provision for impairment 31 December 2018 - - - - Charge for the year - (17,478,027) - (17,478,027) 31 December 2019 - (17,478,027) - (17,478,027) Carrying amount 31 December 2019 4,338,513,452 1,549,030,071 6,525,375 5,894,068,898 31 December 2018 4,140,159,656 1,603,734,577 5,837,434 5,749,731,667 Page 63 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 As at 31 December 2019, ownership restricted net value of fixed assets is RMB344,670,852 (31 December 2018: RMB412,006,421), referring to Note V. 50. (2) Temporarily idle fixed assets Accumulated Provision for Item Cost Carrying amount depreciation impairment Buildings 47,821,026 (14,796,008) - 33,025,018 Machinery equipment 73,592,531 (52,434,878) (17,478,027) 3,679,626 Other equipment 3,344,518 (3,173,906) - 170,612 Total 124,758,075 (70,404,792) (17,478,027) 36,875,256 (3) Fixed assets leased out under operating leases Carrying amount at Item the end of the year RMB Machinery equipment 102,608 Total 102,608 (4) Fixed assets pending certificates of ownership Reason why the Item Carrying amount certificates are pending Industry Production Centre of R&D Centre 1,761,265,190 Processing Dormitories, main building and reception 287,560,490 Processing building of Changan Chateau European town, main building and service 181,809,121 Processing building of Chateau Beijing Main building of Chateau Tinlot of Yantai 79,992,032 Processing Changyu Fermentation shop and warehouse of Xinjiang 17,124,481 Processing Tianzhu Office and packaging shop of Golden Icewine 8,890,557 Processing Valley Fermentation shop of Zhangyu (Jingyang) 3,862,118 Processing Office, experiment building and workshop of 3,484,107 Processing Fermentation Centre Finished goods warehouse and workshop of 2,306,172 Processing Kylin Packaging Office of Sales Company 981,632 Processing The buildings without property certificate above have no significant impact on the Group's management. Page 64 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 12 Construction in progress (1) Construction in progress 2019 2018 Project Provision for Provision for Book value Carrying amount Book value Carrying amount impairment impairment R&D Centre ("Changyu Wine Complex") 485,017,326 - 485,017,326 608,553,618 - 608,553,618 Project Ningxia Chateau 46,448,561 - 46,448,561 47,163,862 - 47,163,862 Construction Project Sales Company 6,313,962 - 6,313,962 17,985,881 - 17,985,881 Construction Project Changan Chateau 4,052,839 - 4,052,839 39,793,898 - 39,793,898 Construction Project Shihezi Chateau 877,348 - 877,348 23,664,126 - 23,664,126 Construction Project Other Companies’ 24,768,797 - 24,768,797 22,135,206 - 22,135,206 Construction Project Total 567,478,833 - 567,478,833 759,296,591 - 759,296,591 Page 65 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Movements of major construction projects in progress during the year Attributable to: Transfers to long- Percentage of Accumulated Interest rate for Additions during Transfers to fixed Interest Item Budget Opening balance term deferred Closing balance actual cost to capitalised capitalisation in Sources of funding the year assets capitalised for the expenses budget (%) interest 2019 (%) year Loans from Changyu Wine 1.2% and financial 4,505,780,000 608,553,618 150,740,457 (268,583,246) (5,693,503) 485,017,326 77.6% 15,413,102 1,141,265 Complex 4.3% institutions and self-raised Ningxia Chateau Construction 414,150,000 47,163,862 306,115 (1,021,416) - 46,448,561 102.2% - - - Self-raised Project Changan Chateau Construction 620,740,000 39,793,898 10,349,914 (44,440,973) (1,650,000) 4,052,839 110.4% - - - Self-raised Project Shihezi Chateau Construction 780,000,000 23,664,126 905,888 (276,666) (23,416,000) 877,348 96.4% - - - Self-raised Project Sales Company Construction 161,350,000 17,985,881 4,236,485 (15,908,404) - 6,313,962 100.3% - - - Self-raised Project Page 66 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 13. Bearer biological assets Bearer biological assets are vines, which measured in cost method. Immature biological Mature biological Item Total assets assets Original book value 31 December 2018 13,837,608 235,246,042 249,083,650 Additions during the year - Increase in cultivated 7,824,116 - 7,824,116 - Transferred to mature (8,832,902) 8,832,902 - Disposals during the year - (3,560,972) (3,560,972) 31 December 2019 12,828,822 240,517,972 253,346,794 Accumulated amortisation 31 December 2018 - (39,817,277) (39,817,277) Charge for the year - (12,722,828) (12,722,828) Disposals during the year - 1,618,597 1,618,597 31 December 2019 - (50,921,508) (50,921,508) Carrying amount 31 December 2019 12,828,822 189,596,464 202,425,286 31 December 2018 13,837,608 195,428,765 209,266,373 As at 31 December 2019, there is no biological asset with ownership restricted (31 December 2018: Nil). As at 31 December 2019, no provision for impairment of biological asset of the Group was recognised as there is no any indication exists (31 December 2018: Nil). Page 67 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 14 Intangible assets Intangible assets Item Land use rights Software licenses Trademarks Total Original book value 31 December 2018 528,252,911 75,822,057 170,068,735 774,143,703 Additions during the year - Purchase 3,502,791 12,436,424 704,531 16,643,746 31 December 2019 531,755,702 88,258,481 170,773,266 790,787,449 Accumulated amortisation 31 December 2018 (78,070,910) (26,722,815) (13,876,519) (118,670,244) Additions during the year - Charge for the year (11,262,596) (8,442,975) (465,279) (20,170,850) Decrease during the year - - - - 31 December 2019 (89,333,506) (35,165,790) (14,341,798) (138,841,094) Carrying amount 31 December 2019 442,422,196 53,092,691 156,431,468 651,946,355 31 December 2018 450,182,001 49,099,242 156,192,216 655,473,459 As at 31 December 2019, the Group has land use right with infinite useful lives of RMB30,589,474 ( 31 December 2018: RMB30,881,409), representing the freehold land held by Chile Indomita Wine Group and Australia Kilikanoon Estate under relevant Chile and Australia laws, on which the amortisation is not required. As at 31 December 2019, the Group has trademark with infinite useful lives of RMB154,674,985 (31 December 2018: RMB154,150,933), which is held by Chile Indomita Wine Group and Australia Kilikanoon Estate. The recoverable amount of the trademark is determined according to the present value of the expected future cash flows generated from the asset group to which the single assets of trademark right belongs. The management prepares the cash flow projection for future 5 years (the "projecting period") based on the latest financial budget assumption, and estimates the cash flows after the future 5 years (the "subsequent period"). The pretax discount rates used in the cash flow projections are 11.6% and 12.8%, respectively. A key assumption in the estimate of future cash flows is the revenue growth rate in the projecting period. Such revenue growth rate is determined based on the industry and the expected growth rate of Chile Indomita Wine Group and Australia Kilikanoon Estate. The Group recognises the trademark with infinite useful lives as intangible assets, the impairment assessment of which is made at the end of each reporting year. The management believes that any reasonable change of the above assumptions will not result in the total book value of the asset group to which the single assets of trademark right belongs exceeding its recoverable amount. According to the result of impairment assessment, by the end of 31 December 2019, the management believes there is no impairment loss on those trademarks with infinite useful lives of the Group. Page 68 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 As at 31 December 2019, ownership restricted net value of intangible assets is RMB212,495,435 (31 December 2018: RMB218,070,414), referring to Note V. 50. 15 Goodwill (1) Changes in goodwill Name of investee or events from which Additions during the Disposals during Note 31 December 2018 31 December 2019 goodwill arose year the year Original book value Etablissements Roullet Fransac (a) 13,112,525 - - 13,112,525 (“Roullet Fransac”) Dicot Partners, S.L (“Dicot”) (a) 92,391,901 - - 92,391,901 Societe Civile Argricole Du Chateau (b) 15,761,440 - (15,761,440) - De Mirefleurs (“Mirefleurs”) Chile Indomita Wine Group (a) 6,870,115 - - 6,870,115 Australia Kilikanoon Estate (a) 37,063,130 - - 37,063,130 Sub-total 165,199,111 - (15,761,440) 149,437,671 Impairment provision - (7,578,478) - (7,578,478) Carrying amount 165,199,111 (7,578,478) (15,761,440) 141,859,193 (a) The Group acquired Fransac Sales, Dicot and Mirefleurs and Chile Indomita Wine Group in December 2013, September 2015 January 2016 and July 2017 respectively, resulting in respective goodwill amounting to RMB 13,112,525, RMB 92,391,901, RMB 15,761,440 and RMB 6,870,115. The Group acquired Australia Kilikanoon Estate in January 2018, resulting goodwill amounting to RMB 37,063,130, which have been allocated to corresponding asset groups for impairment testing. (b) On 22 February 2019, Francs Champs, a subsidiary of the Group, signed the Cooperation Agreement with SC Garri du Gai to contribute 100% of the equity of Mirefleurs to establish L&M Holdings, a joint venture. The Group lost control of Mirefleurs this year, and the goodwill decreased by RMB15,761,440 accordingly. (2) Provision for impairment of goodwill The Group has allocated the above goodwill to relevant asset groups for impairment testing. The recoverable amount of the asset group is determined according to the present value of the expected future cash flows. The management prepares the cash flow projection for future 5 years (the "projecting period") based on the latest financial budget assumption, and estimates the cash flows after the future 5 years (the "subsequent period"). The pretax discount rate used in calculating the recoverable amounts of Fransac Sales, Dicot, Mirefleurs, Indomita Wine and Australia Kilikanoon Estate are 14.2%, 11.4%, 11.6% and 12.8%, respectively (2018: 16.6%, 12.4%, 16.6 %, 12.3% and 13.1%). The key assumption is the growth rate of annual revenue growth rate of relevant subsidiaries, which is computed based on the expected growth rate of each subsidiary and long-term average growth rates of relevant industries. Other relevant key assumption is budget gross profit margin, which is determined based on the historical performance of each subsidiary and its expectations for market development. According to the results of the impairment test, the Group found that the recoverable amount of the asset group including goodwill of Australia Kilikanoon Estate is lower than its book value. Therefore, on 31 December 2019, the provision for impairment of goodwill was RMB7,578,478. The impairment loss was recognised in asset impairment loss. Page 69 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 16 Long-term deferred expenses Additions during the Amortisation for the Item 31 December 2018 Other decreases 31 December 2019 year year Land lease 54,217,763 753,161 (1,472,473) (1,369,037) 52,129,414 prepayment Land requisition fee 43,427,739 - (1,967,479) - 41,460,260 Greening fee 141,224,472 13,983,448 (9,255,420) - 145,952,500 Leasehold 775,647 33,568,156 (1,354,917) - 32,988,886 improvement Others 4,994,795 1,075,628 (1,006,075) - 5,064,348 Total 244,640,416 49,380,393 (15,056,364) (1,369,037) 277,595,408 17 Deferred tax assets and deferred tax liabilities (1) Deferred tax assets and liabilities 31 December 2019 1 January 2019 31 December 2018 Deductible or Deductible or Deductible or Item Deferred tax Deferred tax Deferred tax taxable taxable taxable assets / assets / assets / temporary temporary temporary (liabilities) (liabilities) (liabilities) differences differences differences Deferred tax assets: Provision for impairment of 54,771,519 13,692,880 34,737,276 8,684,319 24,683,226 6,170,807 assets Unrealised profits of intra-group 479,898,175 119,974,545 602,476,583 150,619,145 602,476,583 150,619,145 transactions Unpaid bonus 184,674,946 46,168,736 141,808,257 35,485,814 141,808,257 35,485,814 Termination 24,833,512 6,208,378 26,186,243 6,546,561 26,186,243 6,546,561 benefits Deductible tax 247,147,752 63,459,305 262,937,999 67,566,387 262,937,999 67,566,387 losses Deferred income 70,643,437 15,422,659 86,227,293 18,868,963 86,227,293 18,868,963 Assets assessment - - 661,415 178,582 661,415 178,582 impairment Sub-total 1,061,969,341 264,926,503 1,155,035,066 287,949,771 1,144,981,016 285,436,259 Deferred tax liabilities: Revaluation due to business combinations (51,829,561) (14,691,424) (81,338,130) (22,010,647) (81,338,130) (22,010,647) involving entities not under common control (2) Details of unrecognised deferred tax assets Item 2019 2018 Deductible tax losses 132,081,819 171,430,831 Page 70 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Expiration of deductible tax losses for unrecognised deferred tax assets Year 2019 2018 2019 - 7,311,273 2020 5,718,454 45,960,766 2021 36,741,465 82,685,213 2022 26,609,674 14,362,787 2023 31,350,376 21,110,792 2024 31,661,850 - Total 132,081,819 171,430,831 18 Other non-current assets Item 2019 2018 Royalty 193,674,320 - Pursuant to a royalty agreement dated 18 May 1997, starting from 18 September 1997, the Company may use certain trademarks of Changyu Group Company, which have been registered with the PRC Trademark Office. An annual royalty fee at 2% of the Group's annual sales is payable to Changyu Group. The license is effective until the expiry of the registration of the trademarks. According to the above royalty agreement, Changyu Group collected a total of RMB576,507,809 for royalty from 2013 to 2019, of which 51% was used to promote trademarks such as Changyu and the product of this contract, totalling RMB294,018,093. The amount is used for promotion of Changyu and other trademarks and the products of this contract, totalling RMB62,250,368, the difference is RMB231,768,615. On 18 May 2019, the general meeting of shareholders approved the proposal of the amendment to the royalty agreement. Article 6.1 of the royalty agreement with Changyu Group was amended to: During the validity period of this contract, the Group pays Changyu Group royalty on an annual basis. The royalty is calculated based on 0.98% of the sales volume of the Group ’s contract products using this trademark. The article is amended to: The royalty paid to the Changyu Group by the Group shall not be used to promote this trademark and the contract products. Changyu Group promised to offset the difference of RMB231,768,615 above with the royalty for four years, i.e. from 2019 to 2022.If it is not sufficient for deduction, the rest will be repaid in a one-off manner in 2023. If there is surplus, the surplus part of the royalty will be charged from the year when the surplus occurs. As the amount is a long-term prerpayment, the Company recognises the amount as other non-current assets and meanwhile offset the sales fee, i.e. royalty. As at 31 December 2019, the Group's royalty in 2019 was RMB38,094,295. When the difference is deducted by the above-mentioned amount, the balance of royalty due from Changyu Group was RMB193,674,320. Page 71 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 19 Short-term loans Short-term loans by category: Item 2019 2018 Unsecured loans 661,067,617 605,202,708 Mortgaged loans 82,568,222 79,467,832 Guaranteed loans 10,677,905 3,331,870 Total 754,313,744 688,002,410 As at 31 December 2019, details of short-term borrowings were as follows: Interest rate at Exchange Nature of Amount Amount Interest rate the rate interest rate end of the year RMB % % 1-year Credit loans (RMB) 150,000,000 1.0000 150,000,000 Floating 4.35% LPR+0.04% Annual benchmark Credit loans (RMB) 400,000,000 1.0000 400,000,000 Floating 4.35% interest rate (%) Credit loans (EUR) 6,632,932 7.8155 51,839,679 Fixed 0.85%-2.0% 0.85%-2.0% Credit loans (USD) 8,490,000 6.9762 59,227,938 Fixed 2.81%-4.90% 2.81%-4.90% Mortgaged loans 6,994,232 7.8155 54,663,422 Fixed 0.35%-2.86% 0.35%-2.86% (EUR) Mortgaged loans 4,000,000 6.9762 27,904,800 Fixed 2.86% 2.86% (USD) Guaranteed loans 2,186,169 4.8843 10,677,905 Fixed 3% 3% (AUD) 754,313,744 As at 31 December 2019, mortgaged loans were Hacienda y Viedos Marques del Atrio, S.L.U (" Atrio ") factoring of accounts receivable from banks including Banco de Sabadell, S.A. of EUR6,994,232 (equivalent of RMB54,663,422) (31 December 2018: RMB52,015,032). Mortgaged loans were Indomita Wine mortgaged USD4,000,000 (equivalent of RMB27,904,800) of its fixed assets to BBVA (31 December 2018: RMB27,452,800). Australia Kilikanoon Estate has guaranteed loans of AUD2,186,169 (equivalent of RMB10,677,905) (31 December 2018: RMB3,331,870). Page 72 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 20 Accounts payable Ageing 2019 2018 Within 1 year (inclusive) 564,803,430 710,208,269 Over 1 year but within 2 years (inclusive) 2,255,083 3,091,659 Over 2 years but within 3 years (inclusive) 3,007,686 121,598 Over 3 years 186,413 151,355 Total 570,252,612 713,572,881 There is no significant account payable with ageing of more than one year. 21 Advance payments received Details of advances from customers are as follows: Item 2019 2018 Advances from customers 120,609,499 226,075,244 There is no significant advances from customers with ageing of more than one year: 22 Employee benefits payable (1) Employee benefits payable: Additions during the Decrease during the Note 31 December 2018 31 December 2019 year year Short-term employee (2) 185,893,109 530,648,082 (507,651,734) 208,889,457 benefits Post-employment benefits - defined contribution (3) 224,865 56,303,607 (55,792,325) 736,147 plans Termination benefits 26,186,243 12,542,984 (13,895,715) 24,833,512 Total 212,304,217 599,494,673 (577,339,774) 234,459,116 Page 73 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Short-term employee benefits Additions during the Decrease during the 31 December 2018 31 December 2019 year year Salaries, bonuses, 187,685,990 481,363,315 (457,031,510) 212,017,795 allowances Staff welfare 3,014,288 13,807,921 (14,820,620) 2,001,589 Social insurance 461,095 20,088,329 (19,981,978) 567,446 Medical insurance 460,440 17,829,589 (17,722,583) 567,446 Work-related injury 655 1,131,235 (1,131,890) - insurance Maternity insurance - 1,127,505 (1,127,505) - Housing fund 52,510 11,993,406 (12,031,721) 14,195 Labour union fee, staff and 1,914,079 3,806,035 (3,785,905) 1,934,209 workers’ education fee Sub-total 193,127,962 531,059,006 (507,651,734) 216,535,234 Less: Non-current liabilities 7,234,853 410,924 - 7,645,777 Total 185,893,109 530,648,082 (507,651,734) 208,889,457 (3) Post-employment benefits - defined contribution plans Additions during the Decrease during the 31 December 2018 31 December 2019 year year Basic pension insurance 224,533 55,054,748 (54,543,144) 736,137 Unemployment insurance 332 1,248,859 (1,249,181) 10 Total 224,865 56,303,607 (55,792,325) 736,147 23 Taxes payable Item 2019 2018 Value-added tax 88,590,035 36,442,868 Consumption tax 48,497,550 28,636,646 Corporate income tax 216,958,309 40,869,507 Individual income tax 840,997 2,476,527 Tax on the use of urban land 2,216,390 5,669,099 Education surcharges 4,858,904 4,337,712 Urban maintenance and construction tax 6,731,772 5,165,128 Others 6,476,014 5,315,303 Total 375,169,971 128,912,790 Page 74 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 24 Other payables Note 31 December 2019 31 December 2018 Interest payable 758,047 712,826 Dividends payable 1,366,559 - Others (1) 448,407,879 607,767,064 Total 450,532,485 608,479,890 (1) Others (a) Details of others by nature are as follows: Item 2019 2018 Deposit payable to dealer 164,649,995 159,191,138 Advertising fee payable 90,741,404 80,715,461 Equipment and construction fee payable 72,004,009 152,825,734 Freight charges payable 31,842,443 38,867,725 Contracting fee payable 16,997,685 27,070,584 Deposits due to suppliers 13,990,900 15,901,210 Staff deposit 1,866,765 2,806,766 Royalty due to Changyu Group - 78,414,978 Others 56,314,678 51,973,468 Total 448,407,879 607,767,064 (b) Significant others aged over one year: Balance at the end Reasons why not Item of the year settled VASF Company Payables for 4,877,876 contracting fee Total 4,877,876 Page 75 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 25 Non-current liabilities due within one year Non-current liabilities due within one year by category are as follows: Item 2019 2018 Long-term loans due within one year 116,826,221 118,940,788 Long-term payables due within one year 34,000,000 34,000,000 Total 150,826,221 152,940,788 26 Long-term loans (1) Long-term loans by category Item 2019 2018 Credit loans 136,749,730 139,171,506 Guaranteed loans 105,093,000 129,500,000 Mortgaged loans 3,875,992 6,749,944 Less: Long-term loans due within one year 116,826,221 118,940,788 Total 128,892,501 156,480,662 As at 31 December 2019, details of long-term borrowings were as follows: Nature of Interest rate at Long-term loans Long-term loans Exchan Amount Amount interest Interest rate the end of the due within one due after one ge rate rate year year year RMB % % Credit loans 17,497,246 7.8155 136,749,730 Fixed 1.0%-1.7% 1.0%-1.7% 88,740,091 48,009,639 (EUR) Guaranteed loans 90% of 5-year 56,250,000 1 56,250,000 Floating 4.275% 25,000,000 31,250,000 (RMB) LPR Guaranteed loans 10,000,000 4.8843 48,843,000 Fixed 2.5% 2.5% - 48,843,000 (AUD) Mortgaged loans 495,937 7.8155 3,875,992 Fixed 1.8% 1.8% 3,086,130 789,862 (EUR) Total 245,718,722 116,826,221 128,892,501 As at 31 December 2019, Credit loans were EUR17,497,246 borrowed by Atrio from Bankia, Banco Santander, BBVA and Caja Rural de Navarr etc. (equivalent of RMB136,749,730) (31 December 2018: RMB139,171,506). Mortgaged loans (RMB) were long-term borrowings of RMB56,250,000 of the R&D Centre, a subsidiary of the Company (31 December 2018: RMB81,250,000). Australia Kilikanoon Estate has borrowed AUD10,000,000(equivalent of RMB48,843,000) (31 December 2018: RMB48,250,000) from ANZ Bank and its guaranteed by the Company. Mortgaged loans were borrowings of EUR495,937 (equivalent of RMB3,875,992) form Popular Espaol, pledged with its land which valued EUR2,931,722 (equivalent of RMB22,912,873) (31 December 2018: RMB6,749,944). Page 76 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 27 Long-term payables Item 2019 2018 Agricultural Development Fund of China ("CADF") 225,000,000 259,000,000 Less: Long-term payables due within one year 34,000,000 34,000,000 Balance of long-term payables 191,000,000 225,000,000 In 2016, RMB 305,000,000 from CADF was invested in R&D Centre, CADF accounted for 37.9% of the registered capital. According to the investment agreement, CADF will recovery investment funds over 10 years, the investment income received equal to 1.2% of the remaining unpaid principal per annum. In addition to the fixed income, CADF will no longer enjoy other profits or bear the loss of R&D Centre. Therefore, although the investment in R&D Centre, nominally equity investment, is actually a debt investment (financial discount loan). The Group take this investment as long-term payables, which measured in amortized cost. The Group repays the principal of RMB 34,000,000 in 2019. Refer to Note V. 50 for details of mortgaged and pledged assets. Return Termination Balance of long- on Investment Due within one Mortgaged and date of Due after one year term payables investm date year pledged assets repayment ent RMB RMB RMB Cash at bank and on 12 January 24 December 57,000,000 1.2% 10,000,000 47,000,000 hand and intangible 2016 2025 assets 29 February 28 February Fixed assets and 154,000,000 1.2% 22,000,000 132,000,000 2016 2026 intangible assets Cash at bank and on 14,000,000 1.2% 16 June 2016 22 May 2026 2,000,000 12,000,000 hand 225,000,000 34,000,000 191,000,000 28 Deferred income Additions during the Decrease during the Item 31 December 2018 31 December 2019 year year Government grants 86,227,293 7,833,097 (23,359,102) 70,701,288 Page 77 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Government grants: Additions of Amounts recognised Related to Liability 31 December 2018 government grants in other income 31 December 2019 assets/income during the year during the year Industrial development support Government project 32,800,000 - (4,100,000) 28,700,000 grants related to assets Xinjiang industrial revitalisation Government and technological 15,642,000 - (1,422,000) 14,220,000 grants related transformation project to assets Fixed asset investment reward Government of Shihezi Chateau project 6,996,600 - (2,280,000) 4,716,600 grants related to assets Shandong Peninsula Blue Government Economic Area construction 6,000,000 - (2,000,000) 4,000,000 grants related funds to assets Special government grant for Government infrastructure 4,240,000 - (1,060,000) 3,180,000 grants related to assets Raw wine fermentation project Government 3,304,500 - (1,434,900) 1,869,600 grants related to assets Wine fermentation capacity Government construction (Huanren) 3,200,000 - (400,000) 2,800,000 grants related project to assets Engineering technology Government transformation of information 2,900,000 - (580,000) 2,320,000 grants related system project to assets Liquor electronic tracking Government project 2,525,257 - (667,054) 1,858,203 grants related to assets Infrastructure construction Government project 1,718,750 - (1,368,750) 350,000 grants related to assets Special fund for efficient water- Government saving irrigation project 1,639,000 500,000 (262,000) 1,877,000 grants related to assets Subsidy for economic and Government energy-saving technological 1,026,400 - (128,300) 898,100 grants related transformation projects to assets Wine industry development Government project 558,000 - (186,000) 372,000 grants related to assets Subsidy for mechanic Government development of Penglai - 265,397 - 265,397 grants related Daliuhang Base to assets Coal subsidy Government - 260,000 (58,500) 201,500 grants related to assets Introduction fund for service Related to 2,000,000 400,000 (2,400,000) - industry development income Cross-border e-commerce Related to 880,256 29,000 (69,298) 839,958 project income Travelling development fund Related to 500,000 60,000 - 560,000 subsidy project income Water pollution control project Related to 206,530 - (113,600) 92,930 fund income Subsidy for boiler Related to reconstruction and 90,000 - (10,000) 80,000 income demolition Special funds for the Related to - 6,318,700 (4,818,700) 1,500,000 development of enterprises income Total 86,227,293 7,833,097 (23,359,102) 70,701,288 29 Other non-current liabilities Item 31 December 2019 31 December 2018 Employee benefits payable 7,645,777 7,234,853 As at 31 December 2019, employee benefit represents deposit from bonus accrued for managers and above. The bonus is expected to be paid during 2021 to 2023. Page 78 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 30 Share capital At 31 December 2018 and 31 December 2019 Unrestricted A shares 453,460,800 B shares 232,003,200 Total of unrestricted shares 685,464,000 31 Capital reserve Additions during the Decrease during the Item 31 December 2018 31 December 2019 year year Share premium 560,038,853 - (905,019) 559,133,834 Others 5,916,588 - - 5,916,588 Total 565,955,441 - (905,019) 565,050,422 The balance between the long-term equity investment acquired due to the purchase of minority shareholding and the share of net assets continuously calculated since the date of acquisition by the subsidiary based on the proportion of newly increased shareholding shall be offset against the capital reserve. Details of non-controlling interests acquired during the year, see Note- VII. 2. 32 Other comprehensive income Accrued during the year Balance at the Less: Balance at the Net-of-tax Net-of-tax beginning of the year Previously end of the year Less: amount amount Item attributable to Before-tax recognised attributable to Income tax attributable to attributable to shareholders of the amount amount shareholders of expenses shareholders of non-controlling Company transferred to the Company the Company interests profit or loss Items that may be reclassified to profit or loss Translation differences arising from translation of 2,965,377 (8,542,792) - - (7,200,960) (1,341,832) (4,235,583) foreign currency financial statements 33 Surplus reserve Item 31 December 2019 31 December 2018 Statutory surplus reserve 342,732,000 342,732,000 In accordance with the Company Law and the Articles of Association Company, the Company appropriated 10% of its net profit to statutory surplus reserve. The appropriation to the statutory surplus reserve may be ceased when the accumulated appropriation reaches over 50% of the registered capital of the Company. The Company does not appropriate net profit to the surplus reserve in 2019 as surplus reserve of the Company is above 50% of the registered capital. The Company can appropriate discretionary surplus reserve after appropriation of the statutory surplus reserve. Discretionary surplus reserve can be utilised to offset the deficit or increase the share capital after approval. Page 79 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 34 Retained earnings Item Note 2019 2018 Retained earnings at the beginning of the 8,008,982,547 7,309,081,618 year (before adjustment) Total adjustments for opening retained (1) (7,540,537) - earnings Retained earnings at the beginning of the 8,001,442,010 7,309,081,618 year (after adjustment) Add: Net profits for the year attributable to 1,129,735,749 1,042,632,929 shareholders of the Company Less: Dividends to ordinary shares (2) 411,278,400 342,732,000 Retained earnings at the end of the year (3) 8,719,889,359 8,008,982,547 (1) Adjustments on beginning retained earnings are as follows: Retrospective adjustments of RMB7,540,537 made on beginning retained earnings in accordance with CAS and related new regulations (See Note III. 32). (2) Dividends in respect of ordinary shares declared during the year Pursuant to the shareholders’ approval at the shareholders’ general meeting on 17 May 2019, a cash dividend of RMB0.6 per share (2018: RMB0.5 per share), totalling RMB411,278,40 (2018: RMB342,732,000), was declared and paid to the Company’s ordinary shareholders on 8 July 2019 and 10 July 2019. (3) Retained earnings at the end of the year As at 31 December 2019, the consolidated retained earnings attributable to the Company included an appropriation of RMB56,059,538 (2018: RMB54,336,543) to surplus reserve made by the subsidiaries. 35 Operating income and operating costs 2019 2018 Item Income Cost Income Cost Principal activities 4,944,119,295 1,855,399,515 5,066,265,044 1,872,991,039 Other operating activities 86,892,194 32,096,476 75,979,696 28,620,468 Total 5,031,011,489 1,887,495,991 5,142,244,740 1,901,611,507 Page 80 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Details of operating income: 2019 2018 Operating income from principal activities - Sale of goods 4,944,119,295 5,066,265,044 Sub-total 4,944,119,295 5,066,265,044 Income from other business 86,892,194 75,979,696 Total 5,031,011,489 5,142,244,740 36 Taxes and surcharges Item 2019 2018 Consumption tax 159,206,181 157,037,382 Urban maintenance and construction tax 36,159,526 39,655,738 Education surcharges 26,463,129 28,762,507 Property tax 29,984,237 31,461,708 Tax on the use of urban land 11,033,252 12,098,790 Stamp duty 3,088,747 4,507,785 Others 2,527,306 2,967,764 Total 268,462,378 276,491,674 Page 81 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 37 Selling and distribution expenses Item 2019 2018 Marketing fee 376,428,191 386,519,123 Salaries and benefits 353,390,023 297,489,665 Transport charges 121,007,566 141,756,007 Labour service fee 72,788,245 72,036,252 Advertising fee 45,359,135 35,857,276 Conference fee 42,272,189 32,731,215 Depreciation expense 40,227,482 41,410,740 Storage rental 37,586,638 45,668,613 Design and production fee 26,471,703 29,437,757 Travelling expenses 26,010,813 27,176,277 Water, electricity and gas fee 14,136,779 11,297,244 Royalty (182,711,622) 73,976,395 Others 80,264,882 79,242,582 Total 1,053,232,024 1,274,599,146 38 General and administrative expenses Item 2019 2018 Salaries and benefits 90,477,287 114,473,209 Depreciation expenses 61,831,915 71,978,485 Repair costs 28,555,032 25,189,384 Administrative expenses 23,101,636 23,766,176 Amortisation expenses 18,373,495 18,187,049 Amortisation of greening fee 18,409,031 14,730,804 Contracting fee 13,377,255 13,364,835 Rental charge 12,938,864 13,012,167 Safety production costs 9,510,828 9,692,574 Security and cleaning fee 8,124,135 8,659,405 Others 27,205,178 30,526,563 Total 311,904,656 343,580,651 Page 82 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 39 Financial expenses Item 2019 2018 Interest expenses from loans and payables 50,212,059 52,198,774 Less: Borrowing costs capitalised 1,141,265 5,843,872 Less: Financial expenses offset by fiscal interest 7,500,000 - subsidy Interest income from deposits and receivables (12,327,441) (12,086,007) Net exchange (gains) / losses 3,611,536 (666,323) Other financial expenses 2,435,813 2,342,730 Total 35,290,702 35,945,302 Fiscal interest subsidy during reporting period has been included in non-recurring gains and losses. 40 Other income Item 2019 2018 Related to assets/income Reward on the fixed asset Government grants 2,280,000 2,280,000 investment related to assets Shandong Peninsula Blue Government grants Economic Area construction 2,000,000 2,000,000 related to assets funds Industrial development support Government grants 4,100,000 4,100,000 project related to assets Others - Government grants Government grants 7,567,504 8,579,199 related to assets related to assets Special funds for the development 37,449,390 42,953,900 Related to income of enterprises Tax refunds 8,724,775 6,587,773 Related to income Strong industrial city special funds 2,518,700 4,750,000 Related to income Others - Government grants 12,697,212 16,030,562 Related to income related to income Total 77,337,581 87,281,434 Other income during reporting period has been included in non-recurring gains and losses. 41 Investment income Investment income by item Item Note 2019 2018 Long-term equity investment losses (1,120,928) - under equity method Investment income from disposal of (1) 6,233,661 - long-term equity investments Total 5,112,733 - Page 83 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (1) On 22 February 2019, Francs Champs, a subsidiary of the Group, signed the Cooperation Agreement with SC Garri du Gai to establish L&M Holdings, a joint venture. Francs Champs contributed 100% of the equity of its subsidiary, Mirefleurs, with a fair value of RMB45,102,058. The deference of RMB6,233,661 between the book value of fair value of net asset of Mirefleurs and the goodwill of Mirefleurswas when it was acquired by the Group was included in investment income. 42 Credit losses Item 2019 Accounts receivable 7,304,777 Total 7,304,777 43 Impairment losses / (reversal) Item 2019 2018 Inventories (4,503,589) (912,166) Fixed assets 17,478,027 - Goodwill 7,578,478 - Total 20,552,916 (912,166) 44 Gains from asset disposals Item 2019 2018 Gains from disposal of fixed assets 39,015 11,368,355 Gains from disposal of assets during reporting period has been included in non-recurring gains and losses. 45 Non-operating income and non-operating expenses (1) Non-operating income by item is as follows: Item 2019 2018 Net penalty income 2,593,116 1,901,530 Others 8,328,632 5,451,779 Total 10,921,748 7,353,309 Non-operating income during reporting period has been included in non-recurring gains and losses. Page 84 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Non-operating expenses Item 2019 2018 Compensation, penalty and fine expenses 403,975 1,445,721 Donations provided 699,296 593,819 Others 2,519,998 1,496,368 Total 3,623,269 3,535,908 Non-operating expenses during reporting period has been included in non-recurring gains and losses. 46 Income tax expenses Item Note 2019 2018 Current tax expense for the year based 385,102,064 352,598,370 on tax law and regulations Changes in deferred tax assets/liabilities (1) 15,704,045 14,529,152 Total 400,806,109 367,127,522 (1) The analysis of changes in deferred tax is set out below: Item 2019 2018 Origination of temporary differences 15,704,045 14,529,152 Total 15,704,045 14,529,152 (2) Reconciliation between income tax expenses and accounting profit: Item 2019 2018 Profit before taxation 1,530,514,737 1,408,611,698 Estimated income tax at 25% 382,628,684 352,152,925 Effect of different tax rates applied by subsidiaries (707,938) (949,634) Effect of non-deductible costs, expense and losses 6,705,569 5,496,292 Effect of deductible losses of deferred tax assets 7,397,810 4,642,727 not recognised for the year Deferred tax assets written-off 4,781,984 5,785,212 Income tax expenses 400,806,109 367,127,522 Page 85 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 47 Basic earnings per share and diluted earnings per share (1) Basic earnings per share Basic earnings per share is calculated as dividing consolidated net profit attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding: 2019 2018 Consolidated net profit attributable to ordinary 1,129,735,749 1,042,632,929 shareholders of the Company Weighted average number of ordinary shares 685,464,000 685,464,000 outstanding Basic earnings per share (RMB/share) 1.65 1.52 Weighted average number of ordinary shares is calculated as follows: 2019 2018 Issued ordinary shares at the beginning of the year 685,464,000 685,464,000 Weighted average number of ordinary shares at the 685,464,000 685,464,000 end of the year (2) The Group does not have any potential dilutive ordinary shares for the listed years. 48 Cash flow statement (1) Proceeds relating to other operating activities: Item 2019 2018 Government grants 69,311,576 57,123,900 Penalty income 2,593,116 1,901,530 Interest income from bank 12,327,441 7,871,853 Others 9,512,388 5,806,589 Total 93,744,521 72,703,872 (2) Payments relating to other operating activities: Item 2019 2018 Selling and distribution expenses 761,969,906 918,966,855 General and administrative expenses 138,738,416 140,112,380 Others 12,856,014 4,637,082 Total 913,564,336 1,063,716,317 Page 86 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Proceeds relating to other financing activities: Item 2019 2018 R&D Centre pledged deposit for long-term payables - 61,700,000 Interest income from R&D Centre pledged deposit - 768,259 for long-term payables Total - 62,468,259 (4) Payments relating to other financing activities: Item 2019 2018 Proceed from acquisitions of non-controlling 11,619,552 - interests’ distributions or interest R&D Centre pledged deposit for long-term payables - 46,100,000 Total 11,619,552 46,100,000 Page 87 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 49 Supplementary information on cash flow statement (1) Supplement to cash flow statement a. Reconciliation of net profit to cash flows from operating activities: Item 2019 2018 Net profit 1,129,708,628 1,041,484,176 Add: Provisions for impairment of assets / 20,552,916 (912,166) (reversal) Credit losses 7,304,777 - Depreciation of fixed assets and 304,643,874 299,696,260 investment property Amortisation of intangible assets 20,170,850 19,018,740 Amortisation of long-term deferred 15,056,364 12,082,117 expenses Amortisation of biological assets 12,722,828 12,034,812 Gains from disposal of fixed assets, intangible assets, and other long-term (39,015) (11,368,355) assets Financial expenses 49,508,886 45,855,744 Royalty (182,711,622) - Investment income (5,112,733) - Decrease in deferred tax assets 23,023,268 22,685,137 Decrease in deferred tax liabilities (7,319,223) (8,155,985) Decrease in gross inventories (158,274,938) (180,452,933) Increase in operating receivables (290,520,189) (137,899,294) Decrease in operating payables (100,876,647) (138,089,507) Net cash flows from operating activities 837,838,024 975,978,746 b. Significant investing and financing activities not requiring the use of cash: Item 2019 2018 Payment of intangible assets and other long- 165,716,961 109,378,598 term assets by bank acceptances Page 88 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 c. Change in cash and cash equivalents: Item 2019 2018 Cash equivalents at the end of the year 1,365,772,675 1,206,860,334 Less: Cash equivalents at the beginning of 1,206,860,334 1,180,889,274 the year Net increase in cash and cash equivalents 158,912,341 25,971,060 (2) Details of cash and cash equivalents Item 2019 2018 Cash at bank and on hand Including: Cash on hand 59,975 114,335 Bank deposits available on demand 1,365,712,700 1,206,745,999 Closing balance of cash and cash equivalents 1,365,772,675 1,206,860,334 50 Assets with restrictive ownership title or right of use Additions during Decrease during Balance at the end Reason for Item Opening balance the year the year of the year restriction Cash at R&D Centre bank and 95,797,743 - (1,915,038) 93,882,705 mortgage for long- on hand term payables etc. Short-term Account borrowings receivable 52,015,032 183,997,103 (181,348,713) 54,663,422 mortgage from (i) Atrio R&D Centre mortgage for long- term payables and Fixed assets 412,006,421 - (67,335,569) 344,670,852 long-term and short-term borrowings R&D Centre Intangible 218,070,414 - (5,574,979) 212,495,435 mortgage for long- assets term payables Total 777,889,610 183,997,103 (256,174,299) 705,712,414 (i) As at 31 December 2019, the amount of accounts receivable with restricted ownership is EUR 6,994,232 (equivalent of RMB54,663,422), which refers to accounts receivable Atrio conducted for factoring from Banco de Sabadell, S.A. Etc. (31 December 2018: EUR6,628,399, equivalent of RMB52,015,032) Page 89 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 VI. Change of consolidation scope Disposal of subsidiaries Disposal of investments in subsidiaries through a single transaction resulting in loss of control Difference between Shareholding consideration received Basis for being Disposal Date of losing and the related share Name Consideration determining date disposed method control of net assets in of losing control (%) consolidated financial statements Transfer by Asset delivery Mirefleurs 45,102,058 100 30/03/2019 6,233,661 agreement date The Group recognised a gain of RMB6,233,661 on disposal of Mirefleurs resulting in loss of control, which has been included in investment income of consolidated financial statements. Page 90 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 VII. Interests in other entities 1 Interests in subsidiaries (1) Composition of the Group Shareholding ratio Principal place of Business (%) Name of the Subsidiary Registered place Registered capital Acquisition method business nature (or similar equity interest) Business combinations Xinjiang Tianzhu Wine Co., Ltd. (“Xinajing Shihezi, Xinjiang, Shihezi, Xinjiang, Manufacturing RMB75,000,000 60 - involving entities not under Tianzhu”) China China common control Business combinations Etablissements Roullet Fransac Cognac, France Cognac, France Trading EUR2,900,000 - 100 involving entities not under (“Roullet Fransac”) common control Business combinations Marketing and Dicot Partners, S.L (“Dicot”) Navarre, Spain Navarre, Spain EUR2,000,000 75 - involving entities not under sales common control Via Indómita, S.A.,Via Dos Andes,S.A., Marketing and Acquired through and Bodegas Santa Alicia SpA. (“Chile Santiago, Chile Santiago, Chile CLP31,100,000,000 85 - sales establishment or investment Indomita Wine Group”) Business combinations Kilikanoon Estate Pty Ltd Marketing and Adelaide, Australia Adelaide, Australia AUD6,420,000 82.5 - involving entities not under (“Australia Kilikanoon Estate”) sales common control Beijing Changyu Sales and Distribution Co., Marketing and Acquired through Beijing, China Beijing, China RMB1,000,000 100 - Ltd ("Beijing Sales") sales establishment or investment Yantai Kylin Packaging Co., Ltd. ("Kylin Yantai, Shandong, Yantai, Shandong, Acquired through Manufacturing RMB15,410,000 100 - Packaging") China China establishment or investment Yantai Chateau Changyu-Castel Co., Ltd Yantai, Shandong, Yantai, Shandong, Acquired through Manufacturing RMB5,000,000 70 - ("Chateau Changyu") (c) China China establishment or investment Changyu (Jingyang) Wine Co., Ltd. Xianyang, Shaanxi, Xianyang, Shaanxi, Acquired through Manufacturing RMB1,000,000 90 10 ("Jingyang Wine") China China establishment or investment Yantai Changyu Pioneer Wine Sales Co., Yantai, Shandong, Yantai, Shandong, Marketing and RMB8,000,000 100 - Acquired through Page 91 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Shareholding ratio Principal place of Business (%) Name of the Subsidiary Registered place Registered capital Acquisition method business nature (or similar equity interest) Ltd. ("Sales Company") China China sales establishment or investment Langfang Development Zone Castel- Langfang, Hebei, Langfang, Hebei, Acquired through Changyu Wine Co., Ltd ("Langfang Manufacturing RMB6,108,818 39 10 China China establishment or investment Castel") Changyu (Jingyang) Wine Sales Co., Ltd. Xianyang, Shaanxi, Xianyang, Shaanxi, Marketing and Acquired through RMB1,000,000 10 90 ("Jingyang Sales") China China sales establishment or investment Langfang Changyu Pioneer Wine Sales Co., Langfang, Hebei, Langfang, Hebei, Marketing and Acquired through RMB1,000,000 10 90 Ltd ("Langfang Sales") China China sales establishment or investment Shanghai Changyu Sales and Distribution Marketing and Acquired through Shanghai, China Shanghai, China RMB1,000,000 30 70 Co., Ltd. ("Shanghai Sales") sales establishment or investment Beijing Changyu AFIP Agriculture Miyun, Beijing, Marketing and Acquired through development Co., Ltd ("Agriculture Miyun, Beijing, China RMB1,000,000 - 100 China sales establishment or investment Development") Beijing Chateau Changyu AFIP Global Co., Acquired through Beijing, China Beijing, China Manufacturing RMB 64,2750,000 91.53 - Ltd. (“AFIP”) (d) establishment or investment Yantai Changyu Wine Sales Co., Ltd. Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB5,000,000 90 10 ("Wines Sales") China China sales establishment or investment Yantai Changyu Pioneer International Co., Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB5,000,000 70 30 Ltd. ("Pioneer International") China China sales establishment or investment Hangzhou Changyu Wine Sales Co., Ltd. Hangzhou, Zhejiang, Hangzhou, Zhejiang, Marketing and Acquired through RMB500,000 - 100 ("Hangzhou Changyu") China China sales establishment or investment Ningxia Changyu Grape Growing Co., Ltd. Yinchuan, Ningxia, Acquired through Ningxia, China Plating RMB1,000,000 100 - (“Ningxia Growing”) China establishment or investment Huanren Changyu National Wines Sales Benxi, Liaoning, Marketing and Acquired through Benxi, Liaoning, China RMB2,000,000 100 - Co., Ltd. ("National Wines") China sales establishment or investment Liaoning Changyu Golden Icewine Valley Benxi, Liaoning, Acquired through Benxi, Liaoning, China Manufacturing RMB59,687,300 51 - Co., Ltd. ("Golden Icewine Valley") (e) China establishment or investment Yantai Development Zone Changyu Trading Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB5,000,000 - 100 Co., Ltd ("Development Zone Trading") China China sales establishment or investment Page 92 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Shareholding ratio Principal place of Business (%) Name of the Subsidiary Registered place Registered capital Acquisition method business nature (or similar equity interest) Shenzhen Changyu Wine Marketing Ltd. Shenzhen, Shenzhen, Marketing and Acquired through RMB500,000 - 100 ("Shenzhen Marketing") (a) Guangdong, China Guangdong, China sales establishment or investment Yantai Changyu Fushan Trading Company Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB5,000,000 - 100 ("Fushan Trading") China China sales establishment or investment Beijing AFIP Meeting Center ("Meeting Miyun, Beijing, Acquired through Miyun, Beijing, China Services RMB500,000 - 100 Center") China establishment or investment Beijing AFIP Tourism and Culture ("AFIP Miyun, Beijing, Acquired through Miyun, Beijing, China Tourism RMB500,000 - 100 Tourism") China establishment or investment Changyu (Ningxia) Wine Co., Ltd. (“Ningxia Acquired through Ningxia, China Ningxia, China Manufacturing RMB1,000,000 100 - Wine”) establishment or investment Yantai Changyu Chateau Tinlot Co., Ltd. Yantai, Shandong, Yantai, Shandong, Wholesale and Acquired through RMB400,000,000 65 35 ("Chateau Tinlot") China China retail establishment or investment Qing Tong Xia Changyu Wine Marketing Ltd. Marketing and Acquired through Ningxia, China Ningxia, China RMB500,000 - 100 ("Qing Tong Xia Sales") sales establishment or investment Xinjiang Chateau Changyu Baron Balboa Shihezi, Xinjiang, Shihezi, Xinjiang, Acquired through Manufacturing RMB550,000,000 100 - Co., Ltd. (“Chateau Shihezi”) China China establishment or investment Ningxia Chateau Changyu Moser XV Co., Yinchuan, Ningxia, Yinchuan, Ningxia, Acquired through Manufacturing RMB2,000,000 100 - Ltd. (“Chateau Ningxia”) China China establishment or investment Shaanxi Chateau Changyu Rena Co., Ltd. Xianyang, Shaanxi, Xianyang, Shaanxi, Acquired through Manufacturing RMB20,000,000 100 - (“Chateau Changan”) China China establishment or investment Yantai Changyu Wine Research & Yantai, Shandong, Yantai, Shandong, Acquired through Development Centre Co., Ltd. (“R&D Manufacturing RMB805,000,000 68.97 - China China establishment or investment Centre”) (f) Wine Changyu (HuanRen) Wine Co., Ltd ("Huan Benxi, Liaoning, Acquired through Benxi, Liaoning, China production RMB5,000,000 100 - Ren Wine") China establishment or investment projecting Xinjiang Changyu Sales Co., Ltd ("Xinjiang Shihezi, Xinjiang, Shihezi, Xinjiang, Marketing and Acquired through RMB10,000,000 - 100 Sales") China China sales establishment or investment Ningxia Changyu Trading Co., Ltd ("Ningxia Yinchuan, Ningxia, Yinchuan, Ningxia, Marketing and Acquired through RMB1,000,000 - 100 Trading") China China sales establishment or investment Page 93 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Shareholding ratio Principal place of Business (%) Name of the Subsidiary Registered place Registered capital Acquisition method business nature (or similar equity interest) Shaanxi Changyu Rena Wine Sales Co., Ltd Xianyang, Shaanxi, Xianyang, Shaanxi, Marketing and Acquired through RMB3,000,000 - 100 ("Shaanxi Sales") China China sales establishment or investment Penglai Changyu Wine Sales Co., Ltd Penglai, Shandong, Penglai, Shandong, Marketing and Acquired through RMB5,000,000 - 100 ("Penglai Sales") China China sales establishment or investment Laizhou Changyu Wine Sales Co., Ltd Laizhou, Shandong, Laizhou, Shandong, Marketing and Acquired through RMB1,000,000 - 100 ("Laizhou Sales") China China sales establishment or investment Francs Champs Participations SAS (“Francs Investment Acquired through Cognac, France Cognac, France EUR32,000,000 100 - Champs”) and trading establishment or investment Lanzhou Changyu Wine Sales Co., Ltd Lanzhou Gansu, Lanzhou Gansu, Marketing and Acquired through RMB100,000 - 100 ("Lanzhou Sales") (a) China China sales establishment or investment Marketing and Acquired through Beijing Retailing Co. Ltd ("Beijing Retailing") Beijing, China Beijing, China RMB500,000 - 100 sales establishment or investment Tianjin Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Tianjin, China Tianjin, China RMB500,000 - 100 ("Tianjin Pioneer") sales establishment or investment Fuzhou Changyu Pioneer Sales Co., Ltd Fuzhou, Fujian, Marketing and Acquired through Fuzhou, Fujian, China RMB500,000 - 100 ("Fuzhou Pioneer") (a) China sales establishment or investment Nanjing Changyu Pioneer Sales Co., Ltd Nanjing, Jiangsu, Nanjing, Jiangsu, Marketing and Acquired through RMB500,000 - 100 ("Nanjing Pioneer") (a) China China sales establishment or investment Xianyang Changyu Pioneer Sales Co., Ltd Xianyang, Shaanxi, Xianyang, Shaanxi, Marketing and Acquired through RMB500,000 - 100 ("Xianyang Pioneer") (a) China China sales establishment or investment Shenyang Changyu Pioneer Sales Co., Ltd Shenyang, Liaoning, Shenyang, Liaoning, Marketing and Acquired through RMB500,000 - 100 ("Shenyang Pioneer") (a) China China sales establishment or investment Jinan Changyu Pioneer Sales Co., Ltd Jinan, Shandong, Jinan, Shandong, Marketing and Acquired through RMB500,000 - 100 ("Jinan Pioneer") (a) China China sales establishment or investment Shanghai Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Shanghai, China Shanghai, China RMB500,000 - 100 ("Shanghai Pioneer") (a) sales establishment or investment Fuzhou Changyu Pioneer Sales Co., Ltd Fuzhou, Jiangxi, Fuzhou, Jiangxi, Marketing and Acquired through RMB500,000 - 100 ("Fuzhou Pioneer") (a) China China sales establishment or investment Shijiazhuang Changyu Pioneer Sales Co., Shijiazhuang, Hebei, Shijiazhuang, Hebei, Marketing and RMB500,000 - 100 Acquired through Page 94 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Shareholding ratio Principal place of Business (%) Name of the Subsidiary Registered place Registered capital Acquisition method business nature (or similar equity interest) Ltd ("Shijiazhuang Pioneer") (a) China China sales establishment or investment Hangzhou Yuzefeng Sales Co., Ltd Hangzhou, Zhejiang, Hangzhou, Zhejiang, Marketing and Acquired through RMB500,000 - 100 ("Hangzhou Yuzefeng") (a) China China sales establishment or investment Jilin Changyu Pioneer Sales Co., Ltd ("Jilin Changchun, Jilin, Changchun, Jilin, Marketing and Acquired through RMB500,000 - 100 Pioneer") (a) China China sales establishment or investment Beijing Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Beijing, China Beijing, China RMB500,000 - 100 ("Beijing Pioneer") sales establishment or investment Harbin Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Heilongjiang, China Heilongjiang, China RMB500,000 - 100 ("Harbin Pioneer") (a) sales establishment or investment Hunan Changyu Pioneer Sales Co., Ltd Changsha, Hunan, Changsha, Hunan, Marketing and Acquired through RMB2,000,000 - 100 ("Hunan Pioneer") (a) China China sales establishment or investment Yinchuan Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Ningxia, China Ningxia, China RMB500,000 - 100 ("Yinchuan Pioneer") (a) sales establishment or investment Kunming Changyu Pioneer Sales Co., Ltd Kunming, Yunnan, Kunming, Yunnan, Marketing and Acquired through RMB500,000 - 100 ("Kunming Pioneer") (a) China China sales establishment or investment Chongqing Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Chongqing, China Chongqing, China RMB500,000 - 100 ("Chongqing Pioneer") (a) sales establishment or investment Wuhan Changyu Pioneer Sales Co., Ltd Wuhan, Hubei, Marketing and Acquired through Wuhan, Hubei, China RMB500,000 - 100 ("Wuhan Pioneer") (a) China sales establishment or investment Hohhot Changyu Pioneer Sales Co., Ltd Hohhot, Inner Hohhot, Inner Marketing and Acquired through RMB500,000 - 100 ("Hohhot Pioneer") (a) Mongolia, China Mongolia, China sales establishment or investment Chengdu Changyu Pioneer Sales Co., Ltd Chengdu, Sichuan, Chengdu, Sichuan, Marketing and Acquired through RMB500,000 - 100 ("Chengdu Pioneer") (a) China China sales establishment or investment Nanning Changyu Pioneer Sales Co., Ltd Nanning, Guangxi, Nanning, Guangxi, Marketing and Acquired through RMB500,000 - 100 ("Nanning Pioneer") (a) China China sales establishment or investment Lanzhou Changyu Pioneer Sales Co., Ltd Lanzhou, Gansu, Lanzhou, Gansu, Marketing and Acquired through RMB500,000 - 100 ("Lanzhou Pioneer") (a) China China sales establishment or investment Page 95 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Shareholding ratio Principal place of Business (%) Name of the Subsidiary Registered place Registered capital Acquisition method business nature (or similar equity interest) Yantai Roullet Fransac Wine Sales Co., Ltd. Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB1,000,000 - 100 (“Yantai Roullet Fransac”) China China sales establishment or investment Hefei Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Hefei, Anhui, China Hefei, Anhui, China RMB500,000 - 100 ("Hefei Pioneer") (a) sales establishment or investment Urumchi Changyu Pioneer Sales Co., Ltd Marketing and Acquired through Xinjiang, China Xinjiang, China RMB500,000 - 100 ("Urumchi Pioneer") (a) sales establishment or investment Guangzhou Changyu Pioneer Sales Co., Guanghzou, Guanghzou, Marketing and Acquired through RMB11,000,000 - 100 Ltd ("Guangzhou Pioneer") (a) Guangdong, China Guangdong, China sales establishment or investment Yantai Changyu Wine Sales Co., Ltd. ("Wine Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB5,000,000 100 - Sales Company") China China sales establishment or investment Shaanxi Chateau Changyu Rena Tourism Xianxin, Shaanxi, Xianxin, Shaanxi, Acquired through Tourism RMB1,000,000 - 100 Co., Ltd ("Chateau Tourism") China China establishment or investment Longkou Changyu Wine Sales Co., Ltd Yantai, Shandong, Yantai, Shandong, Marketing and Acquired through RMB1,000,000 - 100 ("Longkou Sales") China China sales establishment or investment Business combinations Societe Civile Argricole Du Chateau De Bordeaux, France Bordeaux, France Trading EUR30,000 - 100 involving entities not under Mirefleurs (“Mirefleurs”) (b) common control (a) Companies above were deregistered in 2019. (b) Mirefleurs was disposed as the contribution of L&M Holdings for the year. Page 96 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Reasons for the inconsistency between the proportion of shareholdings in a subsidiary and the proportion of voting rights: (c) Chateau Changyu is a Sino-foreign joint venture established by the Company and a foreign investor, accounting for 70% of Changyu Chateau's equity interest. Through agreement arrangement, the Company has the full power to control Changyu Chateau's strategic operating, investing and financing policies. The agreement arrangement will be terminated on 31 December 2022. (d) AFIP is a limited liability company established by [English Full Name] (“Yantai Dean”) and [English Full Name] (“Beijing Qinglang”). In June 2019, Yantai Dean transferred 1.31% of its equity to Yantai Changyu.After the equity change, the Company holds 91.53% of its equity. Through agreement arrangement, the Company has the full power to control AFIP's strategic operating, investing and financing policies. The agreement arrangement will be terminated on 2 September 2024. (e) Golden Icewine Valley is a Sino-foreign joint venture established by the Company and a foreign investor, accounting for 51% of Golden Icewine Valley's equity interest. Through agreement arrangement, the Company has the full power to control Golden Icewine Valley's strategic operating, investing and financing policies. The agreement arrangement will be terminated on 31 December 2021. (f) R&D Centre is a joint venture established by the Company and CADF, accounting for 68.97% of R&D Centre's equity interest. Through agreement arrangement in Note V. 27, the Company has the full power to control R&D Centre's strategic operating, investing and financing policies. The agreement arrangement will be terminated on 22 May 2026. As at 31 December 2019, remaining investment of CADF accounts for 31.03% of the registered capital. Page 97 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Material non-wholly owned subsidiaries Proportion of Comprehensive Dividend declared Balance of non- ownership income attributable to non-controlling controlling interests Name of the Subsidiary interest held by to non-controlling shareholders during at the end of the non-controlling interests for the the year year interests year Xinjiang Tianzhu 40% 3,028,510 - (47,584,138) Dicot 25% (1,509,224) 1,366,691 (31,869,464) Chateau Changyu 30% - - (12,365,016) Langfang Castel 51% 1,288,873 - (19,639,108) AFIP 8% - - (56,409,393) Golden Icewine Valley 49% - - (33,319,062) IWCC 15% (1,697,700) 846,398 (53,931,129) Australia Kilikanoon Estate 17% 258,494 163,705 (14,810,422) Total 1,368,953 2,376,794 (269,927,732) Page 98 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Key financial information about material non-wholly owned subsidiaries The following table sets out the key financial information of the above subsidiaries without offsetting internal transactions, but with adjustments made for the fair value adjustment at the acquisition date and any differences in accounting policies: Xinjiang Tianzhu Dicot Chateau Changyu Langfang Castel 2019 2018 2019 2018 2019 2018 2019 2018 Current assets 24,829,435 27,390,495 470,219,326 464,421,130 142,525,011 141,298,023 19,021,766 17,659,511 Non-current assets 61,886,751 66,486,795 91,571,444 99,080,668 113,168,202 114,694,168 14,958,223 16,001,682 Total assets 86,716,186 93,877,290 561,790,770 563,501,798 255,693,213 255,992,191 33,979,989 33,661,193 Current liabilities 36,185 - 380,788,880 381,659,315 174,843,671 171,869,662 4,023,101 3,358,322 Non-current liabilities 5,336,114 5,336,114 53,110,213 54,520,937 400,000 - - - Total liabilities 5,372,299 5,336,114 433,899,093 436,180,252 175,243,671 171,869,662 4,023,101 3,358,322 Operating income - 18,803 289,273,434 327,550,545 87,051,981 121,235,278 - 5,038,281 Net profit (7,571,274) (6,902,010) 6,463,473 3,811,465 611,622 3,710,124 (123,706) (3,479,492) Total comprehensive income (7,571,274) (6,902,010) 6,036,896 3,376,761 611,622 3,710,124 (123,706) (3,479,492) Cash flows from operating 20,457 43,112 (8,744,451) 6,129,923 6,919,481 16,096,447 7,875 673,422 activities Page 99 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 AFIP Golden Icewine Valley Chile Indomita Wine Group Australia Kilikanoon Estate 2019 2018 2019 2018 2019 2018 2019 2018 Current assets 251,829,164 219,973,582 38,234,720 45,194,591 223,722,688 214,784,490 94,473,620 87,634,707 Non-current assets 452,444,880 461,115,089 23,291,375 23,920,890 291,630,115 300,969,342 61,770,599 63,759,866 Total assets 704,274,044 681,088,671 61,526,095 69,115,481 515,352,803 515,753,832 156,244,219 151,394,573 Current liabilities 45,607,611 62,598,545 12,077,206 14,974,458 142,365,749 148,359,328 21,801,347 13,387,942 Non-current liabilities 201,500 - 100,000 100,000 5,152,974 4,976,161 50,741,981 51,893,171 Total liabilities 45,809,111 62,598,545 12,177,206 15,074,458 147,518,723 153,335,489 72,543,328 65,281,113 Operating income 266,347,444 159,369,783 32,223,734 57,290,490 253,543,171 262,104,563 56,399,115 57,648,905 Net profit 30,398,744 16,555,846 (5,764,649) 870,994 16,279,461 15,934,347 463,409 217,869 Total comprehensive income 30,398,744 16,555,846 (5,764,649) 870,994 10,322,810 17,465,900 (1,477,115) (1,550,720) Cash flows from operating 27,503,336 19,627,933 1,655,465 289,782 5,073,408 3,584,648 479,624 (1,522,151) activities Page 100 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 2 Transactions that cause changes in interests in subsidiaries that do not result in loss of control (1) Changes in interests in subsidiaries: Proportion of ownership interest held by non- Year Name of the Subsidiary Acquisition date controlling interests acquired 2019 AFIP 1.31% 21 June 2019 Australia Kilikanoon 2019 2.5% 08 October 2019 Estate (2) Impact from transactions with non-controlling interests and equity attributable to the shareholders of the Company: Australia Kilikanoon AFIP Estate Purchase cost - Cash 8,479,444 3,140,108 Total 8,479,444 3,140,108 Less: share of net assets in subsidiaries based on 8,724,476 1,990,057 the shares acquired Difference Including: Adjustment on capital reserve (245,032) 1,150,051 VIII. Risk related to financial instruments The Group has exposure to the following main risks from its use of financial instruments in the normal course of the Group’s operations: - Credit risk - Liquidity risk - Interest rate risk - Foreign currency risk The following mainly presents information about the Group’s exposure to each of the above risks and their sources, their changes during the year, and the Group’s objectives, policies and processes for measuring and managing risks, and their changes during the year. The Group aims to seek 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 Group’s financial performance. Based on such objectives, the Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. Page 101 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 1 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. The Group’s credit risk is primarily attributable to cash at bank, receivables, debt investments and derivative financial instruments entered into for hedging purposes. Exposure to these credit risks are monitored by management on an ongoing basis. The cash at bank of the Group is mainly held with well-known financial institutions. Management does not foresee any significant credit risks from these deposits and does not expect that these financial institutions may default and cause losses to the Group. As at 31 December 2019, the Group's maximum exposure to credit risk which will cause a financial loss to the Group due to failure to discharge an obligation by the counterparties. In order to minimise the credit risk, the Group has adopted a policy to ensure that all sales customers have good credit records. According to the policy of the Group, credit review is required for clients who require credit transactions. In addition, the Group continuously monitors the balance of account receivable to ensure there’s no exposure to significant bad debt risks. For transactions that are not denominated in the functional currency of the relevant operating unit, the Group does not offer credit terms without the specific approval of the Department of Credit Control in the Group. In addition, the Group reviews the recoverable amount of each individual trade debt at each balance sheet date to ensure that adequate impairment losses are made for irrecoverable amounts. In this regard, the management of the Group considers that the Group's credit risk is significantly reduced. Since the Group trades only with recognised and creditworthy third parties, there is no requirement for collateral. Concentrations of credit risk are managed by customer/counterparty, by geographical region and by industry sector. As at 31 December 2019, 20.3% of the Group trade receivables are due from top five customers (31 December 2018: 19.8%). There is no collateral or other credit enhancement on the balance of the trade receivables of the Group. 2 Liquidity risk Liquidity risk is the risk that an enterprise will encounter difficulty in meeting obligations that are settled by delivering cash or another financial asset. The Company and its individual subsidiaries are responsible for their own cash management, including short-term investment of cash surpluses and the raising of loans to cover expected cash demands (subject to approval by the Company’s board when the borrowings exceed certain predetermined levels). The Group’s policy is to regularly monitor its liquidity requirements and its compliance with lending covenants, to ensure that it maintains sufficient reserves of cash, readily realisable marketable securities and adequate committed lines of funding from major financial institutions to meet its liquidity requirements in the short and longer term. Page 102 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The following tables set out the remaining contractual maturities at the balance sheet date of the Group’s financial liabilities, which are based on contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on rates current at the balance sheet date) and the earliest date the Group can be required to pay: 2019 Contractual undiscounted cash flow Carrying amount at balance sheet Item Within 1 year or on More than 2 years date demand 1 to 2 years but less than 5 More than 5 years Total years Short-term loans 768,403,432 - - - 768,403,432 754,313,744 Accounts payable 570,252,612 - - - 570,252,612 570,252,612 Other payables 450,532,485 - - - 450,532,485 450,532,485 Long-term loans (including the 121,077,261 51,214,719 77,814,096 5,577,899 255,683,975 245,718,722 portion due within one year) Long-term payables (including the portion due within one 36,462,109 36,054,170 106,374,904 55,473,753 234,364,936 225,000,000 year) Total 1,946,727,899 87,268,889 184,189,000 61,051,652 2,279,237,440 2,245,817,563 2018 Contractual undiscounted cash flow Carrying amount at balance sheet Item Within 1 year or on More than 2 years date demand 1 to 2 years but less than 5 More than 5 years Total years Short-term loans 701,861,292 - - - 701,861,292 688,002,410 Accounts payable 713,572,881 - - - 713,572,881 713,572,881 Other payables 608,479,890 - - - 608,479,890 608,479,890 Long-term loans (including the 126,176,001 121,080,909 47,493,128 - 294,750,038 275,421,450 portion due within one year) Long-term payables (including the portion due within one 36,921,367 36,462,109 107,093,324 90,356,300 270,833,100 259,000,000 year) Total 2,187,011,431 157,543,018 154,586,452 90,356,300 2,589,497,201 2,544,476,631 3 Interest rate risk Interest-bearing financial instruments at variable rates and at fixed rates expose the Group to cash flow interest rate risk and fair value interest risk, respectively. The Group determines the appropriate weightings of the fixed and floating rate interest-bearing instruments based on the current market conditions and performs regular reviews and monitoring to achieve an appropriate mix of fixed and floating rate exposure. (1) As at 31 December, the Group held the following interest-bearing financial instruments: Fixed rate instruments: 2019 2018 Item Effective interest Effective interest Amounts Amounts rate rate Financial assets - Cash at bank 1.1%-2.75% 106,128,600 1.5%-3.8% 173,042,400 Financial liabilities - Short-term loans 0.35%-4.9% (204,313,744) 0.35%-4.9% (138,002,410) - Long-term loans (including the 1%-2.5% (189,468,722) 1%-3% (194,171,450) portion due within one year) - Long-term payables (including the portion due within one 1.20% (225,000,000) 1.20% (259,000,000) year) Total (512,653,866) (418,131,460) Page 103 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 Variable rate instruments: 2019 2018 Item Effective interest Effective interest Amounts Amounts rate rate Financial assets - Cash at bank 0.3%-1.75% 1,459,595,405 0.3%-1.75% 1,302,543,742 Financial liabilities - Short-term loans LPR (550,000,000) LPR (550,000,000) - Long-term loans (including the 90% of 5-year 90% of 5-year (56,250,000) (81,250,000) portion due within one year) LPR LPR Total 853,345,405 671,293,742 (2) Sensitivity analysis Management of the Group believes interest rate risk on bank deposit is not significant, therefore does not disclose sensitivity analysis for interest rate risk. As at 31 December 2019, based on assumptions above, it is estimated that a general increase of 50 basis points in interest rates, with all other variables held constant, would decrease the Group’s equity by RMB2,273,438 (2018: RMB2,016,667), and net profit by RMB2,273,438 (2018: RMB2,016,667). The sensitivity analysis above indicates the instantaneous change in the net profit and equity that would arise assuming that the change in interest rates had occurred at the balance sheet date and had been applied to re-measure those financial instruments held by the Group which expose the Group to fair value interest rate risk at the balance sheet date. In respect of the exposure to cash flow interest rate risk arising from floating rate non-derivative instruments held by the Group at the balance sheet date, the impact on the net profit and equity is estimated as an annualised impact on interest expense or income of such a change in interest rates. 4 Foreign currency risk In respect of cash at bank and on hand, accounts receivable and payable, short-term loans denominated in foreign currencies other than the functional currency, the Group ensures that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary to address short-term imbalances. (1) As at 31 December, the Group’s exposure to currency risk arising from recognised assets or liabilities denominated in foreign currencies is presented in the following tables. For presentation purposes, the amounts of the exposure are shown in Renminbi, translated using the spot rate at the balance sheet date. Differences resulting from the translation of the financial statements denominated in foreign currency are excluded. Page 104 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 2019 2018 Balance at foreign Balance at RMB Balance at foreign Balance at RMB currency equivalent currency equivalent Cash at bank and on hand 6,662,525 46,592,414 7,497,971 51,483,850 - USD 6,525,673 45,524,399 7,472,303 51,283,910 - EUR 136,628 1,067,814 25,455 199,753 - HKD 224 201 213 187 Short-term loans 12,490,000 87,132,738 11,000,000 75,495,200 - USD 12,490,000 87,132,738 11,000,000 75,495,200 (2) The following are the exchange rates for Renminbi against foreign currencies applied by the Group: Balance sheet date mid-spot Average rate rate 2019 2018 2019 2018 USD 6.8948 6.7158 6.9762 6.8632 EUR 7.7161 7.8113 7.8155 7.8473 HKD 0.8801 0.8464 0.8958 0.8762 (3) Sensitivity analysis Assuming all other risk variables remained constant, a 5% strengthening of the Renminbi against the US dollar, Euro and Hong Kong dollar at 31 December would have impact on the Group’s equity and net profit by the amount shown below. whose effect is in Renminbi and translated using the spot rate at the year-end date: Equity Net profit 31 December 2019 USD 2,080,417 2,080,417 EUR (53,391) (53,391) HKD (10) (10) Total 2,027,016 2,027,016 31 December 2018 USD 1,210,565 1,210,565 EUR (53,391) (53,391) HKD - - Total 1,157,174 1,157,174 A 5% weakening of the Renminbi against the US dollar, Euro and Hong Kong dollar at 31 December would have had the equal but opposite effect to the amounts shown above, on the basis that all other variables remained constant. Page 105 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 IX. Fair value disclosure All financial assets and financial liabilities held by the Group are carried at amounts not materially different from their fair value at 31 December 2019 and 31 December 2018. X. Related parties and related party transactions 1 Information about the parent of the Company Registered Shareholding Percentage of voting Company name Business nature Registered capital Ultimate controlling party of the Company place percentage (%) rights (%) Jointly controlled by Yantai GuoFeng Investment Holding Ltd, ILLVA SARONNO HOLDING SPA, Changyu Group Yantai Manufacturing 50,000,000 50.4% 50.4% International Finance Corporation and Yantai Yuhua Investment and Development Company Limited. There are no changes on the registered capital and shareholding percentage / percentage of voting rights of the parent company. Page 106 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 2 Information about the subsidiaries of the Company For information about the subsidiaries of the Company, refer to Note VII.1. 3 Information about joint ventures and associates of the Company For information about the joint ventures and associates of the Company, refer to Note VII.3. Joint ventures and associates that have related party transactions with the Group during this year or the previous year are as follows: Name of entity Relationship with the Company L&M Holdings Joint venture of the Group 4 Information on other related parties Name of other related parties Related party relationship Yantai Changyu Wine Culture Museum Co., Controlled by the same parent Ltd.("Wine Culture Museum") company Yantai Changyu International Window of the Wine Controlled by the same parent City Co., Ltd.("Window of the Wine City”) company Yantai Shenma Packaging Co., Ltd. (“Shenma Controlled by the same parent Packaging”) company Yantai Zhongya Pharmaceutical Tonic Wine Co., Controlled by the same parent Ltd.("Zhongya Pharmaceutical") company Yantai Changyu Culture Tourism Production Sales Controlled by the same parent Co., Ltd.(" Culture Sales") company Yantai Changyu Culture Tourism Development Co., Controlled by the same parent Ltd.(" Culture Development ") company L&M Holdings Joint ventures Mirefleurs Subsidiaries of the joint venture CHATEAU DE LIVERSAN (“LIVERSAN”) Subsidiaries of the joint venture Page 107 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 5 Transactions with related parties (1) Product procurement Related parties Nature of transaction 2019 2018 Shenma Packaging Product procurement 133,587,430 173,238,289 Zhongya Pharmaceutical Product procurement 1,244,991 15,690,930 Wine Culture Museum Product procurement 10,832,751 16,784,711 Window of the Wine City Product procurement 8,556,698 7,913,342 Culture sales Product procurement 573,849 35,857 Culture development Product procurement 2,820,545 - Mirefleurs Product procurement 6,429,542 - L&M Holdings Product procurement 1,632,941 - Total 165,678,747 213,663,129 (2) Sales of goods Related parties Nature of transaction 2019 2018 Culture development Sales of goods 9,592,510 - Wine Culture Museum Sales of goods 8,305,228 23,515,379 Window of the Wine City Sales of goods 7,723,602 13,821,555 Zhongya Pharmaceutical Sales of goods 4,474,004 4,552,269 Culture sales Sales of goods 3,840,804 2,914,686 Shenma Packaging Sales of goods 347,453 348,247 Total 34,283,601 45,152,136 (3) Leases (a) As the lessor Lease income Lease income Type of assets Name of lessee recognised in recognised in leased 2019 2018 Shenma Packaging Offices and plants 1,492,550 1,478,982 Zhongya Pharmaceutical Offices and plants 522,936 518,182 Total 2,015,486 1,997,164 Page 108 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (b) As the lessee Type of assets Lease expense Lease expense Name of lessor leased recognised in 2019 recognised in 2018 Changyu Group Office buildings 1,612,118 1,538,840 Changyu Group Offices and plants 1,394,762 1,331,364 Changyu Group Offices and plants 4,184,286 3,994,091 Total 7,191,166 6,864,295 (4) Remuneration of key management personnel Item 2019 2018 Remuneration of key management personnel 12,297,689 13,102,005 (5) Other related party transactions Related parties Nature of transaction Note 2019 2018 Changyu Group Royalty (a) 35,938,014 73,976,395 Royalty deducted in the Changyu Group (a) (218,649,636) - previous years Changyu Group Patent fee - 50,000 Total (182,711,622) 74,026,395 (a) Contract of trademarks usage Pursuant to a royalty agreement dated 18 May 1997, starting from 18 September 1997, the Company may use certain trademarks of Changyu Group Company, which have been registered with the PRC Trademark Office. An annual royalty fee at 2% of the Group's annual sales is payable to Changyu Group. The license is effective until the expiry of the registration of the trademarks. According to the above royalty agreement, Changyu Group collected a total of RMB576,507,809 for royalty from 2013 to 2019, of which 51% was used to promote trademarks such as Changyu and the product of this contract, totalling RMB294,018,093. The amount is used for promotion of Changyu and other trademarks and the products of this contract, totalling RMB62,250,368, the difference is RMB231,768,615. Page 109 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 On 18 May 2019, the general meeting of shareholders approved the proposal of the amendment to the royalty agreement. Article 6.1 of the royalty agreement with Changyu Group was amended to: During the validity period of this contract, the Group pays Changyu Group royalty on an annual basis. The royalty is calculated based on 0.98% of the sales volume of the Group ’s contract products using this trademark. The article is amended to: The royalty paid to the Changyu Group by the Group shall not be used to promote this trademark and the contract products. In addition, in accordance with agreement the Group signed with Changyu Group in November 2019, Changyu Group promised to offset the difference of RMB231,768,615 above with the royalty for four years, i.e. from 2019 to 2022.If it is not sufficient for deduction, the rest will be repaid in a one-off manner in 2023. If there is surplus, the surplus part of the royalty will be charged from the year when the surplus occurs. As at 31 December 2019, the Group offset the royalty for the year of RMB182,711,622, including the royalty of RMB35,938,014 occurred in 2019 and the deduction of the previous year's sales expenses of RMB218,649,636 (exclusive of tax). 6 Receivables from and payables to related parties Receivables from related parties 2019 2018 Provision for Provision for Item Related party Book value bad and Book value bad and doubtful debts doubtful debts Zhongya Accounts receivable Pharmaceutica 4,292,386 909,935 2,768,391 - l Shenma Accounts receivable - - 17,137 - Packaging Window of the Accounts receivable 1,610,485 633,980 1,911,157 - Wine City Changyu Other non-current assets 193,674,320 - - - Group Shenma Other receivables 813,400 - 813,400 - Packaging Payables to related parties Item Related party 2019 2018 Accounts payable Shenma Packaging 39,893,538 55,366,785 Accounts payable Zhongya 1,024,310 6,722,667 Pharmaceutical Accounts payable Wine Culture Museum 4,874,963 4,646,731 Accounts payable Window of the Wine 3,758,054 4,789,600 City Accounts payable Culture sales 297,956 - Accounts payable Culture development 142,610 - Other payables Shenma Packaging 450,000 450,000 Other payables Changyu Group - 78,414,978 Page 110 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 XI. Capital management The Group’s primary objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can continue to provide returns for shareholders, by pricing products and services commensurately with the level of risk and by securing access to finance at a reasonable cost. The Group’s capital structure is regularly reviewed and managed to achieve an optimal structure and return for shareholders. Factors for the Group’s consideration include: its future funding requirements, capital efficiency, actual and expected profitability, expected cash flows, and expected capital expenditure. Adjustments are made to the capital structure in light of changes in economic conditions affecting the Group. Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements. XII. Commitments and contingencies 1 Significant commitment (1) Capital commitments Item 2019 2018 Long-term assets acquisition commitment 679,980,000 996,675,000 Total 679,980,000 996,675,000 (2) Operating lease commitments As at 31 December, the total future minimum lease payments under non-cancellable operating leases of the Group’s properties were payable as follows: Item 2019 2018 Within 1 year (inclusive) 17,756,000 20,576,000 Over 1 year but within 2 years (inclusive) 16,189,000 11,757,000 Over 2 years but within 3 years (inclusive) 9,757,000 10,064,000 Over 3 years 89,550,940 84,095,000 Total 133,252,940 126,492,000 2 Contingencies The Group do not have any significant contingencies as at balance sheet date. Page 111 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 XIII. Subsequent events 1 Distribution of dividends on ordinary shares approved after the balance sheet date According to the proposal of the Board of Directors on 22 April 2020, the Company intends to distribute cash dividend totaling RMB479,824,800 to all shareholders of 685,464,000 capital shares for the year ended 31 December 2019 on the basis of RMB7.0 (including tax) for every 10 shares. The proposal is subject to the approval by the Shareholders’ meeting. This distribution of profit in cash has not been recognised as a liability at the balance sheet date. 2 Impact of COVID-19 Since the outbreak of COVID-19in January 2020, the Company has been proactively performing prevention and control measures internally. The Company has also fulfilled its social responsibility while conducting prevention and control measures and operation. After the outbreak, the Company has analysed the possible impact, and sorted out all business objectives and adjusted operation contingency plans to make sure the normal business operations. The Company will closely follow the development of COVID-19, assess and proactively react to the possible impacts on the financial position and financial performance etc. XIV. Other significant items 1 Segment reporting The Group is principally engaged in the production and sales of wine, brandy, and sparkling wine in China, France, Spain, Chile and Australia. In accordance with the Group's internal organisation structure, management requirements and internal reporting system, the Group's operation is divided into four parts: China, Spain, France, Chile and Australia. The management periodically evaluates segment results, in order to allocate resources and evaluate performances. In 2019, over 89% of revenue, more than 98% of profit and over 92% of non-current assets derived from China / are located in China. Therefore, the Group does not need to disclose additional segment report information. Page 112 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 XV. Notes to the Company’s financial statements 1 Accounts receivable (1) Accounts receivable by customer type are as follows: Type 31 December 2019 31 December 2018 Amounts due from related parties 2,589,936 1,447,973 Sub-total 2,589,936 1,447,973 Less: Provision for bad and doubtful debts 601,610 - Total 1,988,326 1,447,973 (2) The ageing analysis of accounts receivable is as follows: Ageing 2019 2018 Within 1 year (inclusive) 2,019,936 1,447,973 Over 1 year but within 2 years (inclusive) 570,000 - Sub-total 2,589,936 1,447,973 Less: Provision for bad and doubtful debts 601,610 - Total 1,988,326 1,447,973 The ageing is counted starting from the date when account receivables are recognised. (3) Accounts receivable by provisioning method (a) Assessment of ECLs on accounts receivable in 2019: At all times the Company measures the impairment loss for accounts receivable at an amount equal to lifetime ECLs, and the ECLs are based on the number of overdue days and the loss given default. According to the historical experience of the Company, there are no significant differences in the losses of different customer groups. Therefore, different customer groups are not further distinguished when calculating impairment loss based on the overdue information. Carrying amount at Impairment loss at Loss given default the end of the year the end of the year Current 0.8% 1,449,936 12,179 Overdue for 1 to 30 3.4% 570,000 19,431 days Overdue for 330 to 360 100.0% 570,000 570,000 days Total 23.2% 2,589,936 601,610 Page 113 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 The loss given default is measured based on the actual credit loss experience in the past 12 months, and is adjusted taking into consideration the differences among the economic conditions during the historical data collection period, the current economic conditions and the economic conditions during the expected lifetime. (b) Impairment of account receivables in 2018 Under previous financial instruments standards, provision for impairments is mde when there is objective evidence of impairment. (4) Accounts receivable by debtor at the end of the year: Provisio Percentage of n for bad Relationship with the Balance of account Name Ageing total and Group receivable receivables doubtful debts Zhongya Pharmaceutica Other related parties of Within 1 l the Company 2,589,936 year 100% 601,610 2 Receivables under financing Item Note 2019 2018 Bills receivable (1) 41,679,635 - Total 41,679,635 - (1) The pledged bills receivable of the Company at the end of the year As at 31 December 2019, there was no pledged bills receivable (31 December 2018: Nil). (2) Outstanding endorsed bills that have not matured at the end of the year Amount derecognised at Item year end Bank acceptance bills 65,303,181 Total 65,303,181 As at 31 December 2019, bills endorsed by the Company to other parties which are not yet due at the end of the period is RMB65,303,181 (31 December 2018: RMB94,755,124). The notes are used for payment to suppliers. The Company believes that due to good reputation of bank, the risk of notes not accepting by bank on maturity is very low, therefore derecognise the note receivables endorsed. If the bank is unable to pay the notes on maturity, according to the relevant laws and regulations of China, the Company would undertake limited liability for the notes. Page 114 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 3 Other receivables Note 31 December 2019 31 December 2018 Interest receivable (1) 90,355 254,088 Dividends receivable (2) 200,000,000 500,000,000 Others (3) 386,334,603 525,389,268 Total 586,424,958 1,025,643,356 (1) Interest receivable (a) Interest receivable by category: Item 31 December 2019 31 December 2018 Interest receivable on bank deposits 90,355 254,088 Total 90,355 254,088 (b) Significant overdue interest: N/A (2) Dividends receivable Item 31 December 2019 31 December 2018 Dividends to subsidiaries 200,000,000 500,000,000 Total 200,000,000 500,000,000 (3) Others (a) Others by customer type: Customer type 31 December 2019 31 December 2018 Amounts due from subsidiaries 385,328,319 523,579,831 Amounts due from related parties 813,440 813,440 Others 192,844 995,997 Sub-total 386,334,603 525,389,268 Less: Provision for bad and doubtful debts - - Total 386,334,603 525,389,268 Page 115 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (b) The ageing analysis is as follows: Ageing 2019 2018 Within 1 year (inclusive) 386,314,603 525,362,872 Over 1 year but within 2 years (inclusive) - 26,396 Over 2 years but within 3 years (inclusive) 20,000 - Sub-total 386,334,603 525,389,268 Less: Provision for bad and doubtful debts - - Total 386,334,603 525,389,268 The ageing is counted starting from the date when other receivables are recognised. (c) Others by method of provisioning 2019 2018 Provision for bad and Provision for bad and Carrying Book value Book value Category doubtful debts doubtful debts amount Carrying amount Percentage Percentag Percentage Percentage Amount Amount Amount Amount (%) e (%) (%) (%) Individual assessment - Total other - - - - - 525,389,268 100 - - 525,389,268 receivables Collective assessment - Amounts due from 385,328,319 99.7 - - 385,328,319 523,579,831 99.7 - - 523,579,831 subsidiaries - Amounts due from related 813,440 0.2 - - 813,440 813,440 0.1 - - 813,440 parties - Amounts due from third 192,844 0.1 - - 192,844 995,997 0.2 - - 995,997 parties Total 386,334,603 100.0 - - 386,334,603 525,389,268 100 - - 525,389,268 (d) Movements of provisions for bad and doubtful debts As at 31 December 2019, no bad and doubtful debt provision was made for other receivables (31 December 2018: Nil). As at 31 December 2019, the Company has no other receivables written off (31 December 2018: Nil). Page 116 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (e) Others categorised by nature Nature of other receivables 2019 2018 Amounts due from subsidiaries 385,328,319 523,579,831 Amounts due from related parties 813,440 813,440 Others 192,844 995,997 Sub-total 386,334,603 525,389,268 Less: Provision for bad and doubtful debts - - Total 386,334,603 525,389,268 (f) Five largest others-by debtor at the end of the year Percentage of Ending balance of Nature of the Balance at the Debtor Ageing ending balance of provision for bad receivable end of the year others (%) and doubtful debts Amounts due Within 1 Sales Company 292,380,248 75.7% - from subsidiaries year Amounts due Within 1 R&D Centre 65,016,104 16.8% - from subsidiaries year Amounts due Within 1 Laizhou Sales 12,469,834 3.2% - from subsidiaries year Amounts due Within 1 Dicot 3,692,043 1.0% - from subsidiaries year Amounts due Within 1 AFIP 1,680,926 0.4% - from subsidiaries year Total 375,239,155 97.1% 4 Long-term equity investments (1) Long-term equity investments by category: 2019 2018 Item Provision for Provision for Book value Carrying amount Book value Carrying amount impairment impairment Investments in 7,432,422,621 - 7,432,422,621 7,420,803,069 - 7,420,803,069 subsidiaries Total 7,432,422,621 - 7,432,422,621 7,420,803,069 - 7,420,803,069 Page 117 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (2) Investments in subsidiaries: Balance at the Additions during Decrease during Balance at the end Subsidiary beginning of the the year the year of the year year Xinjiang Tianzhu 60,000,000 - - 60,000,000 Kylin Packaging 23,176,063 - - 23,176,063 Chateau Changyu 28,968,100 - - 28,968,100 Pioneer International 3,500,000 - - 3,500,000 Ningxia Growing 36,573,247 - - 36,573,247 National Wines 2,000,000 - - 2,000,000 Golden Icewine Valley 30,440,500 - - 30,440,500 Chateau Beijing 579,910,000 8,479,444 - 588,389,444 Sales Company 7,200,000 - - 7,200,000 Langfang Sales 100,000 - - 100,000 Langfang Castel 19,835,730 - - 19,835,730 Wine Sales 4,500,000 - - 4,500,000 Shanghai Marketing 300,000 - - 300,000 Beijing Sales 850,000 - - 850,000 Jingyang Sales 100,000 - - 100,000 Jingyang Wine 900,000 - - 900,000 Ningxia Wine 222,309,388 - - 222,309,388 Chateau Ningxia 453,463,500 - - 453,463,500 Chateau Tinlot 212,039,586 - - 212,039,586 Chateau Shihezi 812,019,770 - - 812,019,770 Chateau Changan 803,892,258 - - 803,892,258 R&D Centre 3,288,906,445 - - 3,288,906,445 Huanren Wine 22,200,000 - - 22,200,000 Wine Sales Company - - - - Francs Champs 236,025,404 - - 236,025,404 Dicot 190,150,544 - - 190,150,544 Chile Indomita Wine 274,248,114 - - 274,248,114 Group Australia Kilikanoon 107,194,420 3,140,108 - 110,334,528 Estate Total 7,420,803,069 11,619,552 - 7,432,422,621 For information about the subsidiaries of the Company, refer to Note VII. Page 118 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 5 Operating income and operating costs 2019 2018 Item Income Cost Income Cost Principal activities 738,011,458 653,860,504 874,292,088 772,497,769 Other operating activities 2,844,904 1,643,559 2,154,982 1,989,262 Total 740,856,362 655,504,063 876,447,070 774,487,031 Details of operating income: 2019 2018 Operating income from principal activities - Sale of goods 738,011,458 874,292,088 Sub-total 738,011,458 874,292,088 Income from other business - Rental income 2,844,904 2,154,982 Total 740,856,362 876,447,070 6 Investment income Item 2019 2018 Income from long-term equity investments accounted 621,620,723 964,128,659 for using cost method 7 Transactions with related parties (1) Product procurement Related parties Nature of transaction 2019 2018 Subsidiary of the parent Product procurement 161,271,826 209,808,816 company Other related parties of the Product procurement 60,154,605 88,897,126 Company Total 221,426,431 298,705,942 (2) Sales of goods Related parties Nature of transaction 2019 2018 Subsidiary of the parent Sales of goods 731,092,089 867,995,960 company Other related parties of the Sales of goods 9,764,273 8,451,110 Company Total 740,856,362 876,447,070 Page 119 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (3) Guarantee The Company as the guarantor Amount of Inception date of Maturity date of Guarantee Guarantee holder guarantee guarantee guarantee expired (Y/N) R&D Centre 500,000,000 08 March 2017 08 March 2022 No Australia Kilikanoon 17,000,000 13 December 2018 13 December 2023 No Estate Total 517,000,000 (4) Sale of fixed assets Related parties of the Nature of transaction 2019 2018 Company Subsidiary of the parent Sale of fixed assets - 134,445 company Total - 134,445 (5) Interest income occupied by capital Related parties Nature of transaction 2019 2018 Subsidiary of the parent Interest income - 35,823,556 company occupied by capital Total - 35,823,556 (6) Leases (a) As the lessor Lease income Lease income Name of lessee Type of assets leased recognised in 2019 recognised in 2018 Other related parties Offices and plants 2,015,486 1,997,164 of the Company Total 2,015,486 1,997,164 (b) As the lessee Lease expense Lease expense Name of lessor Type of assets leased recognised in 2019 recognised in 2018 Other related parties Office buildings 1,394,762 1,331,364 of the Company Total Office buildings 1,394,762 1,331,364 Page 120 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 (8) Other related party transactions Related parties Nature of transaction 2019 2018 Changyu Group Patent fee - 50,000 Total - 50,000 8 Receivables from and payables to related parties Receivables from related parties 2019 2018 Provision for Provision for Item Related party Book value bad and Book value bad and doubtful debts doubtful debts Other related parties Accounts receivable 2,589,936 601,610 1,447,973 - of the Company Subsidiary of the Other receivables 385,328,319 - 523,579,831 - parent company Other related parties Other receivables 813,440 - 813,440 - of the Company Subsidiary of the Other non-current assets 1,427,700,000 - 972,700,000 - parent company Payables to related parties Item Related party 2019 2018 Accounts Other related parties of 11,630,361 28,892,583 payable the Company Other Subsidiary of the parent 381,487,360 585,044,038 payables company Other related parties of Other payables 450,000 450,000 the Company XVI. Non-recurring profit and loss statement in 2019 Item Amount Note Gain from disposal of equity (1) Profit and loss from disposal of non-current assets 6,272,676 investment of Mirefleurs is RMB 6,233,661. Government grants recognised through profit or loss (excluding those having close relationships with the (2) 84,837,581 Group’s operation and enjoyed in fixed amount or quantity according to uniform national standard) Detail of royalty deducted in (3) Other items qualified as extraordinary gain and loss 218,649,636 the previous years, see Note X. 5 (5) (a) Other non-operating income and expenses besides (4) 7,298,479 items above Sub-total 317,058,372 (5) Tax effect (79,367,893) (6) Effect on non-controlling interests after taxation (30,661) Total 237,659,818 Note: Extraordinary gain and loss items (1) to (4) listed above are presented in the amount before taxation. Page 121 Yantai Changyu Pioneer Wine Company Limited Financial statements for the year ended 31 December 2019 XVII. Return on net assets and earnings per share In accordance with “Regulation on the Preparation of Information Disclosures by Companies Issuing Securities No.9 – Calculation and Disclosure of the Return on Net Assets and Earnings Per Share” (2010 revised) issued by the CSRC and relevant accounting standards, the Group’s return on net assets and earnings per share are calculated as follows: 2019 Weighted average Basic earnings per Diluted earnings per Profit for the reporting period return on net assets share share (%) Net profit attributable to the Company’s ordinary equity 11.30 1.65 1.65 shareholders Net profit excluding extraordinary gain and loss attributable to the 8.92 1.30 1.30 Company’s ordinary equity shareholders 2018 Weighted average Basic earnings per Diluted earnings per Profit for the reporting period return on net assets share share (%) Net profit attributable to the Company’s ordinary equity 11.23 1.52 1.52 shareholders Net profit excluding extraordinary gain and loss attributable to the 10.40 1.41 1.41 Company’s ordinary equity shareholders Page 122