深圳市深宝实业股份有限公司 2018 年半年度报告全文
SHENZHEN SHENBAO INDUSTRIAL CO., LTD.
SEMI-ANNUAL REPORT 2018
August 2018
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section I. Important Notice, Contents and Paraphrase
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Shenbao Industrial Co., Ltd.(hereinafter referred to as
the Company) hereby confirm that there are no any fictitious statements,
misleading statements, or important omissions carried in this report, and shall
take all responsibilities, individual and/or joint, for the reality, accuracy and
completion of the whole contents.
Chairman of the Company Zheng Yuxi, General Manager Yan Zesong, Chief
Financial Officer Wang Zhiping and Financial Management Department
Manager Xu Qiming hereby confirm that the Financial Report of Semi-Annual
Report 2018 is authentic, accurate and complete.
All Directors are attended the Board Meeting for deliberation of this Report.
Concerning the forward-looking statements with future planning involved in the
annual report, they do not constitute a substantial commitment for investors,
Securities Times, China Securities Journal, Hong Kong Commercial Daily and
Juchao Website (www.cninfo.com.cn) are the media appointed by the Company
for information disclosure, all information of the Company disclosed in the
above mentioned media should prevail. Investors are advised to exercise caution
of investment risks.
The Company has analyzed the risk factors that the Company may exist and its
countermeasures in the report, investors are advised to pay attention to read
“Risks and Countermeasures” in the report of Section IV-Discussion and
Analysis of the Operation.
The Company plans not to distributed cash dividend, bonus and no capitalizing
of common reserves either.
This report has been prepared in Chinese and English version respectively. In
the event of difference in interpretation between the two versions, Chinese
report shall prevail.
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Contents
Section I. Important Notice, Contents and Paraphrase ....................................................................................... 2
Section II Company Profile and Main Financial Indexes .................................................................................... 6
Section III Summary of Company Business ........................................................................................................ 10
Section IV Discussion and Analysis of the Operation ......................................................................................... 12
Section V. Important Events ................................................................................................................................. 20
Section VI. Changes in Shares and Particulars about Shareholders ................................................................ 32
Section VII. Preferred Stock ................................................................................................................................. 38
Section VIII. Particulars about Directors, Supervisor and Senior Executives ................................................. 39
Section IX Corporate Bonds ................................................................................................................................. 40
Section X. Financial Report .................................................................................................................................. 41
Section XI. Documents available for Reference ................................................................................................ 160
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Paraphrase
Items Refers to Contents
Shenshenbao/Shenbao Company/ Listed
Refers to Shenzhen Shenbao Industrial Co., Ltd.
Company /the Company/
Shenbao Huacheng Refers to Shenzhen Shenbao Huacheng Science and Technology Co.,Ltd
Wuyuan Ju Fang Yong Refers to Ju Fang Yong Tea Industry Co., Ltd. in Wuyuan County
Hangzhou Ju Fang Yong Refers to Hangzhou Ju Fang Yong Holding Co., Ltd.
Shenbao Technology Center Refers to Shenzhen Shenbao Technology Center Co., Ltd.
Huizhou Shenbao Science & Technology Refers to Huizhou Shenbao Science & Technology Co., Ltd.
Shenbao Sanjing Refers to Shenzhen Shenbao Sanjing Food & Beverage Development Co., Ltd
Shenbao Industrial & Trading Refers to Shenzhen Shenbao Industrial & Trading Co., Ltd.
Shenbao Properties Refers to Shenzhen Shenbao Properties Management Co., Ltd.
Shenshenbao Investment Refers to Shenzhen Shenshenbao Investment Co., Ltd.
Yunnan Supply Chain Refers to Yunnan Shenbao Pu’er Tea Supply Chain Management Co., Ltd.
Fuhaitang Ecological Refers to Fuhaitang Tea Ecological Technology Co., Ltd.
Fuhaitang Restaurant Refers to Hangzhou Fuhaitang Restaurant Management Co., Ltd.
Chunshi Network Refers to Hangzhou Chunshi Network Technology Co.,Ltd.
Jufangyong Trading Refers to Hangzhou Jufangyong Trading Co., Ltd
Shenshenbao Tea Culture Refers to Shenzhen Shenshenbao Tea Culture Management Co., Ltd
Pu’er Tea Trading Center/Tea Trading
Refers to Yunnan Pu’er Tea Trading Center Co., Ltd.
Center
Huizhou Shenbao Food Refers to Huizhou Shenbao Food Co., Ltd.
Shenbao Rock Tea Refers to Mount Wuyi Shenbao Rock Tea Co., Ltd.
Shenbao Tea-Shop Refers to Shenzhen Shenbao Tea-Shop Co., Ltd.
Fude Capital Refers to Shenzhen Fude State-Owned Capital Operation Co., Ltd.
Agricultural Products Refers to Shenzhen Agricultural Products Co., Ltd
Shenzhen Investment Holding Refers to Shenzhen Investment Holding Co., Ltd
SZCG Refers to Shenzhen Cereals Group Co., Ltd.
State-owned Assets Supervision and Administration Commission of the
SASAC Refers to
State Council
Shenzhen Municipal People’s Government State-owned Assets
Shenzhen SASAC Refers to
Supervision & Administration Commission
CSRC Refers to China Securities Regulation Commission
SSE Refers to Shenzhen Stock Exchange
Dahua CPA Refers to Dahua Certified Public Accountants (Special General Partnership)
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Article of Association Refers to Article of Association of Shenzhen Shenbao Industrial Co., Ltd
RMB/10 thousand Yuan Refers to CNY/ten thousand Yuan
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section II Company Profile and Main Financial Indexes
I. Company profile
SHENSHENBAO-A,
Short form for share Stock code 000019, 200019
SHENSHENBAO-B
Listing stock exchange Shenzhen Stock Exchange
Chinese name of the Company 深圳市深宝实业股份有限公司
Abbr. of Chinese name of the
深宝
Company (if applicable)
English name of the
SHENZHEN SHENBAO INDUSTRIAL CO.,LTD.
Company(if applicable)
Abbr. of English name of the
SBSY
Company(if applicable)
Legal Representative Zheng Yuxi
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Li Yiyan Huang Bingxia
8/F, Tower-B, Building 4, Software 8/F, Tower-B, Building 4, Software
Industry Base, Science & Technology Park Industry Base, Science & Technology Park
Contact add.
(South), Xuefu Road, Nanshan District, (South), Xuefu Road, Nanshan District,
Shenzhen Shenzhen
Tel. 0755-82027522 0755-82027522
Fax. 0755-82027522 0755-82027522
E-mail lyy@sbsy.com.cn huangbx@sbsy.com.cn
III. Others
1. Way of contact
Whether registrations address, offices address and codes as well as website and email of the Company changed in reporting period or
not
□ Applicable √ Not applicable
Registrations address, offices address and codes as well as website and email of the Company has no change in reporting period,
found more details in Annual Report 2017
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
2. Information disclosure and preparation place
Whether information disclosure and preparation place changed in reporting period or not
□ Applicable √ Not applicable
The newspaper appointed for information disclosure, website for semi-annual report publish appointed by CSRC and preparation
place for semi-annual report have no change in reporting period, found more details in Annual Report 2017
IV. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data
□Yes √No
Current period Same period of last year Changes over last year
Operating revenue (RMB) 136,721,215.40 138,158,382.95 -1.04%
Net profit attributable to shareholders of
-18,246,639.07 -17,759,776.83 -2.74%
the listed Company(RMB)
Net profit attributable to shareholders of
the listed Company after deducting -18,884,920.69 -19,357,560.01 2.44%
non-recurring gains and losses(RMB)
Net cash flow arising from operating
9,795,470.07 -50,432,648.15 119.42%
activities(RMB)
Basic earnings per share (RMB/Share) -0.0367 -0.0357 -2.80%
Diluted earnings per share (RMB/Share) -0.0367 -0.0357 -2.80%
Weighted average ROE -1.95% -1.74% -0.21%
Changes over end of last
End of current period End of last year
year
Total assets (RMB) 1,040,484,135.20 1,070,386,220.55 -2.79%
Net assets attributable to shareholder of
928,673,938.26 946,920,577.33 -1.93%
listed Company(RMB)
V. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
√ Applicable □ Not applicable
In RMB
Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed
Company Company
Current period Last period Period-end Period-begin
Chinese GAAP -18,246,639.07 -17,759,776.83 928,673,938.26 946,920,577.33
Items and amount adjusted by IAS
Adjustment for other payable
fund of stock market 1,067,000.00 1,067,000.00
regulation
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
IAS -18,246,639.07 -17,759,776.83 929,740,938.26 947,987,577.33
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company has no above mentioned condition occurred in the period
3. Explanation on differences of the data under accounting standards in and out of China
□ Applicable √ Not applicable
VI. Items and amounts of extraordinary profit (gains)/loss
√ Applicable □ Not applicable
In RMB
Item Amount Note
Gains/losses from the disposal of non-current asset (including the
-67,563.97
write-off that accrued for impairment of assets)
Governmental subsidy reckoned into current gains/losses (not
including the subsidy enjoyed in quota or ration according to
1,377,862.18
national standards, which are closely relevant to enterprise’s
business)
Gains and losses from change of fair values of
held-for-transaction financial assets and financial liabilities except
for the effective hedge business related to normal business of the
-425,718.15
Company, and investment income from disposal of transactional
financial assets and liabilities and financial assets available for
sale
Other non-operating income and expenditure except for the
56,049.77
aforementioned items
Less: impact on income tax 52,636.76
Impact on minority shareholders’ equity (post-tax) 249,711.45
Total 638,281.62 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
the Public --- Extraordinary Profit/loss
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section III Summary of Company Business
I. Main businesses of the Company in the reporting period
Does the Company need to comply with disclosure requirements of the special industry?
No
The Company mainly engaged in the production, R&D and sale business of ingredient/raw-food material based on
tea and deep processing of natural plants. After decades of development, we have established relatively complete
industrial chain involving tea cultivation, purified tea, tea extract, boutique tea sales, tea cultural experience,
e-commerce, tea trading platform and tea finance. Its main business comprises tea refining and fine tea sales,
tea-life experience, tea e-commerce, food and beverage, research and development and so on. The Company has
established three major business directions, namely, the “health technology” development direction with plant
extraction technology as the core business, the “industrial service” development direction with tea exchange
industry finance and electronic trading as the core business, and the “life experience” development direction with
iTealife / Teabank tea fashion consumption as the core business, and promotes the integration and coordinated
development of all business segments and enhances the overall value of the industry by vigorously expanding the
three major business directions.
Main products are including "Golden Eagle" instant tea powder, juice ect series; "Jufangyong", "Gutan", "Fuhai
tang" and “Shenbao Tea-Shop” ect series; "Mitsui" oyster sauce, chicken, seafood sauce and other condiments;
"Shenbao" chrysanthemum tea, lemon tea, herbal tea and other drinks.
II. Major changes in main assets
1. Major changes in main assets
Major assets Note of major changes
Equity assets No major Change
Fixed assets No major Change
Intangible assets No major Change
Construction in progress No major Change
Increase of the other current assets: the financial products have more account from a year
Other current assets
earlier at end of the period
2. Main overseas assets
□ Applicable √ Not applicable
III. Core Competitiveness Analysis
Does the Company need to comply with disclosure requirements of the special industry?
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
No
During the reporting period, core competence wasn’t significantly changed. The Company has established relatively complete
industrial chain involving tea cultivation, purified tea, tea extract, boutique tea sales, tea cultural experience, e-commerce, tea trading
platform and tea finance, forming a good industrial base; relying strong R & D capabilities, leading edge technology, two state-level
high-tech enterprises, a quality control system recognized by large international food and beverage companies, the Company brought
a group of high-quality large domestic and foreign clients. The Company will continue to innovate institutional mechanisms,
innovative ideas, innovative products to enhance synergies and core competitiveness of the tea industry chain.
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section IV Discussion and Analysis of the Operation
I. Introduction
In first half of 2018, the Company continued to promote scientific and technological innovation by focusing on the existing industrial
layout and market development trends, fully implemented various operational measures to consolidate the industrial foundation and
enhance the industrial value, vigorously expand the main business, and enhance the profitability and core competitiveness of the
enterprise. At the same time, in line with the overall strategic deployment of state-owned grain and agricultural enterprises in
Shenzhen, it was planned to acquire 100% equity of Shenzhen Cereals Group Co., Ltd. by issuing shares to purchase assets. During
this period, the Company adhered to grasping two objects at the same time, in the case of steadily implementing various intrinsic
management measures, ensured the stable development of various business segments, actively promoted the progress of major assets
restructuring projects, adjusted and optimized the industrial layout, and achieved resource integration by superior resource
complementary of all parties, which ultimately promoted the Company’s sustainable operation ability and profitability and improved
the quality and efficiency of enterprise development.
During the reporting period, the Company continuously promoted the project research and development and technical support,
promoted the industrial development by product breakthroughs and technological innovations, steadily improved the advantages of
traditional business segments, and strived to improve quality and reduce losses and increase revenue. In the first half of the year, the
Technology Center completed a number of government application projects, including “Shenzhen High-tech Enterprise Cultivation
and Storage” and “Shenzhen R&D Expenses Funding”, and reached cooperation with many brand customers, which provided
integrative solutions with multiple dimensions and aspects for related enterprises from concept to product realization; the deep
processing business module somewhat increased the product gross margin through a series of strict cost control measures such as
optimizing supply chain, reducing consumption and increasing efficiency; Huizhou Shenbao Technology continued to improve the
production process and formula of the beverage and condiments business, and completed various production tasks by guaranteeing
both quality and quantity; the overall sales of specialty tea business of Hangzhou Ju Fang Yong did not meet the expectations, but the
fast drink business of its subordinate “iTealife” has gradually opened up the franchise market through the third party cooperation, and
the performance has been improved to some extent; under the premise of the existing business model, Shenbao tea culture continued
to promote the internal rectification, sorted out the product system, and achieved expectations in new product development, cost
control, and operation procedure improvement, and reduced losses.
During the reporting period, the Company actively promoted the major assets restructuring projects and fulfilled the relevant internal
decision-making procedures and information disclosure obligations.
In the first half of 2018, the Company achieved a total operating income of 136,721,215.40 Yuan, a decline of 1.04% over the same
period of last year; operating profit of -18,090,617.03 Yuan, a decrease of 15.97% over the same period of last year; net profit
attributable to shareholders of listed companies was -18,246,639.07 Yuan, a decline of 2.74% compared with the same period of last
year. The main reason for the change was that the Company’s profit from tea deep processing business increased compared with the
same period of the previous year by optimizing the product structure. At the same time, the Company added new assets restructuring
related expenses in the current period, which caused the Company’s overall losses were basically the same as that of the same period
of last year.
II. Main business analysis
See the “I-Introduction” in “Discussion and Analysis of the Operation”
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Y-o-y changes of main financial data
In RMB
Current period Same period of last year Y-o-y increase/decrease Reasons for changes
Operation revenue 136,721,215.40 138,158,382.95 -1.04%
Operation cost 98,142,437.41 104,400,839.32 -5.99%
Sales expenses 18,475,423.94 21,174,407.31 -12.75%
Management expenses 37,057,054.07 33,082,783.76 12.01%
Financial expenses -1,547,896.32 -1,533,397.02 0.95%
Part of the subordinate
enterprise gains in the
Income tax expense 1,125,027.35 36,586.58 2,974.97%
period, thus the income
tax expense increased
R&D investment 1,308,711.37 1,162,154.46 12.61%
The cash flow from good
sales increased in the
Net cash flow arising
9,795,470.07 -50,432,648.15 -119.42% period; the cash out-flow
from operation activities
from goods purchasing
declined
The cash paid for
Net cash flow arising purchasing financial
from investment -31,925,603.80 -84,671,733.66 -62.29% products in the period
activities declined from a year
earlier
At same period of last
year, there was a cash
Net cash flow arising expenses from dividend
-10,610,098.89 -17,904,646.76 -40.74%
from financing activities distribution, while no
such account in the
period
Net increase of cash and
-32,614,983.97 -153,076,370.04 -78.69%
cash equivalent
Balance of the financial
Other current assets 32,071,685.68 2,758,494.99 1,062.65% products increased over
same period of last year
Major changes on profit composition or profit resources in reporting period
□ Applicable √ Not applicable
No major changes on profit composition or profit resources occurred in reporting period
Composition of main business
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
In RMB
Increase or Increase or Increase or
decrease of decrease of decrease of gross
Operating
Operating cost Gross profit ratio operating revenue operating cost profit ratio over
revenue
over same period over same period same period of
of last year of last year last year
According to industries
Industry 121,178,697.27 91,848,572.71 24.20% -0.03% -4.70% 3.71%
Trading 10,621,768.13 3,833,267.60 63.91% -22.27% -41.67% 12.00%
According to products
Soft drink 16,625,023.79 11,744,617.80 29.36% 9.18% 11.83% -1.67%
Tea products 111,557,314.93 81,501,902.46 26.94% -4.01% -9.76% 4.66%
According to region
Exportation 7,247,844.78 5,160,648.34 28.80% 3.14% 5.99% -1.91%
South China 19,580,861.50 14,230,891.31 27.32% -39.38% -38.76% -0.74%
North China 11,331,470.49 9,336,777.66 17.60% 32.09% 20.12% 8.21%
East China 74,819,223.73 51,324,665.29 31.40% 10.93% 2.52% 5.63%
Central China 12,754,935.79 10,041,568.45 21.27% 9.24% 5.81% 2.55%
III. Analysis of the non-main business
□ Applicable √ Not applicable
IV. Assets and liability
1. Major changes of assets composition
In RMB
End of current period End of period of last year
Ratio
Ratio in total Ratio in total Notes of major changes
Amount Amount changes
assets assets
Monetary fund 223,346,666.44 21.47% 255,961,650.41 23.91% -2.44%
Account
65,057,127.05 6.25% 77,193,068.03 7.21% -0.96%
receivable
Inventory 162,120,133.29 15.58% 155,306,108.94 14.51% 1.07%
Investment
18,165,479.87 1.75% 18,401,275.03 1.72% 0.03%
property
Long-term equity
5,063,724.67 0.49% 5,248,629.66 0.49% 0.00%
investment
Fix assets 303,675,729.05 29.19% 313,742,404.72 29.31% -0.12%
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Construction in
864,175.33 0.08% 134,918.91 0.01% 0.07%
process
2. Assets and liability measured by fair value
√ Applicable □ Not applicable
In RMB
Changes of fair Accumulative
Amount at the Devaluation of Amount of
value changes of fair Amount of sale Amount in the
Items beginning withdrawing in purchase in the
gains/losses in value reckoned in the period end of period
period the period period
this period into equity
Financial assets
1. Financial
assets
measured by
fair value and
whose change
is recorded in
1,599,668.20 -425,718.15 92,883.96 1,173,950.05
current gains
and losses
(excluding
derivative
financial
assets)
Subtotal 1,599,668.20 -425,718.15 92,883.96 1,173,950.05
Aforementione
1,599,668.20 -425,718.15 92,883.96 1,173,950.05
d total
Financial
0.00 0.00
liabilities
Whether there have major changes on measurement attributes for main assets of the Company in report period or not
□ Yes √No
3. The assets rights restricted till end of the period
Ended as reporting period, the Company has no assets rights restricted
V. Investment Analysis
1. Overall situation
√ Applicable □ Not applicable
Investment in reporting period (Yuan) Investment in the same period of last year Range
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
(Yuan)
0.00 5,500,000.00 -100.00%
2. The major equity investment obtained in the reporting period
□ Applicable √ Not applicable
3. The major non-equity investment carrying in the reporting period
□ Applicable √ Not applicable
4. Financial assets investment
(1) Securities investment
√ Applicable □ Not applicable
Book Changes
Cumulat Profit
Account value at in fair
ive fair Current and loss Book
Variety Short ing the value of Current Account
Code of Initial value purchas in the value at Capital
of form of
securitie investm measure beginni the sales the end ing
securitie securitie changes e Reporti of the Source
s ent cost
s s ment ng of current amount subject
in amount ng period
model the profit
equity Period
period and loss
Shares
Domesti Transact repaid
Measure
c and 1,599,6 -425,71 92,883. 1,173,9 ional from
000017 CBC-A -- d by fair 0.00 0.00 0.00
overseas 68.20 8.15 96 50.05 financia debt
value
stock l assets reorgani
zation
1,599,6 -425,71 92,883. 1,173,9
Total -- -- 0.00 0.00 0.00 -- --
68.20 8.15 96 50.05
Disclosure date of
securities investment Not applicable
approval of the Board
Disclosure date of
securities investment
Not applicable
approval of the Shareholder
Meeting (if applicable)
(2) Derivative investment
□ Applicable √ Not applicable
The Company has no derivatives investment in the Period
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
VII. Analysis of main Holding Company and stock-jointly companies
√ Applicable □ Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10%
In RMB
Company Main Operating Operating
Type Register capital Total assets Net Assets Net profit
name business revenue profit
Sales and
Wuyuan
production
Ju Fang Subsidiary 290,000,000.00 406,980,655.84 324,994,035.58 84,705,491.88 5,186,849.97 3,882,637.49
of tea
Yong
products
Developm
ent,
Shenbao consulting
Technolog Subsidiary and 54,000,000.00 44,100,092.63 33,847,707.32 12,528.05 -2,020,660.37 -2,020,660.37
y Center transfer of
technolog
y
Sales and
Hangzhou
production
Ju Fang Subsidiary 175,000,000.00 211,729,223.62 156,892,147.26 15,424,604.46 -5,146,570.80 -5,035,099.00
of tea
Yong
products
Pu’er Tea
Service
Trading Subsidiary 50,000,000.00 45,407,102.16 34,590,516.81 76,410.93 -2,164,182.09 -2,164,182.09
industry
Center
Particular about subsidiaries obtained or disposed in report period
□ Applicable √ Not applicable
Explanation on main holding/stock-jointly enterprise
1.Ju Fang Yong Tea Industry Co., Ltd. in Wuyuan County is a wholly-owned subsidiary of the Company. Business scope: tea,
natural plants, tea and natural plant extracts, planting, tea import and export trade, agricultural and sideline products, acquisition,
processing, sales; pre-packaged food sales. (The above projects for which the country has special provisions should be operated with
a valid qualification certificate or permit). Registered capital amounted as 290,000,000 Yuan. Up to the reporting period, total asstes
of Wuyuan Ju Fang Yong comes to 406,980,655.84 Yuan, net assets amounted as 324,994,035.58 Yuan, the shareholdres equity
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
attributable to parent Company amounted as 324,994,035.58 Yuan; in the reporting period, operation revenue amounted as
84,705,491.88 Yuan, net profit achived 3,882,637.49 Yuan and net profit attributable to parent Company was 3,882,637.49 Yuan.
2. Shenzhen Shenbao Technology Center Co., Ltd. is a wholly-owned subsidiary of the Company, its business scope includes
technical development, technical consultation, technology transfer and inspection services for tea, plant products, soft drinks and
food (except for projects subject to approval before registration by laws, administrative regulations, State Council decisions);
domestic trade; prepackaged food wholesale, liquor wholesale. Register capital was 54 million Yuan. Ended as this period-end, total
assets of Shenbao Technology Center amounted as 44,100,092.63 Yuan, net assets amounting to 33,847,707.32 Yuan, the
shareholders equity attributable to parent Company amounted as 33,847,707.32 Yuan; in the reporting period, Shenbao Technology
Center achieved operation revenue of 12,528.05 Yuan, net profit amounting to (2,020,660.37) Yuan and net profit attributable to
parent Company amounted as (2,020,660.37) Yuan
3. Hangzhou Ju Fang Yong Holding Co., Ltd., a wholly owned subsidiary. Business scope: sell both retail and wholesale: wholesale,
retail of the prepackaged food and bulk food (pre-approval items should be operated within validity period ): tea set; acquisitions: tea
business sales required (limited to the acquisition of the original producer of primary industry directly); Services: Tea business
investment and asset management, technology development, cultivation, breeding, technical consulting, technical services, transfer of
results, the other all legitimate projects without approval, subsidiaries’ business scope included. Register capital was 175 million
Yuan. Ended as this period-end, the total assets of Ju Fang Yong is 211,729,223.62 Yuan, and net assets amounting to
156,892,147.26 Yuan, shareholders’ equity attributable to parent Company is 157,204,306.46 Yuan; in the reporting period, Ju Fang
Yong achieved operation income, net profit and net profit attributable to shareholder of parent Company as 15,424,604.46 Yuan,
(5,035,099.00) Yuan and (5,029,801.36) Yuan respectively.
4. Yunnan Pu'er Tea Trading Center Co., Ltd. is a controlling subsidiary of the Company, its business scope includes providing places,
facilities and intermediary, brokerage, auction, finance, and consulting services for tea and other agricultural and sideline products,
spot trading of industrial raw materials and bulk stock, and related financial services; investment and management of other related
projects; conference and exhibition services (projects subject to approval according to law, operating activities only be carried out
after the approval of relevant departments). Register capital was 50 million Yuan. Ended as this period-end, total assets of Pu’er Tea
Trading Center amounted as 45,407,102.16 Yuan, net assets amounting to 34,590,516.81 Yuan, the shareholders equity attributable to
parent Company amounted as 34,590,516.81 Yuan; in the reporting period, Pu’er Tea Trading Center achieved operation revenue of
76,410.93 Yuan, net profit amounting to (2,164,182.09) Yuan and net profit attributable to parent Company amounted as
(2,164,182.09) Yuan
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Prediction of business performance from January – September 2018
Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the
warning of its material change compared with the corresponding period of the last year and explanation on reason
□ Applicable √ Not applicable
X. Risks and countermeasures
1. Restricted by the challenges faced by the overall environment of the domestic beverage market, the competition in the industry is
intensifying, the Company’s profits are not satisfactory, and the return expectations of various projects are relatively slow. The
Company is actively promoting various improvement measures to reduce consumption and increase efficiency, drive the product
18
深圳市深宝实业股份有限公司 2018 年半年度报告全文
upgrades and innovations to improve market competitiveness, enhance overall profit margins, and accelerate the efficiency
promotion.
2. In recent years, the consumption trend is changing day by day, but the Company’s business structure and talent structure are
relatively simple, the team construction is lagging behind, and the professional talent team is lacking, as a result, in the cultivation of
new business, the Company’s innovation ability and strain capacity are inadequate when facing the competition in new areas, which
increases the cycle and cost of business transformation. The Company will continue to introduce professional talents from the outside,
train talents at home, strengthen the construction of talent teams, and open up the development channels for employees to create
career development opportunities.
3. As the Company is actively promoting major asset restructuring projects during the reporting period, the Company has disclosed
the various risk factors in detail in the “Report on Issuing Shares for Asset Purchase and Related Transactions” (draft) (revised
version), see the Company’s announcement disclosed at www.cninfo.com.cn on June 23, 2018.
19
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section V. Important Events
I. Annual General Meeting and extraordinary shareholders general meeting held in this
period
1. AGM in the period
Investor
Sessions Type participati Opening date Disclosure date Disclosure index
on (%)
Resolution Notice of AGM 2017 of
2017 Annual Annual general Shenzhen Shenbao Industrial Co., Ltd.
35.34% 2018-05-15 2018-05-16
general meeting meeting (Notice No.: 2018-44) released on
Juchao website dated 16 May 2018
The First Resolution Notice of The First Interim
Interim Interim Shareholders General Meeting of 2018
Shareholders Shareholders 4.83% 2018-06-27 2018-06-28 of Shenzhen Shenbao Industrial Co., Ltd.
General Meeting General Meeting (Notice No.: 2018-57) released on
of 2018 Juchao website dated 28 June 2018
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
II. Profit distribution plan and capitalizing of common reserves plan for the Period
□ Applicable √ Not applicable
The Company plans not to carried out distribution of cash dividend, bonus shares and share converted from capital reserve either for
the half year
III. Commitments completed in Period and those without completed till end of the Period from actual
controller, shareholders, related parties, purchaser and companies etc.
□ Applicable √ Not applicable
There are no commitments completed in Period and those without completed till end of the Period from actual controller,
shareholders, related parties, purchaser and companies etc.
IV. Appointment and non-reappointment (dismissal) of CPA
Whether the financial report has been audited or not
20
深圳市深宝实业股份有限公司 2018 年半年度报告全文
□Yes √No
The financial report has not been audited
V. Explanation from Board of Directors and Supervisory Committee for “Qualified Opinion”
that issued by CPA
□ Applicable √ Not applicable
VI. Explanation from the BOD for “Qualified Opinion” of last year
□ Applicable √ Not applicable
VII. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in end of this period
VIII. Lawsuits
Significant lawsuits and arbitrations
□ Applicable √ Not applicable
No significant lawsuits and arbitrations occurred in the reporting period
Other lawsuits
√ Applicable □ Not applicable
Amount
Resulted an Disc
involved Execution Discl
accrual Trial result and losur
Lawsuits (arbitrations) (in 10 Progress of osure
liability influence e
thousand judgment index
(Y/N) date
Yuan)
Shenzhen Shenbao Industrial Co., Ltd. The first
(hereinafter referred to as “Shenbao instance
Company”) received the Civil Complaint In second judgment has
Adjudicati
from Shenzhen Agricultural Products instance, final been issued, the
on has not Not
Financing Guarantee Co., Ltd. (hereinafter judgment has court ruled to Not
been made appli
referred to as “Guarantee Company”) in July 500 N not been made reject the appeal applic
in second cabl
2016, Case No.: (2016)Y0304MC15008, out while the of Guarantee able
instance e
required Changzhou Shenbao Tea second instance Company that
court
Warehousing E-commerce Co., Ltd., a has completed Shenbao
shareholding enterprise of Shenbao Company, Company
to repay the loan principal and interest, should
21
深圳市深宝实业股份有限公司 2018 年半年度报告全文
penalty interest and compensation, with a undertake joint
total of RMB 8,690,240.31, the shareholder liability
Shenbao Company undertook joint liability
for the (loan principal) borrowings of RMB
5,000,000.00.
After holding a hearing, Shenbao Company
received the written judgment of first instance
in June 2017, the court ruled to reject the
appeal of Guarantee Company that Shenbao
Company should undertake joint liability.
Guarantee Company refused to accept the
judgment of the first instance and appealed to
Shenzhen Intermediate People's Court, Case
is in second instance, final judgment has not
been made out while the second instance has
completed
Hangzhou Fuhaitang Tea Ecological
Technology Co., Ltd. sued Ma Xuezhong and
required Ma Xuezhong to pay the equity Not
Not
transfer payment of 600,000 Yuan and the In process of appli
60 N Not yet verdict Invalid applic
overdue interest, Shangsi Court of Hangzhou first instance cabl
able
West Lake District People’s Court held a e
hearing for this equity transfer dispute case
which has not yet been decided.
IX. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
X. Integrity of the Company and its controlling shareholders and actual controllers
√ Applicable □ Not applicable
During the reporting period, the Company and its controlling shareholder always obeyed final judgment in the court case, relatively
large amount of debt overdue and other non-compliance.
XI. Implementation of the Company’s stock incentive plan, employee stock ownership plan or
other employee incentives
□ Applicable √ Not applicable
During the reporting period, the Company has no stock incentive plan, employee stock ownership plan or other employee incentives
that have not been implemented.
22
深圳市深宝实业股份有限公司 2018 年半年度报告全文
XII. Major related transaction
1. Related transaction with routine operation concerned
□ Applicable √ Not applicable
No related transaction occurred in the period with routine operation concerned
2. Assets or equity acquisition, and sales of assets and equity
□ Applicable √ Not applicable
No related transaction concerning the asses or equity acquisition and sold at period-end
3. Related transaction of foreign investment
□ Applicable √ Not applicable
No related transaction of foreign investment occurred at period-end
4. Related credits and liabilities
□ Applicable √ Not applicable
No related credits and liabilities occurred in period
5. Other major related transaction
√ Applicable □ Not applicable
On 8 June 2018 and 27 June, the 17th session of 9th BOD and First Extraordinary General Meeting of 2018 are deliberated and
approved the Proposal as Purchasing Assets by Issuing of Shares and Report of Related Transactions (Draft) and its Summary, the
Company agreed to purchased 100% equity of Shenzhen Cereals Group held by Fude Capital by shares offering with considerate of
5,875,546,441.66 Yuan for the target assets.
The counterparty-Fude Capital is the controlling shareholder of the Shenbao Industry and in accordance with relevant regulations as
Restructuring Measures and Listing Rules from Shenzhen Stock Exchange, the transaction constitutes related transactions.
Up to now, the matter is still in the audit stage of the China Securities Regulatory Commission and will be implemented after it has
been approved.
Relevant information of website for announcement disclosed with major related transaction concerned
Announcement Date for disclosure Website for inquiry
Purchasing Assets by Issuing of Shares and Report of Juchao Website
2018-06-11
Related Transactions (Draft) (www.cninfo.com.cn)
Resolution of First Extraordinary General Meeting of 2018 2018-06-28 Juchao Website
23
深圳市深宝实业股份有限公司 2018 年半年度报告全文
(www.cninfo.com.cn)
XIII. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
XIV. Significant contract and implementations
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in reporting period
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
(3) Leasing
□ Applicable √ Not applicable
No leasing in the Period
2. Major Guarantee
√ Applicable □ Not applicable
(1) Guarantee
In 10 thousand Yuan
External Guarantee (not including guarantees to subsidiaries)
Related
Actual date of Complete Guarante
Name of the Announce
Guarantee happening (Date Actual Guarantee Guarantee implemen e for
Company ment
limit of signing guarantee limit type term tation or related
guaranteed disclosure
agreement) not party
date
Guarantee between the Company and subsidiary
Related
Actual date of Complete Guarante
Name of the Announce
Guarantee happening (Date Actual Guarantee Guarantee implemen e for
Company ment
limit of signing guarantee limit type term tation or related
guaranteed disclosure
agreement) not party
date
Shenzhen Shenbao 2017-04-24 3,000 2017-07-27 3,000 Joint liability One year N Y
24
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Huacheng Science guaranty
and Technology
Co., Ltd
Total amount of actual
Total amount of approving
occurred guarantee for
guarantee for subsidiaries in 0 3,000
subsidiaries in report period
report period (B1)
(B2)
Total balance of actual
Total amount of approved
guarantee for subsidiaries at
guarantee for subsidiaries at the 3,000 3,000
the end of reporting period
end of reporting period (B3)
(B4)
Guarantee between the subsidiaries
Related
Actual date of Complete Guarante
Name of the Announce
Guarantee happening (Date Actual Guarantee Guarantee implemen e for
Company ment
limit of signing guarantee limit type term tation or related
guaranteed disclosure
agreement) not party
date
Total amount of guarantee of the Company( total of three abovementioned guarantee)
Total amount of approving Total amount of actual
guarantee in report period 0 occurred guarantee in report 3,000
(A1+B1+C1) period (A2+B2+C3)
Total amount of approved Total balance of actual
guarantee at the end of report 3,000 guarantee at the end of report 3,000
period (A3+B3+C2) period (A4+B4+C4)
The proportion of the total amount of actually guarantee in the
3.23%
net assets of the Company(that is A4+ B4+C4)
Including:
Amount of guarantee for shareholders, actual controller and its
0
related parties(D)
The debts guarantee amount provided for the guaranteed
parties whose assets-liability ratio exceed 70% directly or 0
indirectly(E)
Proportion of total amount of guarantee in net assets of the
0
Company exceed 50%(F)
Total amount of the aforesaid three guarantees(D+E+F) 0
Explanations on possibly bearing joint and several liquidating
Not applicable
responsibilities for undue guarantees (if applicable)
Explanations on external guarantee against regulated
Not applicable
procedures (if applicable)
Explanation on compound guarantee
Nil
(2) Illegal external guarantee
□ Applicable √ Not applicable
No illegal external guarantee in the period
25
深圳市深宝实业股份有限公司 2018 年半年度报告全文
3. Other material contracts
√ Applicable □ Not applicable
Book
Estimate
Value
Other d Value
of Asset Base
Compan Party of Assets Transac
s Date Implementat
y Name Name of Contrac Date of Involvin Evaluation tion Whether
Involvi of Asset ion as of the Date of
of the the t the g in Authority Na Price Related Related
ng in Evaluati Pricing Principle end of the Disclosu Disclosure Index
Contract Contract Object Contract Contract me (if any) (ten Transacti Relation
Contrac on (if Reporting re
Conclusi Conclusio (ten thousand ons
t (ten any) Period
on n thousand Yuan)
thousan
Yuan) (if
d Yuan)
any)
(if any)
As of the As for the Agreement on
end of the Shenzhen Shenbao
reporting Industrial Co., Ltd. and
See details on the The
period, the Shenzhen Fude
“Report on Issuing counterparty-F
transaction State-owned Capital
Shenzhen Shares for Asset ude Capital is
Shenzhe Shenzh Beijing is still Operation Co.,
Fude Purchase and the controlling
n en China subject to Ltd. Issuing Shares to
State-Ow Related shareholder of
Shenbao Cereals 2018-06- 314,259 587,554. Enterprise 2017-09- Transactions” (draft) 587,554. the 2018-06- Purchase Assets and its
ned Y the Shenbao
Industria Group 08 .1 64 Appraisals 30 64 centralized 11 supplementary
Capital (revised Industry, this
l Co., Co., Consultation review of agreements, please refer to
Operation version) disclosed transaction
Ltd. Ltd. Co., Ltd. the the relevant
Co., Ltd. at www.cninfo.com. constituted a
operators of announcement published
cn on June 23, 2018. related
the Ministry at www.cninfo.com.cn on
transaction.
of March 24, 2018, April 4,
Commerce 2018, and June 11,
and the 2018.
26
深圳市深宝实业股份有限公司 2018 年半年度报告全文
approval of
the China
Securities
Regulatory
Commission
, and there is
uncertainty
as to
whether it
can pass and
be approved
and the time
being
approved.
XV. Social responsibility
1. Major environment protection
The listed Company and its subsidiary whether belongs to the key sewage units released from environmental protection department
Yes
Name of Major Quantity of Executed Pollutant Approved
Distribution of Emission Total Excessive
Name Pollutants and Emission Method Discharge Discharge Total
Discharge Outlet Concentration Emissions Discharge
Particular Pollutants Outlet Standards Emissions
Shenzhen Shenbao Emission after the
Chemical oxygen Concentrative 15.44 tons
Huacheng Science and qualified biochemical 1 10 90 0.22 tons N
demand emissions /Year
Technology Co.,Ltd treatment
Shenzhen Shenbao Suspended matter Emission after the 1 Concentrative 5 60 0.11 tons 10.293 tons N
27
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Huacheng Science and qualified biochemical emissions /Year
Technology Co.,Ltd treatment
Shenzhen Shenbao Emission after the
Five-day biochemical Concentrative 3.431 tons
Huacheng Science and qualified biochemical 1 1.8 20 0.04 tons N
oxygen demand emissions /Year
Technology Co.,Ltd treatment
Shenzhen Shenbao Emission after the
Concentrative 1.716 tons
Huacheng Science and Ammonia nitrogen qualified biochemical 1 0.146 10 0.003 tons N
emissions /Year
Technology Co.,Ltd treatment
Shenzhen Shenbao Emission after the
Concentrative 6.862 tons
Huacheng Science and Chroma qualified biochemical 1 2 40 0.044 tons N
emissions /Year
Technology Co.,Ltd treatment
Shenzhen Shenbao Emission after the
Concentrative
Huacheng Science and PH value qualified biochemical 1 7.43 6~9 —— —— N
emissions
Technology Co., Ltd treatment
28
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Construction and operation of pollution prevention and control facilities
1. In the initial stage of production, the first phase of sewage treatment capacity was 230T/day. However, due to the increase in
production capacity and management needs, the second phase of the treatment capacity of 240T/day was rebuilt in 2007, and the total
sewage treatment design capacity reached 470T/day.
2. In the past three years, the Company’s sewage treatment facilities have performed well and there has been no excessive discharge.
Environmental impact assessment of construction projects and other environmental protection administrative licenses
1. The Company obtained the latest environmental protection approval in 2009:
Shenzhen Longgang District Environmental Protection Bureau Construction Project Environmental Impact Review and Approval No.
SLHP[2009]703873; the Company’s industrial wastewater discharge is not allowed to exceed 470 tons/day, the wastewater discharge
performs the first-level standard for the second period of DB44/26-2001.
2. The Company obtained the latest “Guangdong Province Pollutant Discharge Permit” in 2016, which is valid until 2021.
Emergency response plan for environmental emergencies
The Company strengthened the operation, maintenance and management of environmental protection facilities, formulated a strict
responsibility system for environmental protection posts, established an emergency response team with the chairman of the pollutant
discharge unit as the core of leadership, and revised the Company’s Emergency Response Plan for Environmental Emergencies to
ensure the stable and normal operation rate of the pollution control facilities reaches 100%.
Environmental self-monitoring scheme
1. The Company installed COD, PH value, and flowmeter pollution source online monitor for all-weather on-line monitoring in
2010.
2. Engage a third-party professional organization to test the industrial discharge of wastewater for every half year.
Other environmental information that should be disclosed
1. Oil-to-gas project: In 2011, the Company transformed its two boilers from diesel boilers into natural gas boilers that burn clean
energy, which greatly reduced the greenhouse gas emissions.
2. Clean production audit: The Company passed the voluntary clean production audit of Shenzhen in 2016.
Other environment protection
Nil
2. Execution of social responsibility of targeted poverty alleviation
The Company has no targeted poverty alleviation in the period and no follow-up poverty alleviation plan either temporary
XVI. Other major events
√ Applicable □ Not applicable
Shenzhen Shenbao Industrial has applied for a suspension of the Company’s stock (referred to as: Shenshenbao A, Shenshenbao B,
stock code: 000019, 200019) from the opening of the market on August 22, 2017 to the Shenzhen Stock Exchange due to the
planning and preparation of major events. On September 5, 2017, the Company disclosed the “Announcement on the Suspension for
the Major Asset Restructuring of the Company”, the Company’s stock has been transferred to major asset restructuring and continued
to be suspended since the opening of the market on September 5, 2017. During the suspension of the Company’s stock, the Company
has disclosed the “Announcement on Suspension Progress of Major Asset Restructuring” at least every five trading days in
accordance with relevant regulations.
On March 23, 2018, the Company convened the fifteenth meeting of the Ninth Session of Board of Directors which discussed and
29
深圳市深宝实业股份有限公司 2018 年半年度报告全文
approved the “Proposal on Preplanning of Shenzhen Shenbao Industrial Co., Ltd. Issuing Shares to Purchase Assets and Related
Transactions”, and the proposals related to this major asset restructuring.
On 27 March 2018, the Company received the “Inquiry Letter on the Restructuring of Shenzhen Shenbao Industrial Co., Ltd.”
[License Restructuring Inquiry Letter [2018] No. 6] issued by the Shenzhen Stock Exchange. According to the requirements of the
inquiry letter, the Company promptly organized various intermediaries to carry out careful research, implemented and replied the
relevant issues term by term, and supplemented and revised the original planning, and compiled the “Preplanning of Shenzhen
Shenbao Industrial Co., Ltd. Issuing Shares to Purchase Assets and Related Transactions (revised version)”
By application, the Company’s stock resumed the trading on the opening of the market on the morning of April 4, 2018 (Wednesday).
On June 8, 2018, the Company held the 17th meeting of the ninth board of directors which deliberated and approved the “Proposal on
‘the Company’s Share Issuance for Purchasing Assets and Related Transactions Report (Draft)’ and its Summary” and other
proposals related to major asset restructuring.
On June 15, 2018, the Company received the “Approval of Shenzhen State-owned Assets Supervision and Administration
Commission on the Company’s Share Issuance for the Acquisition of 100% Equity of Shenzhen Cereals Group and Relevant Issues
of Major Assets Restructuring” (SGZWH [2018] No. 499) issued by Shenzhen SASAC from Fude Capital, agreed the restructuring
plan reported by Fude Capital.
On June 19, 2018, the Company received the “Inquiry Letter on the Company’s Restructuring” [XKLCZWXH[2018] No. 18] issued
by the Shenzhen Stock Exchange. According to the requirements of the inquiry letter, the Company supplemented and improved the
documents related to this major asset restructuring, and established the Report on Share Issuance of Shenzhen Shenbao Industrial Co.,
Ltd. for Purchasing Assets and Related Transactions (Revised Version).
On June 27, 2018, the Company held the first extraordinary meeting in 2018 which reviewed and approved the “Proposal on ‘the
Company’s Share Issuance for Purchasing Assets and Related Transactions Report (Draft)’ and its Summary” and other proposals
related to this major asset restructuring.
On July 5, 2018, the Company received the “Notice of Correction on Application for Administrative License of China Securities
Regulatory Commission” (No. 181013) (hereinafter referred to as the “Notice of Correction”) issued by the China Securities
Regulatory Commission. The CSRC reviewed the application materials for the administrative license of the “Approval of the
Company’s Listed Companies to Issue Shares to Purchase Assets” submitted by the Company, and requested the Company to submit
the relevant correction materials to the acceptance department of CSRC for administrative license application within 30 working days
from the date of issuance of the Notice of Correction. The Company strictly followed the requirements of the Notice of Correction,
and actively prepared the correction materials and submitted them in time.
On July 27, 2018, the Company received the “Administrative License Application Acceptance Form of CSRC” issued by the China
Securities Regulatory Commission (acceptance number is 181013). The China Securities Regulatory Commission examined the
application materials for the administrative license of the “Approval of the Issuance of Shares by Listed Companies to Purchase
Assets” submitted by the Company in accordance with the law, considering that all materials were complete, decided to accept the
application for the administrative license.
On August 9, 2018, the Company obtained the “Notice of Investigation of China Securities Regulatory Commission” (YZDCTZ No.
180133) from Jonten, the audit institution responsible for this major asset restructuring, because it was suspected of violating
securities laws and regulations in the audit process of other enterprises, CSRC decided to file a case and investigate it. In accordance
with the relevant regulations of the CSRC Decree No. 138, the Company convened the board meeting on August 13, 2018, and
decided to apply to the CSRC for the suspension of the “Approval of the Issuance of Shares by Listed Companies to Purchase
Assets” and submitted the application to the CSRC on the same day. On August 15th, the Company received the “Notice of the
Suspension of the Review about Administrative License Application from China Securities Regulatory Commission (No. 181013),
and CSRC decided to agree to the Company’s suspension of the review.
30
深圳市深宝实业股份有限公司 2018 年半年度报告全文
In view of the fact that Jonten had fulfilled the corresponding review procedures and issued the review report in accordance with the
regulations, on August 19, 2018, the Company convened the board meeting to deliberate and approve the “Proposal on Resuming the
Review about the Application for ‘the Approval of Issuance of Assets by Listed Companies to Purchase Assets’ to the China
Securities Regulatory Commission”, and agreed the Company to apply to the China Securities Regulatory Commission for
resumption of review.
On 23 August 2018, the Company received a Decision of Anti-monopoly Examination of the Acts of Concentration of Business
Operators without Further Examination (Anti- monopoly CS Letter [2018] No.153) from Anti-monopoly Bureau of the State
Administration of Market Supervision and Administration, the Bureau agrees to conduct no further examination on the equity
acquisition of Shenzhen Cereals Group by the Company, and the Company can implement centralization from now on.
The material assets restructuring should be approved by CSRC and there is no certainty in approval.
XVII. Significant event of subsidiary of the Company
□ Applicable √ Not applicable
31
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in Shares
1. Changes in shares
In Share
Before the Change Increase/Decrease in the Change (+, -) After the Change
Capitalizat
New
Bonus ion of Proportio
A mount Proportion shares Others Subtotal A mount
shares public n
issued
reserve
29,068,44 29,078,38
I. Restricted shares 5.85% 0 0 0 9,942 9,942 5.85%
5 7
1. State-owned shares 0 0.00% 0 0 0 0 0 0 0.00%
2. State-owned corporate 13,431,78 -13,431,78 -13,431,78
2.70% 0 0 0 0 0.00%
shares 4 4 4
15,583,32 13,441,72 13,441,72 29,025,05
3. Other domestic shares 3.14% 0 0 0 5.84%
5 7 7 2
Including: Domestic legal 15,384,83 13,431,78 13,431,78 28,816,61
3.10% 0 0 0 5.80%
person’s shares 2 4 4 6
Domestic nature
198,493 0.04% 0 0 0 9,943 9,943 208,436 0.04%
person’s shares
4. Foreign shares 53,336 0.01% 0 0 0 -1 -1 53,335 0.01%
Including: Foreign
0 0.00% 0 0 0 0 0 0 0.00%
corporate shares
overseas nature
53,336 0.01% 0 0 0 -1 -1 53,335 0.01%
person’s share
467,713,8 467,703,9
II. Un-restricted shares 94.15% 0 0 0 -9,942 -9,942 94.15%
58 16
415,964,5 415,954,6
1. RMB common shares 83.73% 0 0 0 -9,942 -9,942 83.73%
78 36
2. Domestically listed 51,749,28 51,749,28
10.42% 0 0 0 0 0 10.42%
foreign shares 0 0
3. Foreign listed foreign
0 0.00% 0 0 0 0 0 0 0.00%
shares
4. Other 0 0.00% 0 0 0 0 0 0 0.00%
III. Total shares 496,782,3 100.00% 0 0 0 0 0 496,782,3 100.00%
32
深圳市深宝实业股份有限公司 2018 年半年度报告全文
03 03
Reasons for share changed
√ Applicable □ Not applicable
1. On January 19, 2018, the Company received the notice from the Company’s actual controller, Shenzhen State-owned Assets
Supervision and Administration Commission: In order to promote the overall strategic adjustment of in Shenzhen municipal
state-owned grain and agricultural enterprises, the Shenzhen Municipal People’s Government issued SFH [2018] No. 17 on January
18, 2018, agreed to carry out holistic changes to Shenzhen municipal state assets, and transfer 16% equity of Shenshenbao held by
Shenzhen Investment Holdings to Fude Capital without compensation. For details, please refer to the “Prompt Announcement of the
Company on the Free Transfer of State-owned Shares” disclosed at www.cninfo.com.cn on January 20, 2018.
2. Ms. Li Fang, the original senior manager of the Company, submitted a written resignation report to the Company on May 31, 2018
and immediately took effect. According to the relevant provisions of the “Detailed Rules for Reducing Shareholdings of Shareholders,
Directors, Supervisors, and Senior Management of Listed Companies of the Shenzhen Stock Exchange”, 9,942 shares of outstanding
shares of the Company held by Ms. Li Fang were converted into restricted shares from this date. For details, please refer to the
“Announcement of the Company on the Resignation of Senior Management” disclosed at www.cninfo.com.cn on June 2, 2018.
3. Due to the rounding off in the annual recalculation of shares locked by senior executive, the Company’s director, Mr. Yan Zesong,
of whom one share of the Company was lifted restriction on January 2, 2018; the Company’s senior management, Mr. Yao Xiaopeng,
of whom one share of the Company was restricted on January 2, 2018.
Approval of share changed
√ Applicable □ Not applicable
It has been approved by the State-owned Assets Supervision and Administration Commission of the State Council, the Ministry of
Commerce, and the China Securities Regulatory Commission that the 13,431,784 shares of the Company held by Shenzhen
Investment Holdings should be transferred to Fude Capital, for details, please refer to the “Announcement on the Progress of the
Company’s Free Transfer of State-owned Shares” disclosed at www.cninfo.com.cn on February 18, 2018, and the “Announcement of
the Company on the Approval of China Securities Regulatory Commission for the Application for the Exemption of Tender Offer
Obligations Obtained by Shenzhen Fude State-owned Capital Operation Co., Ltd. and the Progress of Major Assets Restructuring
and Delisting” disclosed at www.cninfo.com.cn on March 17, 2018.
Ownership transfer of share changed
√ Applicable □ Not applicable
On April 3, 2018, China Securities Depository and Clearing Co., Ltd. completed the transfer of 13,431,784 shares of the Company
held by Shenzhen Investment Holdings to Fude Capital. For details, please refer to the “Announcement of the Company on the
Completion of Free Transfer of State-owned Shares” disclosed at www.cninfo.com.cn on April 4, 2018.
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common
shareholders of Company in latest year and period
□ Applicable √ Not applicable
Other information necessary to disclose or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
33
深圳市深宝实业股份有限公司 2018 年半年度报告全文
2. Changes of restricted shares
√ Applicable □ Not applicable
In Share
Number of Number of Number of
Number of new
shares shares shares Restriction
Shareholders’ name shares restricted Released date
restricted at released in restricted at reasons
in the Year
Period-begin the Year Period-end
Restrict shares of
Restricted
Shenzhen Fude Capital Operation Shenzhen Investment
0 0 13,431,784 13,431,784 shares of
Co., Ltd. Holding transfer for
share reform
free
Restricted Restricted shares
Shenzhen Investment Holding
13,431,784 13,431,784 0 0 shares of transfer to Fude
Co., Ltd
share reform Capital for free
Executives Shares unlock every
Yan Zesong 53,336 1 0 53,335 locked-up year takes 25% of the
shares total shares holding
Found more in
“Notice of Senior
Executives
Executive
Li Fang 29,824 0 9,942 39,766 locked-up
Resignation” released
shares
on Juchao Website
dated 2 June 2018
Executives Shares unlock every
Yao Xiaopeng 33,288 0 1 33,289 locked-up year takes 25% of the
shares total shares holding
Total 13,548,232 13,431,785 13,441,727 13,558,174 -- --
II. Securities issuance and listing
□ Applicable √ Not applicable
III. Amount of shareholders and particulars about shares holding
In Share
Total preference shareholders
Total common stock
with voting rights recovered at
shareholders in reporting 71,459 0
end of reporting period (if
period-end
applicable) (found in note8)
34
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Particulars about shares held above 5% by common shareholders or top ten common shareholders
Total common Amount of Amount of Number of share
Proporti Changes in
Nature of on of shares hold at restricted un-restricted pledged/frozen
Full name of Shareholders report
shareholder shares the end of common common State of Amoun
held period
report period shares held shares held share t
Shenzhen Agricultural Products
Other 19.09% 94,832,294 0 15,384,832 79,447,462
Co., Ltd
Shenzhen Fude State-Owned
Other 16.00% 79,484,302 79,484,302 13,431,784 66,052,518
Capital Operation Co., Ltd.
Domestic
Sun Huiming nature 0.69% 3,403,262 0 0 3,403,262
person
Domestic
Hu Xiangzhu nature 0.45% 2,238,400 328,400 0 2,238,400
person
Domestic
Zhou Jun nature 0.33% 1,636,790 1,636,790 0 1,636,790
person
Central Huijin Asset Management State-owned
0.30% 1,472,625 0 0 1,472,625
Co., Ltd. legal person
Domestic
Li Qian nature 0.26% 1,278,311 -4,367 0 1,278,311
person
Domestic
Ye Xiuxia nature 0.20% 1,000,230 0 0 1,000,230
person
Domestic
Chen Xianping nature 0.20% 990,000 0 0 990,000
person
Domestic
Gu Fengyuan nature 0.19% 950,300 950,300 0 950,300
person
Strategy investors or general corporation comes
top 10 common shareholders due to rights issue N/A
(if applicable) (see note 3)
Shenzhen SASAC directly holds 100% equity of Fude Capital, and holds 34% of
Agricultural Products indirectly through Fude Capital; the Company was not aware
Explanation on associated relationship among
of any related relationship between other shareholders above, and whether they
the aforesaid shareholders
belonged to parties acting in concert as defined by the Acquisition Management
Method of Listed Company.
35
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Particular about top ten common shareholders with un-restrict shares held
Amount of un-restrict common shares held at Type of shares
Shareholders’ name
Period-end Type Amount
RMB common
Shenzhen Agricultural Products Co., Ltd 79,447,462 79,447,462
shares
Shenzhen Fude State-Owned Capital Operation RMB common
66,052,518 66,052,518
Co., Ltd. shares
Domestically
Sun Huiming 3,403,262 listed foreign 3,403,262
shares
RMB common
Hu Xiangzhu 2,238,400 2,238,400
shares
RMB common
Zhou Jun 1,636,790 1,636,790
shares
RMB common
Central Huijin Asset Management Co., Ltd. 1,472,625 1,472,625
shares
RMB common
Li Qian 1,278,311 1,278,311
shares
RMB common
Ye Xiuxia 1,000,230 1,000,230
shares
RMB common
Chen Xianping 990,000 990,000
shares
RMB common
Gu Fengyuan 950,300 950,300
shares
Shenzhen SASAC directly holds 100% equity of Fude Capital, and holds 34% of
Expiation on associated relationship or
Agricultural Products indirectly through Fude Capital; the Company was not aware
consistent actors within the top 10 un-restrict
of any related relationship between other shareholders above, and whether they
shareholders and between top 10 un-restrict
belonged to parties acting in concert as defined by the Acquisition Management
shareholders and top 10 shareholders
Method of Listed Company.
Explanation on top 10 shareholders involving
N/A
margin business (if applicable) (see note 4)
Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back
agreement dealing in reporting period
□ Yes √ No
The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.
36
深圳市深宝实业股份有限公司 2018 年半年度报告全文
IV. Change of controlling shareholder or actual controller
Changes of controlling shareholders in reporting period
√ Applicable □ Not applicable
New controlling shareholder Shenzhen Fude State-Owned Capital Operation Co., Ltd.
Date of change 2018-04-03
”Notice of State-owned Shares Transfer for Free”(Notice
Query index in appointed website
No.:2018-27) released on Juchao Website
Disclosure date in appointed website 2018-04-04
Changes of actual controller in reporting period
□ Applicable √ Not applicable
The Company had no changes of actual controller in reporting period
37
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the Period.
38
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section VIII. Particulars about Directors, Supervisor and Senior
Executives
I. Changes of shares held by directors, supervisors and senior executives
√ Applicable □ Not applicable
Number of Number of
Increasing Decreasing Number of
Shares Shares restricted restricted
Post-ho shares held shares held restricted shares
held at held at shares shares
Title lding in this in this granted at
Name period-beg period-end granted at granted in
status period period period-end
in (Share) (Share) period-begin this period
(Share) (Share) (share)
(share) (share)
Current
Yan
Director, GM ly in 71,114 0 0 71,114 53,336 -1 53,335
Zesong
office
Deputy party
secretary, Office
Li Fang 39,766 0 0 39,766 29,824 9,942 39,766
deputy SCID, leaving
Deputy GM
Current
Yao
Deputy GM ly in 44,385 0 0 44,385 33,288 1 33,289
Xiaopeng
office
Total -- -- 155,265 0 0 155,265 116,448 9,942 126,390
II. Changes of directors, supervisors and senior executives
√ Applicable □ Not applicable
Name Position Type Date Causes
Wang Li Director Election 2018-05-15 Job transfer
Ni Yue Director Election 2018-05-15 Job transfer
Wang Huimin Supervisor Election 2018-05-15 Job transfer
Liu Zhengyu Director Resignation 2018-04-13 Job transfer
Huang Yu Director Resignation 2018-04-13 Job transfer
Li Xinjian Supervisor Resignation 2018-05-15 Job transfer
Deputy party secretary,
Li Fang Dismiss 2018-05-31 Job transfer
SCID, Deputy GM
39
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section IX Corporate Bonds
Whether the Company has a corporation bonds that issuance publicly and listed on stock exchange and without due on the date when
semi-annual report approved for released or fail to cash in full on due
No
40
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section X. Financial Report
I. Audit reports
Whether the semi-annual report was audited or not
□ Yes √ No
The financial report of this semi-annual report was unaudited
II. Financial statements
Units in Notes of Financial Statements is RMB
1. Consolidated Balance Sheet
Prepared by Shenzhen Shenbao Industrial Co., Ltd.
2018-06-30
In RMB
Items Ending balance Opening balance
Current assets:
Monetary fund 223,346,666.44 255,961,650.41
Settlement provisions
Capital lent
Financial assets measured by fair
value and with variation reckoned into 1,173,950.05 1,599,668.20
current gains/losses
Derivative financial assets
Notes receivable
Account receivable 65,057,127.05 77,193,068.03
Account paid in advance 4,269,088.68 11,787,432.82
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Interest receivable
Dividends receivable
Other receivables 23,327,599.67 23,311,599.67
Purchase restituted finance asset
41
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Inventory 162,120,133.29 155,306,108.94
Assets held for sale
Non-current assets due within one
year
Other current assets 32,071,685.68 2,758,494.99
Total current assets 511,366,250.86 527,918,023.06
Non-current assets:
Loans and payments on behalf
Available-for-sale financial assets 57,500.00 57,500.00
Held-to-maturity investments
Long-term receivables
Long-term equity investment 5,063,724.67 5,248,629.66
Investment property 18,165,479.87 18,401,275.03
Fix assets 303,675,729.05 313,742,404.72
Construction in process 864,175.33 134,918.91
Project materials
Disposal of fixed assets
Productive biological assets 411,925.10 416,771.28
Oil and natural gas assets
Intangible assets 183,861,850.82 187,321,246.43
Research and development costs 1,308,711.37
Goodwill
Long-term deferred expenses 9,494,951.88 11,136,767.80
Deferred income tax assets 5,479,370.41 5,524,575.14
Other non-current assets 734,465.84 484,108.52
Total non-current assets 529,117,884.34 542,468,197.49
Total assets 1,040,484,135.20 1,070,386,220.55
Current liabilities:
Short-term loans 10,000,000.00
Loan from central bank
Absorbing deposit and interbank
deposit
Capital borrowed
Financial liability measured by fair
value and with variation reckoned into
42
深圳市深宝实业股份有限公司 2018 年半年度报告全文
current gains/losses
Derivative financial liability
Notes payable
Accounts payable 26,880,720.28 23,546,074.15
Accounts received in advance 3,762,920.01 2,866,288.61
Selling financial asset of
repurchase
Commission charge and
commission payable
Wage payable 9,686,311.51 14,385,332.90
Taxes payable 6,573,488.08 6,605,186.44
Interest payable
Dividend payable 2,909,182.74 2,909,182.74
Other accounts payable 33,918,453.99 32,812,938.61
Reinsurance payables
Insurance contract reserve
Security trading of agency
Security sales of agency
Liability held for sale
Non-current liabilities due within
one year
Other current liabilities
Total current liabilities 83,731,076.61 93,125,003.45
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Accrual liabilities
Deferred income 11,725,164.61 12,863,139.81
Deferred income tax liabilities 1,100,382.37 1,244,747.03
43
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Other non-current liabilities
Total non-current liabilities 12,825,546.98 14,107,886.84
Total liabilities 96,556,623.59 107,232,890.29
Owners’ equity:
Share capital 496,782,303.00 496,782,303.00
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital reserve 358,999,356.28 358,999,356.28
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 54,736,482.14 54,736,482.14
Provision of general risk
Retained profit 18,155,796.84 36,402,435.91
Total owners’ equity attributable to
928,673,938.26 946,920,577.33
parent Company
Minority interests 15,253,573.35 16,232,752.93
Total owners’ equity 943,927,511.61 963,153,330.26
Total liabilities and owner’s equity 1,040,484,135.20 1,070,386,220.55
Legal Representative: Zheng Yuxi
Person in charge of accounting works: Wang Zhiping
Person in charge of accounting institute: Xu Qiming
2. Balance Sheet of Parent Company
In RMB
Items Ending balance Opening balance
Current assets:
Monetary fund 204,909,638.50 239,662,344.24
Financial assets measured by fair
value and with variation reckoned into 1,173,950.05 1,599,668.20
current gains/losses
44
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Derivative financial assets
Notes receivable
Account receivable 30,642,294.02 53,950,930.37
Account paid in advance 2,000.00 2,000.00
Interest receivable
Dividends receivable
Other receivables 175,501,929.20 163,404,561.75
Inventory 5,565,296.97 4,963,517.93
Assets held for sale
Non-current assets due within one
year
Other current assets 30,022,990.25
Total current assets 447,818,098.99 463,583,022.49
Non-current assets:
Available-for-sale financial assets
Held-to-maturity investments
Long-term receivables
Long-term equity investment 921,321,502.00 921,506,982.37
Investment property 18,165,479.87 18,401,275.03
Fix assets 31,999,586.52 32,560,534.94
Construction in process
Project materials
Disposal of fixed assets
Productive biological assets 411,925.10 416,771.28
Oil and natural gas assets
Intangible assets 6,963,913.95 7,264,135.59
Research and development costs
Goodwill
Long-term deferred expenses 516,479.28 623,337.06
Deferred income tax assets 3,446,486.27 3,395,295.39
Other non-current assets
Total non-current assets 982,825,372.99 984,168,331.66
Total assets 1,430,643,471.98 1,447,751,354.15
Current liabilities:
45
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Short-term loans 10,000,000.00
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Notes payable
Accounts payable 43,762,494.53 65,683,781.46
Accounts received in advance 197,695.57 194,269.96
Wage payable 3,384,755.58 6,577,772.01
Taxes payable 2,487,005.15 2,832,009.17
Interest payable
Dividend payable 2,909,182.74 2,909,182.74
Other accounts payable 256,275,316.62 225,624,530.71
Liability held for sale
Non-current liabilities due within
one year
Other current liabilities
Total current liabilities 309,016,450.19 313,821,546.05
Non-current liabilities:
Long-term loans
Bonds payable
Including: preferred stock
Perpetual capital
securities
Long-term account payable
Long-term wages payable
Special accounts payable
Accrual liabilities
Deferred income 46,684.60 47,239.24
Deferred income tax liabilities 23,220.99 129,650.53
Other non-current liabilities
Total non-current liabilities 69,905.59 176,889.77
Total liabilities 309,086,355.78 313,998,435.82
Owners’ equity:
Share capital 496,782,303.00 496,782,303.00
46
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital reserve 382,444,482.45 382,444,482.45
Less: Inventory shares
Other comprehensive income
Reasonable reserve
Surplus reserve 54,736,482.14 54,736,482.14
Retained profit 187,593,848.61 199,789,650.74
Total owners’ equity 1,121,557,116.20 1,133,752,918.33
Total liabilities and owner’s equity 1,430,643,471.98 1,447,751,354.15
3. Consolidated Profit Statement
In RMB
Item Amount in this period Amount in last period
I. Total operating income 136,721,215.40 138,158,382.95
Including: Operating income 136,721,215.40 138,158,382.95
Interest income
Insurance gained
Commission charge and
commission income
II. Total operating cost 155,026,741.38 159,770,044.15
Including: Operating cost 98,142,437.41 104,400,839.32
Interest expense
Commission charge and
commission expense
Cash surrender value
Net amount of expense of
compensation
Net amount of withdrawal of
insurance contract reserve
Bonus expense of guarantee
slip
Reinsurance expense
Operating tax and extras 2,699,973.08 2,454,733.49
47
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Sales expenses 18,475,423.94 21,174,407.31
Administration expenses 37,057,054.07 33,082,783.76
Financial expenses -1,547,896.32 -1,533,397.02
Losses of devaluation of
199,749.20 190,677.29
asset
Add: Changing income of fair
-425,718.15 -990,762.24
value(Loss is listed with “-”)
Investment income (Loss is
-184,904.99 1,093,417.06
listed with “-”)
Including: Investment income
-184,904.99 -159,244.04
on affiliated Company and joint venture
Exchange income (Loss is
listed with “-”)
Income from assets disposal
-1,339.93 -21,015.26
(Loss is listed with “-”)
Other income 826,872.02
III. Operating profit (Loss is listed with
-18,090,617.03 -21,530,021.64
“-”)
Add: Non-operating income 69,507.48 1,011,697.45
Less: Non-operating expense 79,681.75 22,122.68
IV. Total Profit (Loss is listed with “-”) -18,100,791.30 -20,540,446.87
Less: Income tax expense 1,125,027.35 36,586.58
V. Net profit (Net loss is listed with “-”) -19,225,818.65 -20,577,033.45
(i) continuing operation net profit
-19,225,818.65 -20,577,033.45
(Net loss is listed with “-”)
(ii)dis-continuing operation net
profit (Net loss is listed with “-”)
Net profit attributable to owner’s of
-18,246,639.07 -17,759,776.83
parent Company
Minority shareholders’ gains and
-979,179.58 -2,817,256.62
losses
VI. Net after-tax of other comprehensive
income
Net after-tax of other comprehensive
income attributable to owners of parent
Company
(I) Other comprehensive income
items which will not be reclassified
48
深圳市深宝实业股份有限公司 2018 年半年度报告全文
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale financial
assets
4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments
5. Translation differences
arising on translation of foreign currency
financial statements
6.Other
Net after-tax of other comprehensive
income attributable to minority
shareholders
VII. Total comprehensive income -19,225,818.65 -20,577,033.45
Total comprehensive income
-18,246,639.07 -17,759,776.83
attributable to owners of parent Company
Total comprehensive income
-979,179.58 -2,817,256.62
attributable to minority shareholders
VIII. Earnings per share:
49
深圳市深宝实业股份有限公司 2018 年半年度报告全文
(i) Basic earnings per share -0.0367 -0.0357
(ii) Diluted earnings per share -0.0367 -0.0357
Enterprise combine under the same control in the Period, the combined party realized net profit of 0 Yuan before combination, and
realized 0 Yuan at last period for combined party.
Legal Representative: Zheng Yuxi
Person in charge of accounting works: Wang Zhiping
Person in charge of accounting institute: Xu Qiming
4. Profit Statement of Parent Company
In RMB
Item Amount in this period Amount in last period
I. Operating income 67,228,720.81 49,271,727.89
Less: Operating cost 63,731,294.22 45,987,989.13
Operating tax and extras 292,769.77 37,532.38
Sales expenses 1,943,060.61 1,562,377.52
Administration expenses 14,366,353.12 9,942,760.18
Financial expenses -1,565,736.21 -1,563,751.20
Losses of devaluation of asset 203,706.33 194,763.50
Add: Changing income of fair
-425,718.15 -990,762.24
value(Loss is listed with “-”)
Investment income (Loss is
-185,480.37 1,095,403.43
listed with “-”)
Including: Investment income
-185,480.37 -157,257.67
on affiliated Company and joint venture
Income from assets
2,270.24
disposal(Loss is listed with “-”)
Other income 554.64
II. Operating profit (Loss is listed
-12,353,370.91 -6,783,032.19
with “-”)
Add: Non-operating income 53,528.63
Less: Non-operating expense 51.64
III. Total Profit (Loss is listed with
-12,353,422.55 -6,729,503.56
“-”)
Less: Income tax expense -157,620.42 -298,881.44
50
深圳市深宝实业股份有限公司 2018 年半年度报告全文
IV. Net profit (Net loss is listed with
-12,195,802.13 -6,430,622.12
“-”)
(i) continuing operation net profit
-12,195,802.13 -6,430,622.12
(Net loss is listed with “-”)
(ii) dis-continuing operation net
profit (Net loss is listed with “-”)
V. Net after-tax of other comprehensive
income
(I) Other comprehensive income
items which will not be reclassified
subsequently to profit of loss
1. Changes as a result of
re-measurement of net defined benefit
plan liability or asset
2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss
(II) Other comprehensive income
items which will be reclassified
subsequently to profit or loss
1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss
2. Gains or losses arising
from changes in fair value of
available-for-sale financial assets
3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale
financial assets
4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments
5. Translation differences
arising on translation of foreign
currency financial statements
51
深圳市深宝实业股份有限公司 2018 年半年度报告全文
6.Other
VI. Total comprehensive income -12,195,802.13 -6,430,622.12
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per share
5. Consolidated Cash Flow Statement
In RMB
Item Amount in this period Amount in last period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 178,673,382.75 146,109,487.53
services
Net increase of customer deposit
and interbank deposit
Net increase of loan from central
bank
Net increase of capital borrowed
from other financial institution
Cash received from original
insurance contract fee
Net cash received from reinsurance
business
Net increase of insured savings
and investment
Net increase of amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses
Cash received from interest,
commission charge and commission
Net increase of capital borrowed
Net increase of returned business
capital
Write-back of tax received 893,445.54 582,422.91
Other cash received concerning
4,991,347.26 6,348,302.37
operating activities
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Subtotal of cash inflow arising from
184,558,175.55 153,040,212.81
operating activities
Cash paid for purchasing
commodities and receiving labor 103,282,399.62 110,998,020.02
service
Net increase of customer loans and
advances
Net increase of deposits in central
bank and interbank
Cash paid for original insurance
contract compensation
Cash paid for interest, commission
charge and commission
Cash paid for bonus of guarantee
slip
Cash paid to/for staff and workers 38,390,713.80 38,799,120.95
Taxes paid 10,981,751.13 33,095,652.63
Other cash paid concerning
22,107,840.93 20,580,067.36
operating activities
Subtotal of cash outflow arising from
174,762,705.48 203,472,860.96
operating activities
Net cash flows arising from operating
9,795,470.07 -50,432,648.15
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
189,350,000.00
investment
Cash received from investment
1,252,661.10
income
Net cash received from disposal of
fixed, intangible and other long-term 8,600.00 31,780.00
assets
Net cash received from disposal
of subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
8,600.00 190,634,441.10
activities
53
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Cash paid for purchasing fixed,
1,934,203.80 5,306,174.76
intangible and other long-term assets
Cash paid for investment 30,000,000.00 270,000,000.00
Net increase of mortgaged loans
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
31,934,203.80 275,306,174.76
activities
Net cash flows arising from investing
-31,925,603.80 -84,671,733.66
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
Including: Cash received from
absorbing minority shareholders’
investment by subsidiaries
Cash received from loans 10,000,000.00
Cash received from issuing bonds
Other cash received concerning
financing activities
Subtotal of cash inflow from financing
10,000,000.00
activities
Cash paid for settling debts 10,000,000.00 5,000,000.00
Cash paid for dividend and profit
610,098.89 22,904,646.76
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by
subsidiaries
Other cash paid concerning
financing activities
Subtotal of cash outflow from financing
10,610,098.89 27,904,646.76
activities
Net cash flows arising from financing
-10,610,098.89 -17,904,646.76
activities
IV. Influence on cash and cash 125,248.65 -67,341.47
54
深圳市深宝实业股份有限公司 2018 年半年度报告全文
equivalents due to fluctuation in
exchange rate
V. Net increase of cash and cash
-32,614,983.97 -153,076,370.04
equivalents
Add: Balance of cash and cash
255,961,650.41 358,564,242.83
equivalents at the period -begin
VI. Balance of cash and cash
223,346,666.44 205,487,872.79
equivalents at the period -end
6. Cash Flow Statement of Parent Company
In RMB
Item Amount in this period Amount in last period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 99,228,621.54 70,267,796.87
services
Write-back of tax received 737,441.54 433,663.93
Other cash received concerning
27,633,986.64 34,066,372.91
operating activities
Subtotal of cash inflow arising from
127,600,049.72 104,767,833.71
operating activities
Cash paid for purchasing
commodities and receiving labor 96,230,177.23 63,220,288.40
service
Cash paid to/for staff and workers 12,384,561.21 13,078,753.60
Taxes paid 2,194,673.02 15,149,260.25
Other cash paid concerning
11,572,835.91 21,420,055.12
operating activities
Subtotal of cash outflow arising from
122,382,247.37 112,868,357.37
operating activities
Net cash flows arising from operating
5,217,802.35 -8,100,523.66
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
189,350,000.00
investment
Cash received from investment 1,252,661.10
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
income
Net cash received from disposal of
fixed, intangible and other long-term
assets
Net cash received from disposal
31,000.00
of subsidiaries and other units
Other cash received concerning
investing activities
Subtotal of cash inflow from investing
190,633,661.10
activities
Cash paid for purchasing fixed,
18,200.00 133,049.80
intangible and other long-term assets
Cash paid for investment 30,000,000.00 275,500,000.00
Net cash received from
subsidiaries and other units
Other cash paid concerning
investing activities
Subtotal of cash outflow from investing
30,018,200.00 275,633,049.80
activities
Net cash flows arising from investing
-30,018,200.00 -84,999,388.70
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
Cash received from loans 10,000,000.00
Cash received from issuing bonds
Other cash received concerning
financing activities
Subtotal of cash inflow from financing
10,000,000.00
activities
Cash paid for settling debts 10,000,000.00 5,000,000.00
Cash paid for dividend and profit
28,710.00 22,904,646.76
distributing or interest paying
Other cash paid concerning
financing activities
Subtotal of cash outflow from financing
10,028,710.00 27,904,646.76
activities
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Net cash flows arising from financing
-10,028,710.00 -17,904,646.76
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 76,401.91 -8,996.28
exchange rate
V. Net increase of cash and cash
-34,752,705.74 -111,013,555.40
equivalents
Add: Balance of cash and cash
239,662,344.24 305,477,853.97
equivalents at the period -begin
VI. Balance of cash and cash
204,909,638.50 194,464,298.57
equivalents at the period -end
7. Statement of Changes in Owners’ Equity (Consolidated)
Current period
In RMB
Current period
Owners’ equity attributable to parent Company
Other equity
instrument
Perpet Less: Other Provisio Minorit Total
Items Reason
Share Capital Invento compre Surplus n of Retaine y owners’
ual
Prefer able
capital capita reserve ry hensive reserve general d profit interests equity
red Other reserve
l shares income risk
stock
securi
ties
496,78
I. Balance at the 358,999 54,736, 36,402, 16,232, 963,153
2,303.
end of the last year ,356.28 482.14 435.91 752.93 ,330.26
00
Add:
Changes of
accounting policy
Error
correction of the
last period
Enterprise
combine under the
same control
Other
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
II. Balance at the 496,78
358,999 54,736, 36,402, 16,232, 963,153
beginning of this 2,303.
,356.28 482.14 435.91 752.93 ,330.26
year 00
III. Increase/
Decrease in this -18,246, -979,17 -19,225,
year (Decrease is 639.07 9.58 818.65
listed with “-”)
(i) Total
-18,246, -979,17 -19,225,
comprehensive
639.07 9.58 818.65
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4.Other
(III) Profit
distribution
1. Withdrawal of
surplus reserves
2. Withdrawal of
general risk
provisions
3. Distribution for
owners (or
shareholders)
4.Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
58
深圳市深宝实业股份有限公司 2018 年半年度报告全文
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 496,78
358,999 54,736, 18,155, 15,253, 943,927
end of the report 2,303.
,356.28 482.14 796.84 573.35 ,511.61
period 00
Last Year
In RMB
Last period
Owners’ equity attributable to parent Company
Other equity
instrument
Minorit
Less: Other Provisio Total
Items Perpet y
Reason
Share ual Capital Invento compre Surplus n of Retaine owners’
able interest
Prefer equity
capital capita reserve ry hensive reserve general d profit
red reserve s
Other
l shares income risk
stock
securi
ties
451,62 1,049,7
I. Balance at the 367,172 54,736, 158,239 17,970,
0,276. 38,562.
end of the last year ,017.79 482.14 ,612.94 173.99
00 86
Add:
Changes of
accounting policy
59
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Error
correction of the
last period
Enterprise
combine under the
same control
Other
II. Balance at the 451,62 1,049,7
367,172 54,736, 158,239 17,970,
beginning of this 0,276. 38,562.
,017.79 482.14 ,612.94 173.99
year 00 86
III. Increase/
45,162 -121,83
Decrease in this -8,172,6 -1,737, -86,585,
,027.0 7,177.0
year (Decrease is 61.51 421.06 232.60
0 3
listed with “-”)
(i) Total
-54,094, -7,158, -61,252,
comprehensive
136.23 791.96 928.19
income
(ii) Owners’
-8,172,6 5,421,3 -2,751,2
devoted and
61.51 70.90 90.61
decreased capital
1.Common shares
640,000 640,000
invested by
.00 .00
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
-8,172,6 4,781,3 -3,391,2
4.Other
61.51 70.90 90.61
45,162
(III) Profit -67,743, -22,581,
,027.0
distribution 040.80 013.80
0
1. Withdrawal of
surplus reserves
2. Withdrawal of
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
general risk
provisions
3. Distribution for 45,162
-67,743, -22,581,
owners (or ,027.0
040.80 013.80
shareholders) 0
4.Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the 496,78
358,999 54,736, 36,402, 16,232, 963,153
end of the report 2,303.
,356.28 482.14 435.91 752.93 ,330.26
period 00
8. Statement of Changes in Owners’ Equity (Parent Company)
Current period
In RMB
Current period
Other equity instrument Less: Other Total
Items Share Capital Reasonab Surplus Retaine
Preferre Perpetu Inventory comprehe owners’
capital Other reserve le reserve reserve d profit
d stock al shares nsive equity
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
capital income
securiti
es
I. Balance at the 496,782, 382,444,4 54,736,48 199,789 1,133,752
end of the last year 303.00 82.45 2.14 ,650.74 ,918.33
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the
496,782, 382,444,4 54,736,48 199,789 1,133,752
beginning of this
303.00 82.45 2.14 ,650.74 ,918.33
year
III. Increase/
Decrease in this -12,195, -12,195,8
year (Decrease is 802.13 02.13
listed with “-”)
(i) Total
-12,195, -12,195,8
comprehensive
802.13 02.13
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4.Other
(III) Profit
distribution
1. Withdrawal of
62
深圳市深宝实业股份有限公司 2018 年半年度报告全文
surplus reserves
2. Distribution for
owners (or
shareholders)
3．Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
496,782, 382,444,4 54,736,48 187,593 1,121,557
end of the report
303.00 82.45 2.14 ,848.61 ,116.20
period
Last Year
In RMB
Last Period
Other equity instrument
Perpetu Other
Less: Total
Items Share al Capital comprehe Reasonab Surplus Retaine
Preferre Inventory owners’
capital capital Other reserve nsive le reserve reserve d profit
d stock shares equity
securiti income
es
63
深圳市深宝实业股份有限公司 2018 年半年度报告全文
I. Balance at the 451,620, 382,444,4 54,736,48 283,746 1,172,547
end of the last year 276.00 82.45 2.14 ,524.30 ,764.89
Add: Changes
of accounting
policy
Error
correction of the
last period
Other
II. Balance at the
451,620, 382,444,4 54,736,48 283,746 1,172,547
beginning of this
276.00 82.45 2.14 ,524.30 ,764.89
year
III. Increase/
Decrease in this 45,162,0 -83,956, -38,794,8
year (Decrease is 27.00 873.56 46.56
listed with “-”)
(i) Total
-16,213, -16,213,8
comprehensive
832.76 32.76
income
(ii) Owners’
devoted and
decreased capital
1.Common shares
invested by
shareholders
2. Capital invested
by holders of other
equity instruments
3. Amount
reckoned into
owners equity with
share-based
payment
4.Other
(III) Profit 45,162,0 -67,743, -22,581,0
distribution 27.00 040.80 13.80
1. Withdrawal of
surplus reserves
2. Distribution for 45,162,0 -67,743, -22,581,0
owners (or 27.00 040.80 13.80
64
深圳市深宝实业股份有限公司 2018 年半年度报告全文
shareholders)
3．Other
(IV) Carrying
forward internal
owners’ equity
1. Capital reserves
conversed to
capital (share
capital)
2. Surplus reserves
conversed to
capital (share
capital)
3. Remedying loss
with surplus
reserve
4.Other
(V) Reasonable
reserve
1. Withdrawal in
the report period
2. Usage in the
report period
(VI)Others
IV. Balance at the
496,782, 382,444,4 54,736,48 199,789 1,133,752
end of the report
303.00 82.45 2.14 ,650.74 ,918.33
period
III. Basic situation of Company
1. The history of the Company
Shenzhen Shenbao Industrial Co., Ltd. (the “Company” or “Company” for short), formerly named Shenzhen
Shenbao Canned Food Company, obtained approval (Document (1991) No.978) from Shenzhen Municipal
People’s Government to change to the present name as on 1 August 1991.Then with the approval (Document
(1991)No.126) from People’s Bank of China, the Company began to list on Shenzhen Stock Exchange. The
certificate for uniform social credit code: 91440300192180754J
The Company initially issued 107,312,935 shares in the stock exchange. In 1992, one bonus share was dispatched
for each 10 shares held by its shareholders, thus totally 10,731,290 shares were increased. In 1993, one bonus
share and one allotted share were dispatched for each 10 shares held by its shareholders, thus totally 20,878,845
65
深圳市深宝实业股份有限公司 2018 年半年度报告全文
shares were increased. Subsequently, one bonus share was dispatched for each 10 shares held by shareholders
upon the basis of total share capital as at the end of 1996, and capitalizing of capital reserves was carried out at
one to ten basis, thus totally 27,784,614 shares were increased. In 2001, based on the total share capital as at the
end of 1999, three shares were allotted for each 10 shares held by shareholders, and totally 15,215,404 shares
were allotted. The registered capital of the Company amounts to RMB181, 923,088.
On 22 June 2011, the Company privately offering 68,977,066 shares of RMB ordinary share (A share) to target
investors with issuing price of RMB 8.70 each while book value of RMB 1.00. Total monetary capital RMB
600,100,474.20 was raised. Change procedures of industrial and commerce has completed on 12 July 2011.
Register capital of the Company changed as RMB 250,900,154.00.
On 9 April 2014, the equity allocation plan was deliberated and approved by Annual General Meeting of 2013.
Based on 250,900,154 shares dated 31st December 2013, increase 2 shares by each 10 shares transferring to all
shareholders. Share capital increased to 301,080,184 shares after transferring.
On 17 May 2016, the equity allocation plan was deliberated and approved by Annual General Meeting of 2015.
Based on 301,080,184 shares dated 31st December 2015, increase 5 shares by each 10 shares transferring to all
shareholders. Share capital increased to 451,620,276 shares after transferring.
On 15 May 2017, the equity allocation plan was deliberated and approved by Annual General Meeting of 2016.
Based on 451,620,276 shares dated 31st December 2016, distributed 0.50 Yuan (tax included) for every 10 shares
held by all shareholders with one bonus shares (tax included), no capitalization from public reserves. Shares
capital increased to 496,782,303 shares after bonus stock distributed.
End as June 30, 2018, the total share capital of the Company was 496,782,303 shares.
Register address of the Company: 8/F, B Section, 4th Tower, Software Industrial Base, South Technology Park,
Xuefu Street, Yuehai Avenue, Nanshan District, Shenzhen, P.R. China.
2. Industry nature
The Company is the food and beverage industry.
3. Business scope
Business scope: production of tea, tea products, extract of tea and natural plant, canned food, beverage and native
products (business license for the production place should apply separately); technology development and
technology service of tea, plant products, soft beverage and foods; info tech development and supporting service;
on-line trading; investment, operation, management and development of tea plantation; investment in industrial
projects (apply separately for detail projects); domestic trading(excluding special sales, specific control and
66
深圳市深宝实业股份有限公司 2018 年半年度报告全文
exclusive commodity); import and export business; engaged in real estate development and operation in the land
legally obtained; lease and sales of the self-owned property and property management.” (as for the projects
subject to examination and approval regulated by the state laws, administrative regulations and state council,
approval should be obtained before operation). Business in license: wholesale of prepackaged food (excluding
reheating prepackaged food) (in non-physical way).
4. Report approval for the financial statement
The statement has been approved by all directors of the Company dated 24 August 2018 for reporting.
Consolidated financial statement scope
Totally 19 subsidiaries are included in consolidate financial statement, mainly including:
Shareholding ratio
Subsidiaries Type Level Voting rights ratio (%)
(%)
Shenzhen Shenbao Huacheng Science and Wholly-owned 100 100
First grade
Technology Co.,Ltd. (Shenbao Huacheng for short) subsidiary
Ju Fang Yong Tea Industry Co., Ltd. in Wuyuan Wholly-owned 100 100
First grade
County (Wuyuan Ju Fang Yong for short) subsidiary
Shenzhen Shenbao Sanjing Food & Beverage Wholly-owned 100 100
First grade
Development Co., Ltd. (Shenbao Sanjing for short) subsidiary
Huizhou Shenbao Science & Technology Co., Ltd. Wholly-owned 100 100
First grade
(Huizhou Shenbao Science & Technology for short) subsidiary
Shenzhen Shenbao Properties Management Co., Wholly-owned 100 100
First grade
Ltd.(Shenbao Properties for short) subsidiary
Shenzhen Shenbao Industrial & Trading Co., Wholly-owned 100 100
First grade
Ltd.(Shenbao Industrial & Trading for short) subsidiary
Hangzhou Ju Fang Yong Holding Co., Ltd. Wholly-owned 100 100
First grade
(Hangzhou Ju Fang Yong for short) subsidiary
Shenzhen Shenbao Technology Center Co., Wholly-owned 100 100
First grade
Ltd.(Shenbao Technology Center for short) subsidiary
Shenzhen Shenshenbao Investment Co., Wholly-owned 100 100
First grade
Ltd.(Shenshenbao Investment for short) subsidiary
Yunnan Shenbao Pu’er Tea Supply Chain 100 100
Wholly-owned
Management Co., Ltd.(Yunnan Supply Chain for First grade
subsidiary
short)
Huizhou Shenbao Food Co., Ltd.(Huizhou Shenbao Wholly-owned 100 100
First grade
Food for short) subsidiary
Yunnan Pu’er Tea Trading Center Co., Ltd. (Pu’er 55 55
Holding subsidiary First grade
Tea Trading Center for short)
Mount Wuyi Shenbao Rock Tea Co., Ltd. (Shenbao Wholly-owned 100 100
Second grade
Rock Tea for short) subsidiary
Hangzhou Fuhaitang Tea Ecological Technology Co., Wholly-owned Second grade 100 100
67
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Ltd. (Fuhaitang Ecological for short)) subsidiary
Hangzhou Chunshi Network Technology Co.,Ltd. Wholly-owned 100 100
Second grade
(Chunshi Network for short) subsidiary
Shenzhen Shenshenbao Tea Culture Management Co., Wholly-owned 100 100
Second grade
Ltd. (Shenshenbao Tea Culture for short) subsidiary
Hangzhou Jufangyong Trading Co., Ltd. (Jufangyong 60 60
First grade Second grade
Trading for short)
Shenzhen Shenbao Tea-Shop Co., Ltd. (Shenbao Wholly-owned 100 100
Second grade
Tea-Shop for short) subsidiary
Hangzhou Fuhaitang Catering Management chain Co., Wholly-owned 100 100
Second grade
Ltd. (Fuhaitang Catering for short) subsidiary
1. Subsidiary excluded in consolidated financial statement
(1) Shenzhen Shenbao (Liaoyuan) Industrial Company has established for a long time without normal operation,
Industry and Commerce Bureau has canceled the business license of the Company, the long-term equity
investment for the Company has been accrual for impairment totally. Financial statement of the Company is out of
the consolidation range.
(2) Huizhou Baomanan Biotechnology Co., Ltd. (Former Shenzhen Baomanan Biotechnology Co., Ltd.)is a
subsidiary of the Company, set up by Huizhou Shenbao Technology and Guangzhou Shen Guangsheng
biotechnology limited liability Company, according to the contract signed by both parties on March 28, 2014,
Huizhou Shenbao Technology does not have the right to manage this Company, thus it is accounted by the equity
method.
(3) Shenzhen Shichumingmen Restaurant Management Co., Ltd. (hereinafter referred to as "Shichumingmen
Company"), set up by a subsidiary of the Company Shenshenbao tea culture and Shenzhen Investment Co., Ltd. F.
according to Articles of Association, the Board of Directors to vote by one vote one person. Attendees to the
board of directors should be more than 2/3 of the whole number of directors, and all participants approve the
resolution thus it is effective. The Company only accounted for 3/5 of the voting rights in Shichumingmen
Company, control can not be reached, so it is accounted for by the equity method.
IV. Basis of preparation of financial statements
1. Basis of preparation
Based on continuing operation, the Company conducts recognition and measurement according to actual
occurrence of transactions and issues, pursuant to the accounting principles for enterprise-basic rules and specific
accounting principle as well as the application guidance for the accounting principles for enterprise, interpretation
to the accounting principles for enterprise and other related requirements (hereinafter referred to as Enterprise
Accounting Principles) issued by the ministry of finance, on that basis, combining the Information Disclosure
68
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Preparation Rules for Company Public Issuing Securities No.15-General Rules for Financial Report (amended in
2014) of the CSRC for statement preparation.
2. Going concern
The Company was evaluated on continued viability of 12 months for the reporting period and found to have no
significant doubt. Accordingly, the financial statements have been prepared on the basis of going concern
assumptions.
V. Major accounting policy, accounting estimation
Specific accounting policies and estimation attention:
Nil
1. Statement for observation of Accounting Standard for Enterprise
The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for
Enterprise, which truly and completely reflect the information related to financial position, operational results and
cash flow of the Company.
2. Accounting period
Calendar year is the accounting period for the Company, that is falls to the range starting from 1 January to 31
December.
3. Operating cycle
Operating cycle of the Company was 12 months, and the operating cycle is the determining criterion for liquidity
of assets and liabilities.
4. Standard currency
The Company and its subsidiaries take RMB as the standard currency for bookkeeping.
5. Accounting treatment for business combinations under the same control and those not under the same
control
1. If the terms, conditions, and economic impact of each transaction involved in business combination
achieved in stages fall within one or more of the following situations, such transactions will be accounted for
as a package deal:
(1) Such transactions are entered into simultaneously or in the case of considering the impact of each other;
(2) Such transactions as a whole in order to reach a complete business results;
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(3) The occurrence of a transaction subject to that of at least one other transaction;
(4) One transaction alone is not economic, but otherwise when considered with other transactions.
2. Business combination under the same control
The assets and liabilities the Company acquired in a business combination shall be measured in accordance with
book value of assets, liabilities (including the ultimate controlling party of goodwill acquired by the merging
parties and the formation of) stated in combined financial report of the ultimate controlling party on the merger
date. The net book value of assets and the payment of the merger consideration in the merger book value (or
nominal value of shares issued) shall be adjusted in the share premium of reserve capital. the share premium in
capital reserve is not enough for deducting, retained earnings .
If the capital reserve is not sufficient to absorb the difference, any excess shall be adjusted against retained
earnings. In case there is existence of contingent consideration which needs to confirm projected liabilities or
assets, then the difference between the projected liabilities or assets and settlement amount for consequent
contingent consideration is utilized to adjust capital reserve (capital premium or equity premium); in case of
insufficient capital reserve, adjust retained earnings.
As for business combination realized through numbers of transactions, and if these transactions belong to a bundle
of transactions, then each of them shall be accounted as a transaction to acquire controlling right; and if not belong
to a bundle of transactions, then the difference between the initial investment cost of the long term equity
investment as of the date on which the Company obtains controlling right and the carrying value of the long term
equity investment prior to combination plus the carrying value of the new consideration paid for further
acquisition of shares as of the combination date shall be used to adjust capital reserve; in case of insufficient
capital reserve, adjust retained earnings. For equity investment held prior to the combination date, the other
comprehensive income recognized due to calculation by equity method or based on recognition and measurement
principles for financial instruments would not be accounted for temporarily until the Company disposes of this
investment on the same basis as the investee directly disposes of relevant assets or liabilities; other changes of
owners’ equity in the net assets of investee as recognized under equity method, except for net profit or loss, other
comprehensive income and profit distribution, shall not be accounted for until being transferred to current profit
or loss when this investment is disposed of.
3. Business combination not under the same control
Purchase date refers to the date on which the Company actually obtains control over the acquiree, that is, the date
when the acquiree’s net assets or control of production and business decisions are transferred to the Company.
When satisfying the following conditions at the same time, the Company generally believes that the transfer of
control rights has been achieved:
① The business merger contract or agreement has been approved by the Company’s internal authority.
② Business merger matters need to be approved by the relevant national competent authority, and approval has
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been obtained.
③ The necessary procedures for the transfer of property rights have been completed.
④ The Company has paid most of the merger cost and has the ability and plan to pay the remaining amount.
⑤ The Company has actually controlled the finance and operating policies of the acquiree, and enjoys
corresponding benefits and assumes corresponding risks.
Assets paid and liabilities taken for business combination on the acquisition date shall be measured at fair value.
The difference between the fair value and book value is recognized in profit or loss.
Goodwill is realized by the Company as for the difference between the combination cost and the fair value of the
recognizable net assets of the acquiree acquired by acquirer in such business combination. In case that the above
cost is less than the above fair value even with re-review, then the difference shall be recorded in current gains
and losses.
As for the business combination not under the same control realized through several exchange transactions step by
step, part of the package deal, than carrying accounting treatment on transactions with controlling rights obtained
through vary transactions; as for non-package: for equity investment held prior to combination date which is
calculated under equity method, the sum between carrying value of the equity investment prior to acquisition date
and cost of additional investment made on the acquisition date is deemed to be the initial investment cost of this
investment. Other comprehensive income recognized for equity investment held prior to combination date under
equity method shall be accounted for when the Company disposes of this investment on the same basis as the
investee directly disposes of relevant assets or liabilities. In case that equity investment held prior to combination
date is calculated based on recognition and measurement principles for financial instruments, then the fair value of
this equity investment as of combination date plus new investment cost shall be deemed as initial investment cost.
The difference between fair value and carrying value of the originally held equity interests and the accumulated
fair value movements as originally recorded in other comprehensive income shall be all transferred to investment
income of the period in which the combination date falls.
4. Expenses related to the merger
Audit, legal, consulting services, and other intermediary costs and other expenses directly related to the business
combination, shall be included in current profit or loss in the event; any transaction fee for issuing equity
securities for business combination which can be directly attributable to the equity transaction shall be deducted
from equity.
6. Methods for preparation of consolidated financial statements
1. Merger scope
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The consolidation scope of the consolidated financial statements of the Company is fixed on the basis of control,
and all subsidiaries have been consolidated.
2. Merger procedure
The Company edits the consolidated financial statements based on its own financial statements and the
subsidiaries’, as well as other relevant information. The consolidated financial statements hold the enterprise
group as a whole accounting entity. It is recognized in accordance with relevant Accounting Standards,
measurement and presentation requirements. Uniform accounting policies reflect the overall financial position of
the Group's business, operating results and cash flow.
The accounting policies and accounting period adopted by the subsidiaries taken into account of the consolidation
scope are in line with the Company. If it is not the same as the Company, necessary adjustments will be made
when preparing consolidated financial statements according to the accounting policy and accounting period of the
Company.
Internal transactions between the Company and its subsidiaries and between subsidiaries to each other shall put
impact on the consolidated balance sheet, consolidated income statement, consolidated cash flow statement, the
consolidated shareholders' equity. The impact shall be offset when combing financial statements. If it is not the
same when you stand Enterprise Group and the angle of the Company or its subsidiaries as the accounting entity
identified on the same transaction, the business point of view shall be adjusted to the Group's transactions.
Subsidiary's equity, current net profits or losses and current comprehensive income belonging to minority
shareholders shall be listed respectively under item of owners’ equity in the consolidated balance sheet, item of
net profit in profit sheet and item of total comprehensive income. Current loss minority shareholders of a
subsidiary exceed the minority shareholders in the subsidiary's opening owners' equity share and the formation of
balance, offset against minority interests.
For the subsidiaries acquired through business combination under common control, its assets and liabilities
(including goodwill formed from ultimate controlling party acquiring the subsidiary to) shall be adjusted based on
the book value in the financial statements of the ultimate controlling party.
For the subsidiaries acquired through business combination under uncommon control, financial statements shall
be adjusted based on the fair value of the identifiable net assets on acquiring date.
1. Increase of subsidiary or business
During the reporting period, the merger of the enterprises under the same control results in additional subsidiaries
or business, then adjust the opening amount of consolidated balance sheet; income, expenses and profit of the
subsidiaries or business from beginning to the end of the reporting shall be included in the consolidated profit
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statement; cash flows of the subsidiaries or business from beginning to the end of reporting period shall be
included into the consolidated cash flow statement. And relevant comparative items of comparable statement shall
be adjusted since reporting entity is controlled by the ultimate controller.
If additional investment and other reasons can lead investee to be controlled under the same control, all parties
shall be adjusted at the beginning when the ultimate controlling party starts control. Equity investments made
before obtaining controlling right, relevant gains and losses and other comprehensive income as well as other
changes in net assets confirmed during the latter date between point obtaining original equity and merger and
mergered under the same control day to the combined day, shall be offset against the retained earnings or profit or
loss of the comparative reporting period.
During the reporting period, opening amount of consolidated balance sheet shall not be adjusted since enterprise
under different control combine or increase holding of subsidiary or business; the income, expense and profit of
the subsidiaries or business from the acquisition date to the end of reporting period shall be included in the
consolidated profit statement; while cash flows shall be included into the consolidated cash flow statement.
Equity held from investee before acquisition date shall be measured at fair value of acquisition date if additional
investment and other reasons can lead investee to be controlled under the same control. Difference between the
fair value and the book value is recognized as investment income. other comprehensive income and other owners'
equity except for net profit or loss, other comprehensive income and the distribution of profits related to equity
held from investee before acquisition date, as well as relevant other comprehensive income associated with all
other by changes in equity shall be included in current investment income, except for other comprehensive income
arising from change of net assets or net liabilities redefined by investee.
2. Disposal of subsidiaries or business
1) The general approach
During the reporting period, the Company carry out disposal of subsidiaries or business, revenue, expense and
profit of the subsidiary or business included in the consolidated profit statement from the beginning to the disposal
date; while the cash flow into cash flow table.
If losing controlling right to investee due to disposal of partial equity, the remaining equity after the disposal shall
be re-measured at fair value at the date when control is lost. Price of equity disposal plus fair value of the
remaining equity, then subtracting net assets held from the former subsidiary from the acquisition date or
combination date initially measured in accordance with original stake and goodwill, the difference shall be
included in investment income of the period losing controlling right. other comprehensive income and other
owners' equity except for net profit or loss, other comprehensive income and the distribution of profits related to
equity held from investee before acquisition date, as well as relevant other comprehensive income associated with
all other by changes in equity shall be included in current investment income, except for other comprehensive
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income arising from change of net assets or net liabilities redefined by investee.
2) Step disposal of subsidiaries
As multiple transactions over disposal of the subsidiary's equity lead to loss of controlling right, if the terms of the
transaction, situation and economic impact subject to one or above of the following conditions, usually it indicates
repeated transactions should be accounted for as a package deal:
A. These transactions are made considering at the same time or in the case of mutual impact;
B. These transactions only reach a complete business results when as a whole;
C. A transaction occurs depending on the occurrence of at least one other transaction;
D. Single transaction is not economical, but considered together with other transactions it is economical.
If disposal of equity in subsidiaries lead the loss of control and the transactions can be seen as a package deal, the
Company will take accounting treatment of the transaction; however, before the loss of control the difference
between the disposal price and the corresponding net assets of the subsidiary, recognized as other comprehensive
income in the consolidated financial statements, into current profit and loss at current period when losing
controlling right.
If disposal of equity in subsidiaries lead the loss of control and the transactions doesn’t form a package deal,
equity held from subsidiary shall be accounted in accordance with relevant rules before losing controlling right,
while in accordance with general accounting treatment when losing controlling right.
3. Purchase of a minority stake in the subsidiary
Long-term equity investment of the Company for the purchase of minority interests in accordance with the newly
acquired stake in the new calculation shall be entitled to the difference between the net assets from the acquisition
date (or combination date) initially measured between the consolidated balance sheet adjustment capital balance
of the share premium in the capital reserve share premium insufficient, any excess is adjusted to retained earnings.
4. Disposal of equity in subsidiary without losing control
Disposal price and disposal of long-term equity investment without a loss of control due to partial disposal of
subsidiaries and long-term equity investment made between the relative net assets from the purchase date or the
date of merger were initially measured at the difference between the subsidiary shall enjoy, the consolidated
balance sheet adjustment in the balance of the share premium, capital balance of the share premium insufficient,
any excess is adjusted to retained earnings.
7. Classification of joint venture arrangement and accounting for joint operations
1. Classification of joint venture arrangement
The Company classifies joint venture arrangement into joint operations and joint ventures based on the structure,
legal form, agreed terms of the arrangement and other related facts and conditions.
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Joint venture arrangement not concluded through separate entity is classified as joint operation; and those
concluded through separate entity are generally classified as joint ventures. However, joint venture arrangement
which meets any of the following conditions as proven by obvious evidence and satisfies relevant laws and rules
is grouped as joint operation:
1. The legal form of the arrangement shows that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities.
2. It is agreed by the terms of the arrangement that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities.
3. Other related facts and conditions show that parties to the arrangement are entitled to and assume rights and
obligations in respect of the relevant assets and liabilities. For instance, joint parties are entitled to almost all the
output related to joint venture arrangement and settlement of the liabilities under the arrangement continues to rely
on supports from the joint parties.
2. Accounting for joint operations
The Company recognizes its proportion of interests in joint operation as related to the Company, and accounts for
under relevant business accounting principles:
(1) To recognize separately-held assets and jointly-held assets under its proportion;
(2) To recognize separately-assumed liabilities and jointly-assumed liabilities under its proportion;
(3) To recognize revenue from disposal of the output which the Company is entitled to under the proportion;
(4) To recognize revenue from disposal of the output under the proportion;
(5) To recognize separately occurred expenses, and to recognize expenses occurred for joint operations under its
proportion.
For injection to or disposal of assets of joint operations (other than those assets constituting business operation),
gain or loss arising from the transaction is only recognized to the extent it is attributable to other parties to the
joint operation before the joint operation is sold to any third party. In case those assets injected or disposed satisfy
the condition for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the
Company recognizes this loss in full.
For acquisition of assets from joint operations (other than those assets constituting business operation), gain or
loss arising from the transaction is only recognized to the extent it is attributable to other parties to the joint
operation before the relevant assets are sold to any third party. In case that the acquired assets satisfy the condition
for asset impairment loss under Business Accounting Principle No.8-Assets Impairment, the Company recognizes
relevant loss according to the proportion it assumes.
The Company exercises no common control over joint operations. If the Company is entitled to relevant assets of
the joint operation and assure relevant liabilities, it shall be accounted for under the above principle, otherwise it
would be accounted for under the relevant business accounting principles.
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8. Recognition standards for cash and cash equivalents
When preparing cash flow statement, the Company recognized the stock cash and deposits available for payment
at any time as cash, and investments featuring with the following four characters at the same time as cash
equivalents: short term (expire within 3 months commencing from purchase day), active liquidity, easy to convert
to already-known cash, and small value change risks.
9. Foreign currency business and conversion of foreign currency statement
For the foreign currency business, the Company converts the foreign currency into RMB for book-keeping based
on spot exchange rate at date of trading occurred.
On balance sheet date, balance of foreign currency monetary items shall be converted based on the spot rate as at
the balance sheet date, and the arising exchange difference shall be recorded in current gains and losses other than
those arising from the special foreign currency borrowings related to purchasing assets qualifying for
capitalization which is treated under the principle of borrowing expense capitalization. As for the foreign currency
non-monetary items measured in historical cost, conversion is still conducted with the spot rate as at the
transaction date, without any change to its functional currency. As for the foreign currency non-monetary items
measured in fair value, conversion is conducted with the spot rate as at the date for determination of fair value,
and the arising exchange difference shall be recorded in current gains and losses or capital reserve.
As for the foreign currency non-monetary items measured in fair value, conversion is conducted with the spot rate
as at the date for determination of fair value, and the arising exchange difference shall be recorded in current gains
and losses or capital reserve.
10. Financial instruments
Financial instruments include financial assets, financial liabilities and equities instruments.
1. Categories of financial instruments
According to the contract terms of the financial instrument issued and economic substance reflects by such
instrument, not only in form of law, combine with purposes held for financial assets and liabilities, the Company
categorizes financial assets and liability into different types: financial assets (or financial liabilities) at fair value
through current gains and losses; accounts receivable; financial assets available for sale; other financial liabilities,
etc.
2. Recognition and measurement for financial instrument
1. Financial assets or liabilities at fair value through profit or loss
Financial assets or liabilities at fair value through profit or loss include transactional financial assets or financial
liabilities and financial assets or liabilities directly designated at fair value through profit or loss.
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Transactional financial assets or financial liabilities refer to those meeting any of the following conditions:
1) Purpose for holding the assets or liabilities are to disposal, repurchase or redemption in a short time;
2) Constitute part of the identifiable financial instrument group for central management, and there is objective
evidence proving that the Company manages this group in a short-time-return way recently;
3) Belong to derivative financial instrument, other than those derivatives designated as effective hedge
instruments, belonging to financial guarantee contracts and those linked to equity instrument investment which is
not quoted in an active market and whose fair cannot be measured reliably and the settlement of which is
conditional upon delivery of the equity instrument.
Subject to satisfaction of any of the following conditions, financial assets or liabilities can be designated as
financial assets or liabilities at fair value through profit or loss upon initial measurement:
1) The designation can eliminate or substantially eliminate the inconsistencies between profit and loss from the
financial assets arising from different measurement basis;
2) The portfolio of financial assets and liabilities in which the financial asset belongs to are designated as
measured at fair value in the risk management report or investment strategic report handed in to key management
personnel;
3) Hybrid instruments which contains one or more embedded derivatives, unless the containing of embedded
derivatives does not have substantial effect on the cash flows of the hybrid instruments, or the embedded
derivatives obviously should not be separated from relevant hybrid instruments;
4) Hybrid instruments which contains embedded derivatives that should split, but cannot be measured separately
when acquired or on the subsequent balance sheet date.
The Company initially measures financial assets or liabilities at fair value through profit or loss at their fair values
when acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond
interests which is due for interest payment but not received), and the relevant transaction fee is included in current
profit or loss. Interest or cash dividend acquired during the holding period shall be recognized as investment
income, and movement of fair value at the end of period is included in current profit or loss. Upon disposal, the
difference between its fair value and initial accounting amount shall be recognized as investment income, with
corresponding adjustment to gains and losses from movement of fair value.
1. Account receivables
Account receivable refers to the non-derivative financial assets without price in active market and with amount to
be fixed or to be determined
The contract price charged to the buyers shall be recognized as initial value for those account receivables which
mainly comprise the receivable creditor’s right caused by the sale of goods and providing of labor service to
external customers by the Company, and receivables in other companies excluding debt instruments priced in
active markets, includes but not limited to trade receivables, notes receivables, account paid in advance, other
receivables and advance payment. If characterized as of financing nature, the initial recognition shall be priced at
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the present value.
Upon disposal, the difference between the sale value and the book value of the receivables shall be accounted into
current profit or loss on its recovery or disposal.
2. Held-to-maturity investment
The non-derivative financial assets with maturity date, fix return amount or amount able to determined, and the
Company held with specific intention and ability.
The Company takes the sum of fair value (after deducting bond interests which is due for interest payment but not
received) and related transaction fee as initial recognition amount in respect of held-to-maturity investment upon
acquisition of the investment. During the holding period, the Company recognizes interest income at amortized
cost and effective interest rate which is included in investment income. The effective interest rate is determined
upon acquisition of the investment and remains unchanged for the expected continuous period or appropriate
shorter period. Difference between sale price and carrying value of the investment is included in investment
income.
If held-to-maturity investment is disposed or reclassified as other types of financial asset, and the relevant amount
is relatively bigger than the total amount of our all held-to-maturity investments prior to disposal or
reclassification, the remaining held-to-maturity investments shall be reclassified as available-for-sale financial
assets immediately following such disposal or reclassification. On the reclassification date, difference between the
carrying value and fair value of the investment is included in other comprehensive income and is transferred out
into current profit or loss when the available-for-sale financial assets experience impairment or derecognition.
However, the followings are exceptions:
1) The date of disposal or reclassification is approaching to the date of expiration or redemption of the investment
(such as three months prior to expiration), and change of market rate has no material influences over the fair value
of the investment.
2) Company has already recovered nearly all initial principal under the repayment means as agreed in contract.
3) Disposal or reclassification is arising from separate matters which are out of our control, which are expected
not to occur repeatedly and which are difficult to predict reasonably.
3. Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale upon
initial recognition and financial assets other than other categories of financial assets.
The Company initially measures available-for-sale financial assets at the sum between their fair values when
acquiring the assets or liabilities (after deducting cash dividend already declared but not paid or bond interests
which is due for interest payment but not received) and the relevant transaction fee. Interest or cash dividend
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acquired during the holding period shall be recognized as investment income. Gains or losses arising from
movement of fair value is directly included in other comprehensive income except for impairment loss and
exchange difference arising from foreign currency monetary financial assets. When disposing available-for-sale
financial assets, the Company includes the difference between the acquired price and carrying value of the
financial assets into investment profit or loss. Meanwhile, accumulated fair value movement attributable to the
disposed part which is originally directly included in other comprehensive income is transferred out and included
investment profit or loss.
For equity instrument investment which is not quoted in an active market and whose fair value cannot be reliably
measured, and derivative financial assets which are linked to the equity instrument and whose settlement is
conditional upon delivery of the equity instrument, they are stated at cost by the Company.
4. Other financial liabilities
Initial recognition amount is determined at the sum of fair value and relevant transaction fee. Subsequent
measurement is conducted at amortized cost.
3. Confirmation evidence and measurement methods for transfer of financial assets
When transfer of financial assets occurs, the Company shall stop recognition of such financial assets if all risks
and remunerations related to ownership of such financial assets have almost been transferred to the receiver; while
shall continue to recognize such financial assets if all risks and remunerations related to ownership of such
financial assets have almost been retained.
When judging whether or not the aforesaid terminal recognition condition for financial assets is arrived at for
transfer of financial assets, the Company generally adopts the principle that substance overweighs format. The
Company divides such transfer into entire transfer and part transfer. As for the entire transfer meeting condition
for discontinued recognition, balance between the following two items is recorded in current gains and losses:
(1) Carrying value of financial assets in transfer;
(2) Aggregate of the consideration received from transfer and accumulative movements of fair value originally
recorded in owners’ equity directly (applicable when financial assets involved in transfer belong to financial assets
available for sale).
As for the part transfer meeting condition for discontinued recognition, entire carrying value of financial assets in
transfer is shared by discontinued recognition part and continued recognition part, in light of their respective fair
value. Balance between the following two items is recorded in current gains and losses:
(1) Carrying value of discontinued recognition part;
(2) Aggregate of the consideration of discontinued recognition part and amount of such part attributable to
accumulative movements of fair value originally recorded in owners’ equity directly (applicable when financial
assets involved in transfer belong to financial assets available for sale).
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Financial assets are still subject to recognition if transfer of such assets doesn’t satisfy the condition for
discontinued recognition. And consideration received is recognized as financial liability.
4. De-recognition condition for financial liability
As for the financial liabilities with its whole or part present obligations released, the Company shall de-realize
such financial liabilities or part of it. if the Company enters into agreement with its creditor to substitute for the
existing financial liabilities by means of assuming new financial liabilities, then the Company shall de-realize the
existing financial liabilities and realize the new financial liabilities provided that the contract clauses of the new
and the existing financial liabilities are different in substance.
If the Company makes substantial amendment to the whole or part contract clauses of the existing financial
liabilities, it shall de-realize the existing financial liabilities or part of it. Meanwhile, the financial liabilities with
amendment to its clauses shall be realized as new financial liabilities.
In case of derecognizing of financial liabilities in whole or part, the difference between the carrying value of such
de-realized financial liabilities and consideration paid (including the non-cash assets exchanged or new financial
liabilities assumed) shall be recorded in current gains and losses.
In case that the Company repurchases part of financial liabilities, based on the comparative fair value of the
continuing recognition part and the derecognizing part, the Company shall allocate the carrying value of the
financial liabilities in whole on the repurchase date. Difference between the carrying value allocated to the
derecognizing part and the consideration paid (including the non-cash assets exchanged or new financial liabilities
assumed) shall be recorded in current gains and losses.
5. Determination method for fair value of financial assets and financial liabilities
As for the financial assets or financial liabilities with an active market, the fair value is determined by the offer of
the active market; the offer of the active market includes the offers of underlying assets or liabilities easily and
regularly obtained from the exchange, the dealer, the broker, the industry group, the pricing institution or the
regulatory body, which can represent the market transactions actually and frequently occur on the basis of fair
trade.
The initial acquisition or financial assets or financial liabilities assumed, market transaction price to determine the
fair value basis.
There is no active market for a financial asset or financial liability, the valuation techniques to determine its fair
value. At the time of valuation, the Company adopted applicable in the present case and there is enough available
data and other information technology to support valuation, assets or liabilities of feature selection and market
participants in the trading of the underlying asset or liability considered consistent input value and priority as the
relevant observable inputs. Where relevant observable inputs can not get or do not get as far as practicable, the use
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of unobservable inputs.
6. Provision of impairment reserve for impairment of financial assets (excluding account receivables)
The Company reviews the carrying value of the financial assets (excluding those measured by fair value and the
change thereof is recorded in current gains and losses) on the balance sheet date, if there is objective evidence
showing impairment of the financial assets, it shall provide impairment reserve.
Objective evidence that a financial asset is impaired includes the following observable events:
1. Significant financial difficulty of the issuer or obligor;
2. A breach of contract by the borrower, such as a default or delinquency in interest or principal payments;
3. The creditor, for economic or legal reasons relating to the borrower’s financial difficulty, granting a concession
to the borrower;
4. It becoming probable that the borrower will enter bankruptcy or other financial reorganizations;
5. The disappearance of an active market for that financial asset because of financial difficulties of the issuer;
6. Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group
of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with
the individual financial assets in the group, including: adverse changes in the payment status of borrowers in the
group, an increase in the unemployment rate in the country or geographical area of the borrowers, a decrease in
property prices for mortgages in the relevant area, or adverse changes in industry conditions that affect the
borrowers in the group;
7. Significant adverse changes in the technological, market, economic or legal environment in which the issuer
operates, indicating that the cost of the investment in the equity instrument may not be recovered by the investor;
8. A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost;
Details for impairment of financial assets are set out below:
(1) Impairment provision for available-for-sale financial assets
The Group has separately tested various available-for-sale equity instruments at the balance sheet date. It will be
defined as impairment if the fair value is lower than the initial investment cost by more than 50% (including 50%)
or the low state has lasted for no less than 1 year. While the lower proportion is between 20% and 50%, the Group
will take other factors such as price fluctuation into consideration to estimate whether the equity instrument has
impaired or not.
Initial segment of the "cost" of the sale of equity instruments in accordance with available cost less any principal
repayment and amortization, impairment loss has been included in determining profit or loss; The fair value of the
available-for-sale equity instrument investment without an active market is determined by the present value
determined on the basis of the current market return similar to financial assets versus the future discounted cash;
the fair value of available-for-sale equity instrument investment with offers in the active market is determined by
the closing price of the stock exchange at the end of the period, unless this available-for-sale equity instrument
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investment has a restricted stock trade period. For the presence of restricted investments in equity instruments
available for sale, according to the end of the closing price of the stock exchange market participants by deducting
the risk equity instrument within a specified period cannot be sold on the open market and the requirements to
obtain compensation.
When an available-for-sale financial asset is impaired, the cumulative loss arising from decline in fair value that
had been recognized in other comprehensive income is reclassified to the profit or loss even though the financial
asset has not been derecognized. The amount of the cumulative loss that is removed from equity is the difference
between the acquisition cost (net of any principal repayment and amortization) and current fair value, less any
impairment loss on that financial asset previously recognized in profit or loss.
If there are objective evidences showing that the value of available-for-sale debt instrument is recovered and it
relates to the matters happened after the impairment loss recognition, the impairment loss recognized shall be
reversed and accounted in current profit or loss. Impairment losses recognized for equity instrument investments
classified as available-for-sale are reversed through equity. However, impairment loss occurred by equity
instrument investment which is not quoted in an active market and whose fair value cannot be measured reliably
and derivative financial assets which are linked to the equity instrument and whose settlement is conditional upon
delivery of the equity instrument, shall not be reversed.
(2) Impairment provision for held-to-maturity investment
For held-to-maturity investment, if there is object evidence showing the investment is impaired, then impairment
loss is determined based on the difference between its fair value and present value of predicted future cash flow.
After provision, if there is evidence showing its value has been restored, the originally recognized impairment loss
can be reversed and included in current profit or loss, provided that the reversed carrying value shall not exceed
the amortized cost of the financial asset as at reversal date assuming no impairment provision had been made.
7. Offset of financial assets and financial liabilities
Financial assets and financial liabilities are stated in balance sheet separately without inner-offset. However, the
net amount after inner offset is stated in balance sheet date when the following conditions are all met:
(1) The Company has legal right to offset recognized amount and the right is enforceable;
(2) The Company plans to settle on a net basis, or simultaneously realize the financial assets and settle the
financial liabilities.
11. Account receivable
(1) Account receivable with single significant amount and withdrawal single item bad debt provision
Amount occupied 10 percent (including 10 percent) of the
Account with single significant amount
balance of account receivable.
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Conducted impairment testing separately, balance between the
present value of future cash flow and its carrying value, bad debt
Withdrawal method for bad debt provision of account receivable
provision withdrawal and reckoned into current gains/losses. For
with single significant amount
those without impairment being found after test, collected into
relevant combination for accrual.
(2) Accounts receivable whose bad debts provision was accrued by combination based on credit risk
characteristics portfolio
Combination Bad debt provision accrual
Party composition within the scope of consolidation related Other method
Aging of accounts group Age analysis method
Group with bad debt provision accrual by aging:
√ Applicable □ Not applicable
Age Accrual ratio Accrual ratio for other receivable
Within one year (one year included) 0.00% 0.00%
1－2 years 5.00% 5.00%
2－3 years 10.00% 10.00%
Over 3 years 15.00% 15.00%
3－4 years 15.00% 15.00%
4－5 years 15.00% 15.00%
Over 5 years 15.00% 15.00%
In combination, withdrawal proportion of bad debt provision based on balance proportion
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods:
□ Applicable √ Not applicable
(3) Account receivable with minor single amount but with withdrawal bad debt provision for single item
There is objective evidence that the Company will not be able to
Reasons for provision of bad debt reserve
recover the money under the original terms of receivables.
Withdrawn according to the difference between present value of
Provision method of bad debt reserve
expected future cash flows and the book value of the receivables.
12. Inventories
Whether the Company needs to comply with the disclosure requirements of the particular industry
No
1. Classification
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Inventory means finished goods and merchandise that are ready for sale, work-in-progress, or material used in the
process of production or provision of service in the ordinary course of business. Inventory includes merchandise
in warehouse, delivered goods, work- in-progress, raw materials, subcontracted materials, packages, etc.
2. Valuation method
Inventory carried initial measured by cost, including purchasing cost, processing cost and other costs. The
inventory in transit was valued by weighted average method.
3. Recognized standards of the net realizable value for inventory and withdrawal method on provision of
inventory
After inventory at period-end, the inventories are accounted depending on which is lower between the cost and the
net realizable value or adjusted the provision of inventory. The net realizable value of inventory products and
sellable materials, in normal business production, is measured as the residual value after deducting the estimated
sales expense and related taxes and fees from the estimated selling price; the net realizable value of an item of
inventories subject to further processing, in normal business production, is measured as the residual value after
deducting the sum of the estimated costs of completion, sales expense and related taxes and fees from the
estimated selling price of the sellable item. The net realizable value of the quantity of inventories held to satisfy
firm sales or service contracts is based on the contract price. If the sales contracts are for less than the inventory
quantities held, the net realizable value of the excess is based on general selling prices.
An impairment allowance, if any, is generally individually recognized for each type of inventories at period-end
except: For an individual impairment allowance, if any, is recognized for the whole category of inventories of low
value and large quantities; and for an individual impairment allowance, if any, is recognized for a group of
inventories, which are held for the production and sales of products of a single territory and for identical or similar
usages or purposes, and which are indistinguishable from other types of inventories within the group.
If the previous factors resulting in deduction of inventories values disappear, then such deduction of value shall be
reversed back from the original provision of inventory depreciation reserve, and turns to current gains and losses.
4. Inventory system
Inventory system is the perpetual inventory system.
5. Amortization of low-value consumables and packaging materials
1. Adopt five-five amortization for low-value consumables;
2. Adopt one-off writing off process for packaging materials.
13. Classified as assets held for sale
1. The confirmation standards for classifying as available for sale
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The Company recognizes the non-current assets or disposal groups that meet both of the following conditions as
the component of available for sale:
(1) According to the practice in similar transactions of selling such assets or disposal groups, it can be sold
immediately under current conditions;
(2) The sale is very likely to occur, that is, the Company has already made a resolution on one sales plan and has
obtained a certain purchase commitment, and it is anticipated that the sale will be completed within one year.
The confirmed purchase commitment refers to the legally binding purchase agreement signed between the
Company and other parties. The agreement contains important terms such as transaction price, time, and enough
severe penalties for breach of contract, etc., so that it is very unlikely to make major adjustments or cancellations
to the agreement.
2. Accounting methods for available for sale
The Company does not calculate and distill depreciation or amortization for the non-current assets or disposal
group available for sale, if the book value is higher than the net amount after deducting selling cost from fair value,
the book value shall be written down to the net amount after deducting selling cost from fair value, the write-down
amount is recognized as asset impairment loss and is included in the current gains and losses, and makes provision
for impairment of available-for-sale assets at the same time.
For the non-current assets or disposal group classified as available for sale at the acquisition date, compare the
initial measurement amount with the net amount after deducting selling cost from fair value based on the
assumption that it is not classified as available for sale at the initial measurement, and measure by the lower
amount.
The above principles are suitable for all non-current assets, but not including the investment real estate that adopts
fair value model for follow-up measurement, or the biological assets that are measured at the net amount after
deducting selling cost from fair value, or the assets formed by employee compensation, or the deferred income tax
assets, or the financial assets regulated by the relevant accounting standards of financial instruments, or the rights
arising from the insurance contracts regulated by the relevant accounting standards of insurance contracts.
14. Long-term equity investment
1. Recognition of investment cost
(1) As for the long-term equity investment formed from business combination under the same control, accounting
policy found in (V) Accounting method for business combination (not) under the same control of Note IV
(2) Long-term equity investment obtained by other means
For long-term equity investments obtained through payment with cash, then the actual payment shall be viewed as
initial investment cost. Initial investment cost including the expenses, taxes and other necessary costs that directly
concerned with the long-term equity investment that acquired.
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For long-term equity investments obtained through issuance of equity securities, then the fair value of such
securities shall be viewed as initial investment cost; for transaction expenses from issuing or own equity
instrument acquired, it can be deducted from the equity when such expenses attributable directly to equity
transaction.
Under the precedent condition that non-monetary assets exchanges are featured with commercial nature and fair
values of exchange-in or exchange-out assets can be reliably measured, long-term equity investment exchange-in
through non-monetary assets exchange shall be recognized with initial investment cost on the basis of the fair
value of the assets exchange-out, unless there is obvious evidence showing that fair value of exchange-in assets is
more reliable; as for non-monetary assets exchanges not satisfying such precedent condition, initial investment
cost of exchange-in long-term equity investment falls to the carrying value of exchange-out assets and relevant
taxes payable.
For long-term equity investments obtained through debt reorganization, its initial investment cost is recognized
based on fair value.
2. Subsequent measurement and recognition of gains and losses
(1) Cost method
The long-term equity investment control by invested entity shall counted by cost method, and pricing on initial
investment cost, cost of the long-term equity investment shall be adjusted while additional investment or
dis-investment.
Other than payment actually paid for obtaining investment or cash dividend or profit included in consideration
which has been declared while not granted yet, the Company recognizes investment income according to its share
in the cash dividend or profit declared for grant by the invested unit.
(2) Equity method
The Company calculates long term equity investment in associates and joint ventures under equity method. For
certain equity investments in associates indirectly held through risk investment institutions, joint funds, trust
companies or similar entities including investment linked insurance fund, the Company measures the investment
at fair value through profit or loss.
Where the initial investment cost of a long-term equity investment exceeds the Group’s share of the fair value of
the investee’s identifiable net assets at the time of acquisition, no adjustment is made to the initial investment cost.
Where the initial investment cost is less than the Group’s share of the fair value of the investee’s identifiable net
assets at the time of acquisition, the difference is recognized in profit or loss for the period.
Return on investments and other comprehensive income is recognized respectively by shares of net gains and
losses realized by the invested Company and other comprehensive income after acquisition of long-term equity,
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and book value of such investment is adjusted accordingly. Profit or cash dividends pro rata distributed by the
invested Company are to minus book value of the relative long-term investment. Book value of long-term
investment is adjusted when changes occur other than net gains and losses, other comprehensive income and
profit distribution of the invested Company, and is to report in owners’ equity accordingly.
The Company should recognized net profit of invested unit after adjustment, based on fair value of vary
identifiable assets of invested unit while obtained investment, while recognized net profit or net losses of invested
units that should be enjoy by investment enterprise. the un-realized transaction gains/losses attributable to
investment enterprise, internally occurred between the Company, affiliated units and joint-ventures should
calculated by proportion of shares-holding which should be offset, than recognized investment gains/losses.
When the Company is confirmed to share losses of the invested units, the following order shall prevail for
disposal: first of all, offset carrying value of long-term equity investment. Second, for long-term equity investment
whose carrying value is not enough for offset, investment loss should be continued to recognize within the limit of
carrying value of other long-term equity which substantially forms net investment to invested units, to offset
carrying value of long-term items receivable. At last, after the aforesaid treatment, if enterprise still bears
additional duties according to investment contract or agreement, projected liabilities are recognized in accordance
to the obligations which are expected to undertake, and then recorded in current gains and losses.
In the event that the invested unit realizes profit in later periods, the Company will adopt disposal adverse to the
above order after deduction the unrecognized share of loss, i.e. write off the carrying value of the recognized
projected liabilities, recover carrying value of long-term equity which substantially forms net investment to
invested unit and long-term equity investment, and recognize investment income at the same time.
3. Transfer of calculation for long term equity investment
1. Measure at fair value transfer to equity method
For the equity investment originally held by the Company in which it has no control, common control or
significant influence over the investee and which is accounted for under recognition and measurement principle as
financial assets, in case that the Company becomes able to exercise significant influence or common control upon
the investee due to additional investment while no control is reached, the sum of fair value of the originally held
equity investment as determined under Business Accounting Principles No.22- Recognition and Measurement
Principle as Financial Assets plus cost of the new investment shall be deemed as the initial investment cost upon
calculation under equity method.
If the originally held equity investment is classified as available for sale financial assets, the difference between its
fair value and carrying value and the accumulated fair value movement which is originally included in other
comprehensive income shall be transferred to current period gains and losses under equity method.
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In case that the initial investment cost under equity method is lesser than share of fair value of the investee’s net
identifiable assets as of the date when additional investment is made as calculated based on the latest shareholding
proportion upon additional investment, carrying value of the long term equity investment shall be adjusted against
such difference which is included in current period non-operating income.
2. Measure at fair value or calculation under equity method transfer to calculation under cost method
For the equity investment originally held by the Company in which it has no control, common control or
significant influence over the investee and which is accounted for under recognition and measurement principle as
financial instrument, or for long term equity investment originally held in associates or joint ventures, in case that
the Company becomes able to exercise control over investee not under common control due to additional
investment, the sum of fair value of the originally held equity investment plus cost of the new investment shall be
deemed as the initial investment cost upon calculation under cost method when preparing separate financial
statement.
For other comprehensive income as recognized under equity method in respect of equity investment held prior to
acquisition date, when the Company disposes this investment, the aforesaid income shall be accounted for on the
same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities.
For equity investment held prior to acquisition date which is accounted for under Business Accounting Principles
No.22- Recognition and Measurement of Financial Assets, the accumulated fair value movement which originally
included in other comprehensive income shall be transferred to current period gains and losses upon calculation
under cost method.
3. Calculation under equity method transfer to fair value measurement
In case that the Company lost common control or significant influence upon investee due to disposal of part equity
investment, the remaining equity investment shall be calculated under Business Accounting Principles No.22-
Recognition and Measurement of Financial Assets, and the difference between its fair value and carrying value as
of the date when the Company lost common control or significant influence shall be included in current period
gains and losses.
For other comprehensive income as recognized under equity method in respect of the original equity investment,
when the Company ceases calculation under equity method, the aforesaid income shall be accounted for on the
same basis as the investee would otherwise adopt when it directly disposes relevant assets or liabilities.
4. Cost method transfer to equity method
In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining
equity investment can exercise common control or significant influence over the investee, equity method shall be
adopted when preparing separate financial statement, and the remaining equity investment shall be adjusted as if it
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had been stated under equity method since the acquisition.
5. Cost method transfer to fair value measure
In case that the Company lost control upon investee due to disposal of part equity investment, and if the remaining
equity investment cannot exercise common control or significant influence over the investee, Business Accounting
Principles No.22- Recognition and Measurement of Financial Assets shall be adopted for accounting treatment
when preparing separate financial statement, and the fair value and carrying value as of the date when control is
lost shall be included in current period gains and losses.
4. Disposal of long term equity investment
Difference between carrying value and actual acquisition price in respect of disposal of long term equity
investment shall be included in current period gains and losses. For long term equity investment under equity
method, the Company shall adopt the same basis as the investee directly disposes relevant assets or liabilities
when disposing this investment, and account for the part originally included in other comprehensive income under
appropriate proportion.
If the terms, conditions and economic impact of each transaction involved in the disposal by steps of investment
in subsidiaries fall into one or more of the following situations, such transactions will be accounted for as a
package deal:
1. Such transactions are entered into simultaneously or in the case of considering the impact of each other;
2. Such transactions as a whole in order to reach complete commercial results;
3. The occurrence of one transaction is subject to that of at least one other transaction;
4. A transaction alone is not economic, but otherwise when considered with other transactions.
Enterprises that lose control of their original subsidiaries due to the disposal of partial equity investment or
otherwise, and therefore disqualify a package deal, should prepare the relevant accounting treatment in
differentiation with individual financial statements and consolidated financial statement:
(1) In separate financial statement, as for disposal of equity interest, difference between carrying value and actual
acquisition price shall be included in current period gains and losses. In case that the remaining equity interests
can exercise common control or significant influence over investee, it shall be stated under equity method in stead,
and shall be adjusted as if the remaining equity interests had been stated under equity method since the acquisition.
In case that the remaining equity interests cannot exercise common control or significant influence over investee,
it shall be accounted for under Business Accounting Principles No.22- Recognition and Measurement Principle of
Financial Instruments, and the difference between its fair value and carrying value as of the date then the
Company lost control shall be included in current period gains and losses.
(2) In consolidated financial statement, for those transactions occurred before lost of control in subsidiaries, the
difference between disposal price and share of net assets of subsidiaries since purchase date or combination date
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shall be used to adjust capital reserve (equity premium), and if capital reserve is insufficient to offset, then it shall
adjust retained earnings; when the Company lost control in a subsidiary, the remaining equity interests would be
re-measured at the fair value as of the control-lost date. The sum of consideration gained from the disposal of
equity and the fair value of remaining equity minus the share of net assets of original subsidiaries since the day of
purchase and based on its original shareholding ratio is credited into investment gain for the current period, and
off-set the goodwill at the same time. Other comprehensive income in relation to equity investments of original
subsidiaries should be transferred to investment gain for the period at the time of loss of control.
Each transaction involved in the disposal of equity investments of subsidiaries until loss of control falls into a
package deal, carrying accounting treatment on transaction of losing control rights and disposing the Company,
and should be accounted for accordingly in differentiation with individual financial statements and consolidated
financial statements:
(1) In consolidated financial statements, difference between each payment from disposal of an equity and the book
value of such long-term equity investment before the loss of control should be recognized as other comprehensive
income and at the time of loss of control, transferred to profit or loss for the current period.
(2) In consolidated financial statements, difference between each payment from disposal of a subsidiary and the
share of its net assets through investment before the loss of control should be recognized as other comprehensive
income and at the time of loss of control, transferred to profit or loss for the current period.
5. Criteria for common control and significant influence
Where the Company jointly controls an arrangement with other participators under agreed terms, and decisions
which materially affect return of such arrangement can only exist when other participators unanimously agree on
the decisions, the Company is deemed to jointly control this arrangement with other participators, and the
arrangement belongs to joint venture arrangement.
In case of a joint venture arrangement concluded through separate entity, when the Company is judged to be
entitled to the net assets of the separate entity under relevant agreements, the entity shall be viewed as a joint
venture under equity method. However, when the Company is judged to be not entitled to the net assets of the
separate entity under relevant agreements, the entity shall be viewed as a joint operation, in which case, the
Company recognizes items relating to its share of interests from the joint operation and accounts for according to
relevant business accounting rules.
Significant influence refers to that investor has right to participate in making decisions relating to the financial and
operational policies of the investee, while not able to control or jointly control (with others) establishment of these
policies. The following one or more conditions are based to judge whether the Company has significant influence
over investee with consideration of all facts and situations: (1)has delegate in the board of directors or similar
authority organs of investee; (2)participate in establishing financial and operational policies of the investee;
(3)occur material transactions with the investee; (4)delegate management to the investee; (5)provide key technical
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data to the investee.
15. Investment real estate
Measurement
Measured by cost
Depreciation or amortization method
Investment real estate is defined as the real estate with the purpose to earn rent or capital appreciation or both,
including the rented land use rights and the land use rights which are held and prepared for transfer after
appreciation, the rented buildings. In addition, for the vacant buildings that the Company holds for operating
leases, if the board of directors makes written decisions and explicitly indicates to use for operating leases and the
purpose of management is not to change in the short term, they are also reported as an investment real estate.
The investment property of the Company is accounted at its cost. Cost of investment property purchased from the
external sources includes purchase payment, related taxes and other expenditures which can be directly
attributable to such assets; Cost of investment property constructed by the Company comprise of the necessary
expenditure occurred during the construction for reaching the condition of planned use.
The Company adopts cost method for subsequent measurement of investment property. As for the investment
property measured at cost method – buildings for lease are depreciated under the policies which are the same as
fixed assets, and land use right for lease are amortized under the policies which are the same as intangible assets.
When use of investment property changes to be used by the Company itself, the Company shall transfer the
investment property to fixed assets or intangible assets since the change date. When use of the self-use real estate
changes for earning rental or capital appreciation, the Company shall transfer the fixed assets or intangible assets
to investment property since the change date. For such transfer, the carrying value prior to the transfer is deemed
to be the value accounted after the transfer.
The Company would de-realize investment property when the same is disposed or out of use forever and no
economic benefit would be obtained from such disposal. The disposal income from sale, transfer, dump or destroy
of investment property less its carrying value and related taxes is recorded in current gains and losses.
16. Fixed asset
(1) Recognition of fixed assets
Fixed assets is defined as the tangible assets which are held for the purpose of producing goods, providing
services, lease or for operation & management, and have more than one year of service life. Fixed assets should be
recognized for qualified the followed conditions at the same time: (1) It is probable that the economic benefits
associated with the assets will flow into the Company; (2) The cost of the assts can be measured reliably. (1) The
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cost of outsourcing fixed assets includes the buying price, import tariff and other related taxes and fees, as well as
other expenses occurred before making the fixed assets reach the intended serviceable condition and can be
directly attributable to the assets. (2) The cost of self-constructed fixed assets consists of the necessary expenses
occurred before reaching the intended serviceable condition by the construction of the assets. (3) The fixed assets
invested by the investors take the value stipulated by investment contract or agreement as the entry value, but it
should take the fair value as the entry value when the value stipulated by investment contract or agreement is not
fair. (4) When the cost of purchasing fixed assets has a delay in payment exceeding the normal credit terms and
substantially possesses financing, the cost of fixed assets is determined on the basis of the present value of the
purchasing price. The balance between the actual paid cost and the present value of purchasing price is reckoned
in the current profits and losses in the credit period, except for the capitalization. Subsequent measurement and
disposal of fixed assets (1) Depreciation of fixed assets is accrued within the estimated useful life after deducting
the estimated residual value from its entry value. For the fixed assets accrued with provision for impairment,
determine the amount of depreciation by the book value deducting the provision for impairment and according to
the useful life. The Company determines the useful life and estimated net residual value of fixed assets according
to the nature and use of fixed assets, and rechecks the useful life, estimated net residual value, and depreciation
method of fixed assets at the end of the year, and makes corresponding adjustments if there is difference with the
original estimated number. (2) The follow-up expenses of fixed assets and the follow-up expenses related to fixed
assets are included in the cost of fixed assets if they meet the requirements for recognition of fixed assets; those
cannot meet the requirements for recognition of fixed assets should be included in the current profits and losses
when occur. (3) When the fixed assets are disposed, or expected not to generate economic benefits through use or
disposal, derecognize the fixed assets. The amount after deducting its book value and related taxes and dues from
the disposal income of the fixed assets sale, transfer, retirement or impairment is included in the current profits
and losses.
(2) Depreciation methods
Categories Method Years of depreciation Scrap value rate Yearly depreciation rate
Production buildings Straight-line depreciation 35 5% 2.71%
Production buildings Straight-line depreciation 40 5% 2.38%
Makeshift Straight-line depreciation 9 5% 10.56%
Mechanical equipment Straight-line depreciation 12 5% 7.92%
Transportation vehicle Straight-line depreciation 9 5% 10.56%
Other equipment Straight-line depreciation 6 5% 15.83%
(3) Recognition, measurement and depreciation of fixed assets held under finance lease
A fixed asset leased by the Company is recognized as the fixed asset held under finance lease if one or more of the
following criteria are met: (1) Upon the expiry of the lease term, the ownership is transferred to the Company. (2)
The Company has the option to purchase the asset at a predetermined price that is expected to be sufficiently
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lower than the fair value at the date the option becomes exercisable and it is reasonably ascertained at the
inception of lease that the option will be exercised. (3) The lease term approximates the useful life of the relevant
asset even if the ownership is not transferred. (4) At the inception of the lease, the present value of the minimum
lease payments is substantially equivalent to the fair value of the leased asset. (5) The leased assets are of such a
specialized nature that only the Company can use them without major modification. A fixed asset held under
finance lease is initially recognized at the lower of fair value of the leased asset and the present value of the
minimum lease payments, while the amount of the minimum lease payments will be recognized as the entry value
of long-term account payable, the difference between them will be recognized as unrecognized financing costs.
The initial direct costs such as commissions, attorney’s fees, and travelling expenses, stamp duties attributable to
the leased item incurred during the process of lease negotiating and signing the leasing agreement shall be
recorded in the asset value. Unrealized finance costs will be amortized using actual interest rate method over each
period during the lease terms. The Company adopts depreciation policies for leased assets consistent with those of
self-owned fixed assets for the purpose of calculating the depreciation of a leased asset. If it is reasonable to be
certain that the lessee will obtain the ownership of the leased asset when the lease term expires, the leased asset
shall be fully depreciated over its useful life. If it is not reasonable to be certain that the lessee will obtain the
ownership of the leased asset at the expiry of the lease term, the leased asset shall be fully depreciated over the
shorter one of the lease term or its useful life.
17. Construction in process
1. Initial measurement of constructions under progress
Self-constructed constructions under progress of the Company are carried at actual costs. Actual costs include the
necessary expenses for constructing such asset to the expected useable condition, including material costs for
project, labor cost, related taxes and fees paid, borrowing expenses to be capitalized and indirect costs to be
amortized.
2. Standard and point of time for construction in process carrying forward to fixed assets
Fixed asset is booked with the entire expenditures occurred in the construction in process till it arrives at predicted
state for use. For those constructions in process of fixed assets which have already arrived at the predicted state
for use, while still with absence of completion settlement, they shall be carried forward to fixed assets at the
estimated value based on engineering budget, construction cost or actual cost commencing from the date of arrival
of the predicted state for use. Meanwhile, they shall be also subject to the depreciation policies applicable to fixed
assets of the Company for provision of depreciation. Once completion settlement is made, the original temporary
estimated value shall be adjusted at the effective cost. However, the original provision of depreciation remains
unchanged.
18. Borrowing expenses
1. Recognition of the borrowing expenses capitalization
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Borrowing expenses that attributed for purchasing or construction of assets that are complying start to be
capitalized and counted as relevant assts cost; other borrowing expenses, reckoned into current gains and losses
after expenses recognized while occurred.
Assets satisfying the conditions of capitalization are those assets of fixed, investment real estate etc. which need a
long period of time to purchase, construct, or manufacturing before becoming usable.
Capitalizing for borrowing expenses by satisfying the followed at same time:
(1) Assets expense occurred, and paid as expenses in way of cash, non-cash assets transfer or debt with interest
taken for purchasing, constructing or manufacturing assets that complying with capitalizing condition;
(2) Borrowing expenses have occurred;
(3) Necessary activities occurred for reaching predicted usable statues or sale-able status for assets purchased,
constructed or manufactured.
2. Period of capitalization
Capitalizing period was from the time star capitalizing until the time of suspended capitalization. The period for
borrowing expensed suspended excluded in the period.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
reached its predicted usable status or sale-able status, capitalization suspended for borrowing expenses.
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization
completed projects and usable independently for part of the projects, borrowing expenses for this kind of assts
shall suspended capitalization.
If the assets have been completed in every part, but can be reached the useful status or sale-able status while
completed entirely, the borrowing expense shall be suspended for capitalization while the assets completely
finished in whole.
3. Period of suspended
If purchasing, construction, or manufacturing process of an asset satisfying the conditions of capitalization is
suspended abnormally for over 3 months, capitalizing of borrowing expenses shall be suspended; the suspended
assets that satisfying the conditions of capitalization meets the necessary procedure of reaching predicted usable
status or sellable status, capitalizing of borrowing expenses shall be resumed. The borrowing expenses occurred
during the period of suspended shall reckon into current gains and losses until the purchasing, construction, or
manufacturing process is resumed for capitalizing.
4. Calculation for capitalization amount
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Interest expenses practically occurred at the current term of a special borrowing are capitalized after deducting of
the bank saving interest of unused borrowed fund or provisional investment gains.
Capitalization amounts of common borrowings are decided by the weighted average of exceeding part of
accumulated asset expenses over the special borrowing assets multiply the capitalizing rate of common
borrowings adopted. Capitalization rates are decided by the weighted average of common borrowings.
For those expenses with discount or premium, determined the amortizable discount or premium in every fiscal
year by effective interest method, than adjusted interest amount in every period.
19. Biological assets
1. Classification of biological assets
Biological assets of the Company refer to the productive biological assets. Productive biological assets included
tea tree.
Biological assets are recognized when the following three conditions are fully satisfied:
(1) An enterprise owns or controls such biological assets due to the past transactions or events；
(2) It may result in the inflow of economic benefits or service potential in relation to such biological assets;
(3) Cost of such biological assets can be reliably measured.
2. Initial recognition of Biological assets
The biological assets will initially measured by cost while obtained. The cost of biological asset used for
production purchased from the outside includes the purchase price, related taxes, transportation expense,
insurance premium and other charges directly attributable to the purchase of such asset. Biological asset used for
production input by investors is stated at its entry value which is calculated based on the value as stipulated in the
investment contract or agreement plus the related taxes payable. Where value stipulated in the contract or
agreement is not fair, the actual cost is fixed at fair value.
3. Subsequent measurement of biological assets
(1) Follow-up expenses
The cost of productive biological assets constituted by the actual costs of self-cultivated and constructed
productive biological assets occurred before achieving the intended production and operation goals, and the
follow-up expenses such as management and protection occurred after achieving the intended production goals are
included in the current profits and losses.
(2) Depreciation of productive biological assets
Biological assets of the Company refer to the tea plants. For those productive biological assts that reached its
predicted productive purpose, withdrawal depreciation by average age method. The service life was determined by
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the residual terms of the residual term of land use after deducting the un-maturity period (5-year) of the tea plants
with 5 percent salvage value calculated. Reviewing the service life, predicted salvage vale and depreciation
method at year-end, if there have difference between the predicted number and original estimated number or have
major changes on way of profit earning, than adjusted the service life or predicted salvage value or depreciation
method as account estimation variation.
(3) Disposal of biological assets:
The cost of biological assets after the shift of use is stated at the carrying amount at the time of shift of use. When
sold, destroyed and inventory losses occurred, the disposal income of biological assets net of carrying amount and
related taxes shall be charged to profit or loss for the current period.
4. Biological assets impairment
The Company inspects the productive biological assets at least at the end of each year, conclusive evidence
indicates that if the recoverable amount of productive biological assets are less than the book value due to natural
disasters, insect pests, animal diseases or changes in market demand, the Company make the provision for
impairment of biological assets and include them in the current profits and losses according to the balance
between the recoverable amount and the book value.
The balance lower than the book value shall be calculated and accrued to falling price reserves or provision for
impairment of biological assets and included in the current profits and losses.
Once the provision for impairment of productive biological assets is made, it cannot be reversed.
20. Intangible assets
(1) Measurement, use of life and impairment testing
An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled by the
Company, including land use right, technical know-how, forest tree use right, trademark use right and software
use right.
1. Measurement of intangible assets
For those intangible assets purchased from outside, the purchase value, relevant taxes and other payments
attributable to predicted purpose obtained should recognized as cost for this assts. For those purchased amount
that paid overdue exceeded the normal credit condition, owns financing natures actually, the cost should be
recognized based on the current value while purchased.
As for the intangible assets acquired from the debtor in debt restructuring for the purpose of settlement of debt, the
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fair value of the intangible assets shall be based to determine the accounting value. The difference between the
carrying value of restructured debt and the fair value of the intangible assets use for settlement of debt shall be
recorded in current gains and losses.
With the preceding conditions that non-monetary assets exchange has commerce nature and the fair value of the
assets exchanged in or out can be measured reliably, the intangible assets exchanged in through non-monetary
assets exchange are accounted at the value based on the fair value of assets exchanged out, unless there is obvious
evidence showing the fair value of assets exchanged in is more reliable; for non-monetary assets exchange not
qualifying for the preceding conditions, the carrying value of assets exchanged out and related taxes payable shall
be viewed as the cost of intangible assets exchanged in, without recognition of gains and losses.
Intangible assets obtained by means of enterprise mergered under common control, recognized book-keeping
value by the book value of mergered party; Intangible assets obtained by means of enterprise mergered under
different control, recognized book-keeping value by the its fair value.
For those cost of intangible assets development internally including: the used materials, labor cost and register
charge for development; amortization for other patent and concession used and interest expense satisfying the
capitalization condition during process of development; other directly expense before reached its predated useful
purpose.
2. Subsequent measurement
Analysis and determined the service life for intangible assts while obtained. And classified into intangible assets
with limited useful life and assets without certain service life.
1. Intangible assets with limited useful life
Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they
become useable to the end of expected useful life. Particular about the estimation on intangible assets with limited
service life:
Item Predicted useful life Basis
Amortized the actual rest of
Land use right life after certificate of land Certificate of land use right
use right obtained
Proprietary technology 20-year Actual situation of the Company
Forest tree use right Service life arranged Protocol agreement
Trademark use right 10-year Actual situation of the Company
Software use right 5-8-year Protocol agreement
At end of report term, revising will be performed on the useful life of intangible assets with limited useful life and
the methods of amortizing; if there is a differences been found with the original estimated number, corresponding
adjustment shall prevail.
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Being revised, the useful life of intangible assets and amortization method at period-end shows the same as
previous
2. Intangible assets without certained service life
Intangible assets for which it is impossible to predict the term during which the assets can bring in economic
benefits are viewed as intangible assets with indefinite life.
Intangible assets with indefinite life are not amortized during the holding period, and useful life is re-reviewed at
the end of each accounting period. In case that it is still determined as indefinite after such re-review, then
impairment test will be conducted continuously in every accounting period.
The Company has no such intangible assets without certained service life after review.
(2) Internal accounting policies relating to research and development expenditures
1. Detail standard for classification on research stage and exploitation stage
Research stage: stage of the investigation and research activities exercising innovative-ness for new science or
technology knowledge obtained and understanding.
Exploitation stage: stage of the activities that produced new or material advance materials, devices and products
that by research results or other knowledge adoption in certain plan or design before the commercial production or
usage.
The expenditure of the research stage in R&D project internally shall reckon into current gains and losses while
occurred.
2. Standards for capitalization satisfaction of expenditure in exploitation state
Intangible assets recognized for expenditure in exploitation stage by satisfying the followed at same time:
(1) Owes feasibility in technology and completed the intangible assets for useful or for sale;
(2) Owes the intention for completed the intangible assets and for sale purpose;
(3) Way of profit generated including: show evidence that the products generated from the intangible assets owes
a market or owes a market for itself; if the intangible assets will use internally, than show evidence of useful-ness;
(4) Possess sufficient technique, financial resources and other resources for the development of kind of intangible
assets and has the ability for used or for sale;
(5) The expenditure attributable to the exploitation stage for intangible assets could be measured reliably.
Expenditure happened in development phase not satisfying the above conditions is included in current period
gains and losses when occurs. Development expenditure previously included in gains and losses in previous
periods will not be re-recognized as assets in later periods. Capitalized development expenditure is stated in
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
balance sheet as development expenditure, and is transferred to intangible assets when the project is ready for
planned use.
21. Impairment of long term assets
Long term asset is judged whether for which there is indication of impairment on balance sheet date. If there is
indication of impairment, the Company would estimate its recoverable amount based on single asset; if it is
difficult to estimate the recoverable amount of single asset, then the assets group which the single asset belongs to
is based to determine the recoverable amount of the assets group.
Recoverable amount of an asset is determined at the higher of its fair value less disposal fee and present value of
its predicted future cash flow.
If measurement of recoverable amount shows that the recoverable amount of long term asset is lower than
carrying value, and then the carrying value shall be deducted to recoverable amount, with the deducted amount
recognized as impairment loss which is included in current period gains and losses, meanwhile, asset impairment
provision shall be made accordingly. Once recognized, asset impairment loss would not be reversed in future
accounting period.
Once an asset is recognized for impairment loss, its depreciation or amortization expense would be adjusted in
future periods, so as to systematically allocate the adjusted asset carrying value (after deduction of predicted net
residual value) during the remaining useful life.
Goodwill arising from business combination and intangible assets with indefinite useful life shall be tested
annually for impairment whether or not there is indication of impairment.
When goodwill impairment testing comes, book value of goodwill is allocated to asset group or combination
benefit from the synergies of the business combination. When conducting impairment test for relevant asset group
with inclusion of goodwill, in case that there is indication of impairment for such asset group, impairment test
would be firstly conducted in respect of the asset groups without inclusion of goodwill. Then, it shall calculate the
recoverable amount and determine the corresponding impairment loss as compared to its carrying value. Second,
asset group with inclusion of goodwill would be tested for impairment. If it is found after comparison between the
carrying value and recoverable amount of the asset group that the recoverable amount is less than carrying value,
the Company would recognize impairment loss for goodwill.
22. Long term prepaid expense
Long term prepaid expense represents the expense which the Company has occurred and shall be amortized in the
current and later periods with amortization period exceeding one year. Long term prepaid expense is amortized
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during the beneficial period under straight line method.
23. Staff remuneration
(1) Short term remuneration
Employee remuneration refers to the various forms of remuneration or compensation given by the Company to
obtain the services provided by the employees or to terminate the labor relations. Employee remuneration includes
short-term remuneration, after-service benefits, dismissal benefits and other long-term employee benefits.
Short term remuneration refers to all the staff remuneration payable by the Company to its staff within 12 months
after the end of annual reporting period in which staff provides relevant services, other than post office benefit and
dismissal benefits. The Company recognizes short term remuneration payables as liabilities during the accounting
period during which staff provides services, and includes in cost and expense of relevant asset according to the
beneficial parties of such services.
(2) Post office benefits
Post office benefits refer to kinds of remuneration or benefits granted by the Company to staff for their provision
of service upon retirement or release of employment, other than short term remuneration and dismissal benefits.
Post benefit plan is categorized as defined withdraw plan.
Defined withdraw plan under post office benefit mainly represents participation into social basic pension
insurance and unemployment insurance operated by labor and social security authorities. During the accounting
period when employee provides services for the Company, the contribution calculated under defined withdraw
plan would be recognized as liabilities and included in current gains and losses or relevant asset cost.
Other than periodic payment of the aforesaid amounts in compliance with national standards, the Company is not
obliged to make other payment.
(3) Dismissal benefit
Dismissal benefit represents compensation paid to employees for release of employment before expiration or as
compensation for their willing of cut, Liabilities arising from dismiss benefit shall be included in current profit
and loss when the Company cannot unilaterally withdraw from the termination plan or take redundancy offer and
when reorganize the payment of termination benefits related to the cost.
(4) Other long term staff benefits
Other long term staff benefits refers to all the other staff benefits except for short term remuneration, post office
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benefit and dismissal benefit.
For other long term staff benefits satisfying conditions under defined withdraw plan, the contribution payables
shall be recognized as liabilities and included in current gains and losses or relevant asset cost during the
accounting period in which the staff provides services to the Company.
24. Accrual liability
1. Recognition standards for accrual liability
Responsibilities connected to contingent issues and satisfied all of the following conditions are recognized as
accrual liabilities:
The responsibility is a current responsibility undertaken by the Company;
Fulfilling of the responsibility may lead to financial benefit outflow;
The responsibility can be measured reliably for its value.
2. Measurement
Accrual liabilities shall conduct initial measurement by best estimation of expenditures needed by fulfillment of
current responsibilities.
While determined the best estimation, take the risks, uncertainty and periodic value of currency that connected to
the contingent issues into consideration. For major influence from periodic value of currency, determined best
estimation after discount on future relevant cash out-flow.
Treatment for best estimation:
If the expenditure has a continuous range, and with similar possibility within the range, the best estimation should
determined by the middle value within the range, that is the average amount between the up and low limit.
If the expenditure has no continuous range, or has a continuous range but with different possibility within the
range, the possibility amount shall determined as the best estimation while single events involved by contingency;
if many events were involved by contingency, the best estimation shall be determined by various results and
relevant probability.
If the expenses for clearing of predictive liability is fully or partially compensated by a third party, and the
compensated amount can be definitely received, it is recognized separated as asset. Though the compensated
amount shall not greater than the book value of the predictive liability
25. Revenue
Whether the Company needs to comply with the disclosure requirements of the particular industry
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No
1. Recognition of the income from commodity sales
When main risks and rewards attached to the ownership of goods have been transferred to the buyer, reserved
neither continuous management power nor effective control over the goods, incoming payment can be measured
reliably, relative financial benefit possibly inflow to the Company, cost occurred or will occur can be reliably
measured, sales income of goods is recognized.
The product sales of the Company include domestic sales and export sales, the sales revenue of domestic sales is
recognized after the goods is delivered and conforms to the relevant causes of the contract; the sales revenue of
export sales is recognized after the goods is sent out and declared, and conforms to the relevant causes of the
contract.
2. Basis on use right income for transaction assets
Financial benefit attached to the contract is possibly inflow to the Company; Overall income of the contract can be
measured reliably. Determined the use right income for transaction assts respectively as followed:
(1) Amount of interest income: determined by the time and effective interest rate of the currency capital used by
other people.
(2) Amount of income from use: determined by the charge time and calculation method agreed in the relevant
contract or agreement.
26. Government Grants
(1) Determination basis and accounting for government grants related to assets
1.Type
Governments grants of the Company refer to the monetary and non-monetary assets obtained from government
for free, and are divided into those related to assets and others related to revenues.
Government subsidies related to assets refer to those obtained by the Company and used for purchase or
construction of or otherwise to form long-term assets. Government subsidies related to revenue refer to those other
than government subsidies related to assets.
2. Confirmation of government subsidy
At end of the period, if there is evidence show that the Company qualified relevant condition of fiscal supporting
polices and such supporting funds are predicted to obtained, than recognized the amount receivable as government
subsidy. After that, government subsidy shall recognize while actually received.
Government subsidies in the form of monetary assets are stated at the amount received or receivable. Government
subsidies in the form of non-monetary assets are measured at fair value; if fair value cannot be obtained, a
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nominal amount (RMB1) is used. Government subsidies measured at nominal amount is recognized immediately
in profit or loss for the current period.
3. Methods of accounting treatment
Government grants in relation to purchase of long-term assets such as fixed assets or intangible assets shall be
recognized as deferred income. And reckoned into gains/losses by installment with reasonable and systematic
approach according to the useful life of such asserts that purchased or constructed
(2) Determination basis and accounting for government grants related to income
As for the government grants with income concerned, which has compensated relevant expenses and losses
occurred in later period, than recognized as deferred income, and reckoned into current gains/losses during the
period while relevant expenses or losses determined; for those government grants which has compensated relevant
expenses and losses that occurred, reckoned into current gains/losses while acquired.
Government grants relevant to daily activities of enterprises are included in other income; government grants
irrelevant to daily activities of enterprises are included in non-operating income and expenditure.
The government subsidy relevant to discounted interest on policy concessional loans is used to offset the relevant
borrowing costs; the fair value of borrowings is used as the entry value of borrowings and the borrowing costs are
calculated according to the actual interest rate method, the balance between the actual amount received and the
fair value of borrowings is recognized as deferred income. Deferred income is amortized to offset the related
borrowing costs by adopting the actual interest rate method in duration of borrowings.
When a recognized government grant needs to be returned, adjust the book value of assets if it is used to offset the
book value of underlying assets at initial recognition; if there is a related deferred income balance, offset the book
balance of relevant deferred income, and include the excess in current profit or loss; if there is no related deferred
income, and directly include in the current profit or loss.
27. Deferred income tax assets and deferred income tax liabilities
Deferred income tax assets and liabilities are measured and recognized based on the difference (temporary
difference) between the taxation bases of the assets and liabilities and their carrying value. As of the balance sheet
date, deferred income tax assets and liabilities are measured at the tax rate applicable during the period in which
the assets are recovered or liabilities are settled.
1. Reference for recognition of deferred income tax assets
Deferred income tax asset arising from deductible temporary difference is recognized to the extent of assessable
income which is likely to acquire to offset deductible temporary difference and for which deductible losses and
tax credit for subsequent years can be carried forward. However, deferred income tax assets arising from initial
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measurement of assets or liabilities in transactions with the following characteristics would not be recognized: (1)
the transaction is not business combination; (2)occurrence of the transaction would neither affect accounting profit
nor affect assessable income or deductible loss.
For deductible temporary difference relating to investment in associates, the Company would recognize deferred
income tax assets accordingly if the following conditions are met: temporary difference is likely to be reversed in
foreseeable future and it is likely to acquire assessable income against which deductible temporary difference is
utilized.
2. Basis for determination of deferred income tax liabilities
Assessable temporary difference which should be paid while not paid yet for the current and previous periods is
recognized as deferred income tax liabilities, excluding:
(1) Temporary difference arising from initial measurement of goodwill;
(2) Transaction or issue arising from non business combination, and its occurrence would neither affect
accounting profit, nor affect temporary difference arising from assessable income (or deductible loss);
(3) For assessable temporary difference relating to investments in subsidiary or associate, timing for reversal of
the temporary difference can be controlled and it is likely that the difference would not be reversed in foreseeable
future.
3. Deferred tax assets and liabilities are offset if all the following conditions are met.
(1) An enterprise has the legal rights to settle the income tax assets and income tax liabilities for the current period
by net amount;
(2) They relate to income taxes levied by the same tax authority on either the taxable entity has a legally
enforceable right or set off current income tax assets against current income tax liabilities, and different taxable
entities which either intend to settle the current income tax liabilities and assets on a net basis, or to realize the
assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax
liabilities or assets are expected to be settled or recovered.
28. Lease
(1) Accounting for operating lease
If the lease terms substantially transfer all risks and rewards related to the ownership of leased asset to the lessee,
the lease is a finance lease and the other leases are operating leases.
1. Accounting for operating lease
(1) Assets lease-in by Operating:
The rental fee paid for renting the properties by the Company are amortized by the straight-line method and
reckoned in the current expenses throughout the lease term without deducting rent-free period. The initial direct
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costs related to the lease transactions paid by the Company are reckoned in the current expenses.
When the lessor undertakes the expenses related to the lease that should be undertaken by the Company, the
Company shall deduct the expenses from the total rental costs, share by the deducted rental costs during the lease
term, and reckon in the current expenses.
(2) Operating leased assets:
Rental obtained from assets leasing, during the whole leasing period without rent-free period excluded, shall be
amortized by straight-line method and recognized as leasing revenue. The initial direct costs paid with leasing
transaction concerned are reckoned into current expenditure; the amount is larger is capitalized when incurred,
and accounted for as profit or loss for the current period on the same basis as recognition of rental income over the
entire lease period.
When the Company undertakes the expenses related to the lease that should be undertaken by the lessor, the
Company shall deduct the expenses from the total rental income, and distribute by the deducted rental costs during
the lease term.
(2) Accounting for financing lease
1. Accounting for financing lease
(1) Assets lease-in by financing: On the beginning date of the lease, the entry value of leased asset shall be at the
lower of the fair value of the leased asset and the present value of minimum lease payment at the beginning date
of the lease. Minimum lease payment shall be the entry value of long-term accounts payable, with difference
recognized as unrecognized financing expenses.
The basis, valuation and depreciation method of financing lease assets see Note IV-(XVI) Fixed Assets.
Unrecognized financing expenses shall be reckoned in financial expenses and amortized and using effective
interest method during the leasing period.
(2) Finance leased assets: on the lease commencement date, the Company affirms the balance among the finance
lease receivables, the sum of unguaranteed residual value and its present value as the unrealized financing income,
and recognizes it as the rental income during the period of receiving the rent. For the initial direct costs related to
the rental transaction, the Company reckons in the initial measurement of the finance lease receivables, and
reduces the amount of income confirmed in the lease term.
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29. Changes of important accounting policy and estimation
(1) Changes of major accounting policies
□ Applicable √ Not applicable
(2) Changes of important accounting estimate
□ Applicable √ Not applicable
VI. Taxes
1. Type of tax and rate for main applicable tax
Taxes Basis Rate
Service income from goods sales and
VAT 17%, 11%, 6%, 5%, 3%
taxable sales
Urban maintenance and construction tax Turnover tax payable 5%, 7%
Educational surtax Turnover tax payable 5%
Rate of income tax for different taxpaying body:
Taxpaying body Rate of income tax
The Company 25%
Shenbao Huacheng 15%
Including: Shantou Branch of Shenbao Huacheng 25%
Wuyuan Ju Fang Yong 25%
Shenbao Sanjing 25%
Huizhou Shenbao Science & Technology 25%
Huizhou Shenbao Food 25%
Shenbao Properties 25%
Shenbao Industrial & Trading 25%
Hangzhou Ju Fang Yong 25%
Shenbao Technology Center 25%
Fuhaitang Ecological 25%
Chunshi Network 25%
Shenshenbao Investment 25%
Shenshenbao Tea Culture 25%
Yunnan Supply Chain 25%
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Jufangyong Trading 25%
Shenbao Rock Tea 25%
Pu’er Tea Trading Center 25%
Shenbao Tea-Shop 25%
Fuhaitang Restaurant 25%
2. Tax preferential and basis
Shenbao Huacheng, a wholly-owned subsidiary of the Company, has been granted High-tech Enterprise
Certification (No. GR201744203462) jointly promulgated by Shenzhen Commission on Innovation & Technology,
Shenzhen Finance Committee, Shenzhen Municipal Bureau of State Taxation and Shenzhen Municipal Bureau of
Local Taxation as at the date of 31 Oct. 2017 with a valid term of 3 years. With relevant preferential policies
adopted by the State in favor of high-tech enterprises, all qualified high-tech enterprises are able to enjoy the
lower income tax rate of 15% for collection of enterprise income tax, capable for 3 years commencing from the
year when they are deemed as qualified. Shenbao Huacheng has favored from this preferential policy from 2017
to 2019.
VII. Annotation to main items of consolidated financial statements
1. Monetary fund
In RMB
Item Closing balance Opening balance
441,516.36 194,650.44
Cash on hand
222,905,150.08 255,448,120.29
Cash in bank
318,879.68
Other monetary fund
223,346,666.44 255,961,650.41
Total
Other note
The Company did not has account pledge, freeze or has potential risks in collection ended as 30 June 2018.
2. Financial assets measured by fair value and with the variation recorded into current gains/losses
In RMB
Item Closing balance Opening balance
Tradable financial assets 1,173,950.05 1,599,668.20
Equity investment 1,173,950.05 1,599,668.20
Total 1,173,950.05 1,599,668.20
Other explanation:
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Closing balance refers to the 258,011 shares of A-stock under the name of “Shen Zhonghua-A”
3. Account receivable
(1) Account receivable classified according to types
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
Ratio Ratio
Account receivable
withdrawal bad debt 66,342,7 1,285,61 65,057,12 78,480, 1,286,967 77,193,068.
provision by group of 76.61% 1.94% 79.49% 1.64%
credit risk 42.62 5.57 7.05 035.29 .26 03
characteristics
Account receivable
with single minor
amount but 20,254,4 20,254,4 20,254, 20,254,41
23.39% 100.00% 20.51% 100.00%
withdrawal bad debt 11.14 11.14 411.14 1.14
provision for single
item
86,597,1 21,540,0 65,057,12 98,734, 21,541,37 77,193,068.
Total 100.00% 24.87% 100.00% 21.82%
53.76 26.71 7.05 446.43 8.40 03
Account receivable with single significant amount and withdrawal bad debt provision separately at period end:
□Applicable √ Not applicable
Account receivable with bad debt provision withdrawal by age analysis in group:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt reserve Accrual ratio
Sub item of within one year
Within 1 year 55,135,762.09
1-2 years 2,599,241.28 129,962.06 5.00%
2-3 years 2,710,147.67 271,014.76 10.00%
Over 3 years 5,897,591.58 884,638.75 15.00%
3-4years 3,441,293.53 516,194.04 15.00%
4-5 years 122,015.02 18,302.25 15.00%
5years above 2,334,283.03 350,142.46 15.00%
Total 66,342,742.62 1,285,615.57 1.94%
Explanation on combination determines:
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
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(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual of RMB 0; collected or switch back bad debt provision of RMB 1,351.69.
Major bad debt provision collected or switch back:
In RMB
Name Amount Method
(3) Top 5 receivables at ending balance by arrears party
Name Closing balance Proportion in total receivables at closing balance (%) Bad debt provision accrual
Customer 1 13,202,096.00 15.25 ---
Customer 2 4,976,292.86 5.75 ---
Customer 3 3,472,370.90 4.01 493,436.36
Customer 4 3,195,254.93 3.69 ---
Customer 5 1,958,919.74 2.26 ---
Total 26,804,934.43 30.96 493,436.36
4. Account paid in advance
(1) Aging analysis
In RMB
Closing balance Opening balance
Age
Amount Ratio Amount Ratio
Within 1 year 3,780,380.03 88.56% 11,179,178.48 94.84%
1-2years 81,498.64 1.91% 128,246.97 1.09%
2-3years 296,638.61 6.95% 369,435.97 3.13%
Over 3 years 110,571.40 2.58% 110,571.40 0.94%
Total 4,269,088.68 -- 11,787,432.82 --
Reasons for significant repayment with over one year age without settle:
Nil
(2) Top 5 accounts paid in advance at closing balance collected by objects
Ratio in total
Name Closing amount account paid in Time Unsettled reasons
advance (%)
Supplier 1 2,303,251.58 53.95 Within 1 year The contract is being carried
out
Supplier 2 611,965.84 14.33 Within 1 year The contract is being carried
out
Supplier 3 273,556.80 6.41 Within 1 year The contract is being carried
109
深圳市深宝实业股份有限公司 2018 年半年度报告全文
out
Supplier 4 219,257.92 5.14 Within 1 year The contract is being carried
out
Supplier 5 163,000.00 3.82 Within 1 year The contract is being carried
out
Total 3,571,032.14 83.65
Other note:
Nil
5. Other account receivable
(1) Other account receivable classified according to types:
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other account
receivable with
single major amount 20,182,0 9,275,91 10,906,13 19,977, 9,071,148 10,906,134.
39.73% 45.96% 39.50% 45.41%
and withdrawal bad 46.51 2.22 4.29 283.01 .72 29
debt provision for
single item
Other account
receivable
withdrawal bad debt 12,884,6 463,167. 12,421,46 12,872, 466,830.1 12,405,465.
25.37% 3.59% 25.45% 3.63%
provision by group of 32.91 53 5.38 295.52 4 38
credit risk
characteristics
Other account
receivable with
single minor amount 17,723,4 17,723,4 17,723, 17,723,45
34.90% 100.00% 35.05% 100.00%
but withdrawal bad 55.12 55.12 455.12 5.12
debt provision for
single item
50,790,1 27,462,5 23,327,59 50,573, 27,261,43 23,311,599.
Total 100.00% 54.07% 100.00% 53.91%
34.54 34.87 9.67 033.65 3.98 67
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
√ Applicable □ Not applicable
In RMB
Account Closing balance
receivable(units) Account receivable Bad debt reserve Accrual ratio Reasons
Changzhou Shenbao The difference between
Chacang E-commence the present value of
Co., Ltd. (“Changzhou 20,182,046.51 9,275,912.22 45.96% future cash flow and
Shenbao Chacang book value will accrual
Company” for short) for bad debt provision
Total 20,182,046.51 9,275,912.22 -- --
110
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Other receivable with bad debt provision withdrawal by age analysis in group:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Other accounts receivable Bad debt provision Accrual ratio
Sub item of within one year
Within 1 year 7,780,249.90
1-2 years 2,505,896.54 125,294.83 5.00%
2-3 years 1,038,005.19 103,800.52 10.00%
Over 3 years 1,560,481.28 234,072.18 15.00%
3-4 years 94,896.77 14,234.51 15.00%
4-5 years 748,187.20 112,228.08 15.00%
5 years above 717,397.31 107,609.59 15.00%
Total 12,884,632.91 463,167.53 3.59%
Explanations on combination determine:
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable:
□ Applicable √ Not applicable
(2) Bad debt provision accrual collected or switch back
Bad debt provision accrual was 204,763.50 Yuan; the amount collected or switches back amounting to 3,662.61 Yuan
Major bad debt provision collected or switch back:
In RMB
Name Amount Method
(3) Nature classification for other receivables
In RMB
Item Closing book balance Opening book balance
Margin and deposit 5,752,273.11 4,540,242.47
VAT rebates receivables 339,104.64 733,709.16
Intercourse funds and other 44,698,756.79 45,299,082.02
Total 50,790,134.54 50,573,033.65
(4) Top five units in other account receivable at closing balance
In RMB
Name Amount nature Closing balance Age Ratio in total other Bad debt provision
111
深圳市深宝实业股份有限公司 2018 年半年度报告全文
account receivable at Closing balance
closing balance
Changzhou Shenbao Within 1 year, 1-3
Intercourse funds 20,182,046.51 39.73% 9,275,912.22
Chacang Company year and above
Shichu Mingmen Within 1 year and
Intercourse funds 1,596,491.82 3.14% 53,585.30
Company 1-2 year
Hangzhou Xiaoshan
Within 1 year and
International Airport Deposit 1,344,149.95 2.65% 22,875.00
1-2 year
Co., Ltd.
Within 1 year and
Sutingdian Rent 964,365.25 1.90% 18,460.20
1-2 year
Hangzhou Xiaoshan
International Airport Within 1 year and
Deposit 729,166.64 1.44% 4,000.00
Zhejiang Brigade 1-3 year
Hotel Co., Ltd.
Total -- 24,816,220.17 -- 48.86% 9,374,832.72
6. Inventory
(1) Types
In RMB
Closing balance Opening balance
Items Falling price Falling price
Book balance Book value Book balance Book value
reserves reserves
Raw materials 73,044,104.81 4,281,853.67 68,762,251.14 77,403,549.46 4,385,924.31 73,017,625.15
Goods in process 30,662,696.94 219,554.80 30,443,142.14 28,569,954.36 264,169.09 28,305,785.27
Finished goods 50,835,159.71 1,166,164.97 49,668,994.74 44,089,811.15 1,184,370.13 42,905,441.02
Goods in transit 6,417,149.54 6,417,149.54 5,475,723.52 5,475,723.52
Materials
processed on 5,456,948.02 5,290,502.32 166,445.70 5,394,430.47 5,290,502.32 103,928.15
commission
Wrappage 6,662,150.03 6,662,150.03 5,497,605.83 5,497,605.83
Total 173,078,209.05 10,958,075.76 162,120,133.29 166,431,074.79 11,124,965.85 155,306,108.94
Does the Company comply with the disclosure requirement of “Information Disclosure Guidelines of Shenzhen Stock Exchange
No.4 – Listed Companies Engaged in Seed Industry and Planting Business” or not
No
(2) Inventory falling price reserves
In RMB
Type Opening balance Current amount increased Current amount decreased Closing balance
112
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Switch back/
Accrual Other Other
Written off
Raw materials 4,385,924.31 104,070.64 4,281,853.67
Goods in process 264,169.09 44,614.29 219,554.80
Finished goods 1,184,370.13 18,205.16 1,166,164.97
Work in
5,290,502.32 5,290,502.32
process-outsourced
Total 11,124,965.85 166,890.09 10,958,075.76
(3) Explanation on inventories with capitalization of borrowing costs included at ending balance
Nil
(4) Assets unsettled formed by construction contract which has completed at period-end
In RMB
Item Amount
Other note:
Nil
7. Other current assets
In RMB
Item Closing balance Opening balance
VAT input tax ready for deduction 2,071,685.68 2,712,300.53
Financial products held to maturity within
30,000,000.00
one year
Other 46,194.46
Total 32,071,685.68 2,758,494.99
Other note:
Nil
8. Financial assets available for sale
(1) Financial assets available for sale
In RMB
Closing balance Opening balance
Item Depreciation Depreciation Depreciation
Book balance Book balance Book balance
reserves reserves reserves
Instrument equity
17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00
available for sale:
113
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Measured by cost 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00
Total 17,537,500.00 17,480,000.00 57,500.00 17,537,500.00 17,480,000.00 57,500.00
(2) Financial assets available for sale measured by cost at period-end
In RMB
Book balance Depreciation reserves Ratio of
share-holdi Current
Investee
Opening Current Current Closing Opening Current Current Closing ng in cash
unit
balance increased decreased balance balance increased decreased balance invested dividend
entity
Shenzhen
Sanjiu 2,480,000. 2,480,000. 2,480,000. 2,480,000.
Weitai 0.95%
Capsules 00 00 00 00
Co., Ltd.
Shenzhen
Tianji
Photoelect
ric
Industrial
Co., Ltd.
(Former 15,000,000 15,000,000 15,000,000 15,000,000
Shenzhen 3.77%
Tianji .00 .00 .00 .00
Photoelect
ric
Technolog
y
Industrial
Co., Ltd.）
Beijing
Tiantan 57,500.00 57,500.00
Co., Ltd.
17,537,500 17,537,500 17,480,000 17,480,000
Total --
.00 .00 .00 .00
(3) Change of financial assets depreciation for sale during reporting period
In RMB
Instrument equity Instrument debt
Type Total
available for sale available for sale
Balance of accrual at
17,480,000.00 17,480,000.00
period-begin
Balance of accrual at
17,480,000.00 17,480,000.00
period-end
9. Long-term equity investment
In RMB
114
深圳市深宝实业股份有限公司 2018 年半年度报告全文
-,+ in the Period
Ending
Other Cash
Investme balance
Opening Additiona comprehe dividend Closing
Investee nt gains Other of
book l Capital nsive or profit Impairme book
unit recognize equity Other impairme
balance investmen reduction income announce nt accrual balance
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
II. Associated enterprise
Shenzhen
Shenbao
(Xinmin) 2,870,000 2,870,000 2,870,000
Foods .00 .00 .00
Co.,
Ltd*1
Changzho
u
Shenbao
Chacang
E-comme
nce Co.,
Ltd *2
Shenzhen
Shenbao
(Liaoyuan
) 57,628.53 57,628.53 57,628.53
Industrial
Co.,
Ltd.*1
Huizhou
Shenbao
Ma Nan 1,054,948 1,055,523
575.38
Bio-techn .13 .51
ology
Co., Ltd.
Shenzhen
Shichumi
ngmen
Restauran
t
Managem
ent Co.,
Ltd. *2
Guangzho
u
4,193,681 -185,480. 4,008,201
Shenbao
.53 37 .16
Mendao
Tea Co.,
115
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Ltd.
8,176,258 -184,904. 7,991,353 2,927,628
Subtotal
.19 99 .20 .53
8,176,258 -184,904. 7,991,353 2,927,628
Total
.19 99 .20 .53
Other explanation
*1: these two companies have been established for a long time. At the current stage, their business licenses have been revoked.
Impairment provision is made in full due to absence of settlement.
*2: the long-term equity invesment for Changzhou Shenbao Chacang Company and Shichumingmen Company which is measured by
equity; the book balance counted as Zero for losses in the two abovementioned enterprises
10. Investment real estate
(1) Investment real estate measured at cost
√ Applicable □ Not applicable
In RMB
Item House and building Land use right Construction in process Total
I. Total original book
value
1. Opening balance 19,834,643.51 19,834,643.51
2. Current amount
increased
(1) Purchase
(2) Stock\fixed assets
\Transfer-in from
construction in process
(3) Increased by
combination
3. Current amount
decreased
(1) Disposal
(2) Other transfer-out
4. Closing balance 19,834,643.51 19,834,643.51
II. accumulated
depreciation and
accumulated
amortization
1. Opening balance 1,433,368.48 1,433,368.48
2. Current amount
235,795.16 235,795.16
increased
(1) Accrual or
235,795.16 235,795.16
amortization
116
深圳市深宝实业股份有限公司 2018 年半年度报告全文
3. Current amount
decreased
(1) Disposal
(2) Other transfer-out
4. Closing balance 1,669,163.64 1,669,163.64
III. Impairment provision
1. Opening balance
2. Current amount
increased
(1) Accrual
4. Current amount
decreased
(1) Disposal
(2) Other transfer-out
4. Closing balance
IV. Book value Total
1. Ending book value 18,165,479.87 18,165,479.87
2.Openingbook value 18,401,275.03 18,401,275.03
(2) Investment real estate measured by fair value
□ Applicable √ Not applicable
11. Fixed assets
(1) Fixed assets
In RMB
Machinery Transportation
Item House & buildings Other equipment Total
equipment facilities
I. Total original book
value
1. Opening balance 256,254,642.80 234,122,882.07 7,116,373.26 17,085,662.59 514,579,560.72
2. Current amount
256,230.99 3,200.00 164,721.86 424,152.85
increased
(1) Purchase 256,230.99 3,200.00 164,721.86 424,152.85
(2) Transfer-in from
construction in
process
(3) Increased by
combination
117
深圳市深宝实业股份有限公司 2018 年半年度报告全文
3. Current amount
7,855.55 151,460.79 159,316.34
decreased
(1) Disposal or scrap 7,855.55 151,460.79 159,316.34
4. Closing balance 256,254,642.80 234,371,257.51 7,119,573.26 17,098,923.66 514,844,397.23
II. accumulated
depreciation
1. Opening balance 36,187,842.08 144,793,412.44 4,614,980.16 9,596,679.77 195,192,914.45
2. Current amount
3,636,294.36 5,420,921.95 274,055.32 1,047,855.24 10,379,126.87
increased
(1) Accrual 3,636,294.36 5,420,921.95 274,055.32 1,047,855.24 10,379,126.87
3. Current amount
1,895.92 45,718.77 47,614.69
decreased
(1) Disposal or scrap 1,895.92 45,718.77 47,614.69
4. Closing balance 39,824,136.44 150,212,438.47 4,889,035.48 10,598,816.24 205,524,426.63
III. Impairment
provision
1. Opening balance 1,355,290.18 4,288,951.37 5,644,241.55
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Disposal or scrap
4. Closing balance 1,355,290.18 4,288,951.37 5,644,241.55
IV. Book value Total
1. Ending book
215,075,216.18 79,869,867.67 2,230,537.78 6,500,107.42 303,675,729.05
value
2.Openingbook
218,711,510.54 85,040,518.26 2,501,393.10 7,488,982.82 313,742,404.72
value
(2) Certificate of title un-completed
In RMB
Item Book value Reasons
House and building 1,679,436.07 In progress
Other note
Nil
118
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12. Construction in process
(1) Construction in process
In RMB
Closing balance Opening balance
Item Depreciation Depreciation
Book balance Book value Book balance Book value
reserves reserves
Shenbao Plaza
3,842,333.64 3,842,333.64 3,842,333.64 3,842,333.64
project
Other 1,767,365.07 903,189.74 864,175.33 1,038,108.65 903,189.74 134,918.91
Total 5,609,698.71 4,745,523.38 864,175.33 4,880,442.29 4,745,523.38 134,918.91
13. Productive biological assets
(1) Productive biological assets measured by cost
√ applicable □ not applicable
In RMB
Item Plant Livestock Forestry Fisheries Total
Tea tree
I. Total original book
value
1. Opening balance 436,156.00 436,156.00
2. Current amount
increased
(1) Purchase
(2) Self-cultivate
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance 436,156.00 436,156.00
II. accumulated
depreciation
1. Opening balance 19,384.72 19,384.72
2. Current amount
4,846.18 4,846.18
increased
(1) Accrual 4,846.18 4,846.18
3. Current amount
decreased
(1) Disposal
119
深圳市深宝实业股份有限公司 2018 年半年度报告全文
(2) Other
4. Closing balance 24,230.90 24,230.90
III. impairment
provision
1. Opening balance
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Disposal
(2) Other
4. Closing balance
IV. Book value Total
1. Ending book
411,925.10 411,925.10
value
2.Openingbook
416,771.28 416,771.28
value
(2) Productive biological assets measured by fair value
□ Applicable √ Not applicable
14. Intangible assets
(1) Intangible assets
In RMB
Item Land using right Patent Un-patent tech Other Total
I. Total original book
value
1. Opening balance 172,549,352.87 46,264,718.89 5,159,737.87 22,871,704.98 246,845,514.61
2. Current amount
1,200.00 23,931.62 25,131.62
increased
(1) Purchase 1,200.00 23,931.62 25,131.62
(2) Internal R&D
(3) Increased by
combination
3. Current amount
decreased
(1) Disposal
120
深圳市深宝实业股份有限公司 2018 年半年度报告全文
4. Closing balance 172,549,352.87 46,265,918.89 5,183,669.49 22,871,704.98 246,870,646.23
II. accumulated
depreciation
1. Opening balance 28,710,317.15 22,367,888.26 1,591,147.47 3,855,071.41 56,524,424.29
2. Current amount
1,752,219.66 1,266,361.14 279,199.92 192,540.11 3,490,320.83
increased
(1) Accrual 1,752,219.66 1,266,361.14 279,199.92 192,540.11 3,490,320.83
3. Current amount
5,793.60 5,793.60
decreased
(1) Disposal 5,793.60 5,793.60
4. Closing balance 30,462,536.81 23,628,455.80 1,870,347.39 4,047,611.52 60,008,951.52
III. impairment
provision
1. Opening balance 1,869,502.01 1,130,341.88 2,999,843.89
2. Current amount
increased
(1) Accrual
3. Current amount
decreased
(1) Accrual
4. Closing balance 1,869,502.01 1,130,341.88 2,999,843.89
IV. Book value Total
1. Ending book
142,086,816.06 20,767,961.08 2,182,980.22 18,824,093.46 183,861,850.82
value
2.Openingbook
143,839,035.72 22,027,328.62 2,438,248.52 19,016,633.57 187,321,246.43
value
Ratio of the intangible assets from internal R&D in balance of intangible assets at period-end was 0.00%.
15. Development expenditure
In RMB
Opening Closing
Item Increase during the year Decreased during the year
balance balance
Project I 368,238.39 368,238.39
Project II 196,789.45 196,789.45
Project III 217,102.93 217,102.93
Project IV 308,331.96 308,331.96
Project V 183,925.29 183,925.29
121
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Project VI 231,112.80 231,112.80
Total 1,505,500.82 196,789.45 1,308,711.37
Other note
Nil
16. Goodwill
(1) Original book value of goodwill
In RMB
The invested
Opening balance Increase during the year Decreased during the year Closing balance
entity or items
Pu’er Tea Trading
673,940.32 673,940.32
Center
Total 673,940.32 673,940.32
(2) Goodwill depreciation reserves
In RMB
The invested
Opening balance Increase during the year Decreased during the year Closing balance
entity or items
Pu’er Tea Trading
673,940.32 673,940.32
Center
Total 673,940.32 673,940.32
Explain process of impairment test, index and determination:
Nil
Other note
Hangzhou Ju Fang Yong, a subsidiary of the Company, funded and purchased 15.00% stake of Yunnan Pu’er Tea
Exchange held by Yunnan Heng Feng Xiang Investment Co., Ltd. in May 2016. After the completion of the
purchase, the Company got command of Yunnan Pu’er Tea Exchange. The balance between the combined cost
and the fair value of net assets on the combining date formed goodwill of RMB 673,940.32.
17. Long-term deferred expense
In RMB
Item Opening balance Current increased Current amortization Other decreased Closing balance
Decoration charge 5,630,658.92 456,245.49 1,174,977.32 4,911,927.09
Affiliated project of
resident area in 389,956.00 158,292.65 231,663.35
Jufangyong Wuyuan
122
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Reform of tea park
6,666.66 6,666.66
in Wuyuan
Reform project of
1,054,663.93 324,849.18 729,814.75
warehouse
Lease of workshop
733,479.20 191,342.40 542,136.80
and office building
Other 3,321,343.09 1,440.00 243,373.20 3,079,409.89
Total 11,136,767.80 457,685.49 2,099,501.41 9,494,951.88
Other note
Nil
18. Deferred income tax assets and deferred income tax liability
(1) Deferred income tax assets without offset
In RMB
Closing balance Opening balance
Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax
differences assets differences assets
Impairment provision for
19,343,409.96 4,835,852.49 19,149,097.09 4,784,661.61
assets
Unrealized profits in
2,132,533.20 533,133.30 2,518,115.62 629,528.91
internal transactions
Deferred income 441,538.48 110,384.62 441,538.48 110,384.62
Total 21,917,481.64 5,479,370.41 22,108,751.19 5,524,575.14
(2) Deferred income tax liability without offset
In RMB
Closing balance Opening balance
Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax
differences liability differences liability
Asset evaluation
increment of enterprise
4,308,645.52 1,077,161.38 4,460,386.00 1,115,096.50
combine under different
control
Change of fair value for
the financial assets 92,883.96 23,220.99 518,602.11 129,650.53
available for sale
Total 4,401,529.48 1,100,382.37 4,978,988.11 1,244,747.03
(3) Deferred income tax assets and deferred income tax liabilities listed after off-set
In RMB
123
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Ending balance of Trade-off between the Opening balance of
Trade-off between the
deferred income tax deferred income tax deferred income tax
Item deferred income tax
assets or liabilities after assets and liabilities at assets or liabilities after
assets and liabilities
off-set period-begin off-set
Deferred income tax
5,479,370.41 5,524,575.14
assets
Deferred income tax
1,100,382.37 1,244,747.03
liabilities
(4) Details of uncertain deferred income tax assets
In RMB
Item Closing balance Opening balance
Losses deductible 149,227,820.13 125,382,554.44
Asset impairment provision 74,775,667.69 74,575,918.49
Total 224,003,487.82 199,958,472.93
19. Other non-current assets
In RMB
Item Closing balance Opening balance
Prepaid for equipment 734,465.84 484,108.52
total 734,465.84 484,108.52
Other explanation:
Nil
20. Short-term loans
(1) Short-term loans
In RMB
Type Closing balance Opening balance
Guarantee loan 10,000,000.00
Total 10,000,000.00
Note:
Nil
124
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21. Account payables
(1) Account payables
In RMB
Item Closing balance Opening balance
Material payable 24,706,768.38 21,674,392.61
Trade accounts payable 1,988,272.30 1,494,694.23
Other 185,679.60 376,987.31
Total 26,880,720.28 23,546,074.15
(2) Major accounts payable with age over 1 year
In RMB
Name Closing balance Reasons of outstanding or carry-over
Supplier 1 518,655.52 Uncertain whether need to be paid
Supplier 2 515,892.30 Uncertain whether need to be paid
Total 1,034,547.82 --
Other note:
Nil
22. Account received in advance
(1) Account received in advance
In RMB
Item Closing balance Opening balance
Within 1 year 2,838,341.06 1,949,897.16
1-2 years 156,956.35 132,674.36
2-3 years 29,964.92 7,378.31
Over 3 years 737,657.68 776,338.78
Total 3,762,920.01 2,866,288.61
23. Wages payable
(1) Wages payable
In RMB
Item Opening balance Current increased Current decreased Closing balance
125
深圳市深宝实业股份有限公司 2018 年半年度报告全文
I. Short-term
14,132,550.31 33,207,212.36 37,906,886.29 9,432,876.38
compensation
II. After-service
welfare-defined 252,782.59 2,834,705.82 2,834,053.28 253,435.13
contribution plans
Total 14,385,332.90 36,041,918.18 40,740,939.57 9,686,311.51
(2) Short-term compensation
In RMB
Item Opening balance Current increased Current decreased Closing balance
1. Wage, bonus,
11,704,362.95 25,527,889.26 30,635,172.79 6,597,079.42
allowance and subsidy
2. Employees’ welfare 3,733,726.42 3,733,726.42
3. Social insurance
19,189.70 1,328,425.12 1,328,442.43 19,172.39
charges
Including: basic medical
16,419.98 1,155,345.54 1,155,564.03 16,201.49
insurance premium
Industrial injury
insurance 802.47 85,621.72 85,612.73 811.46
premiums
Maternity
insurance 1,967.25 87,457.86 87,265.67 2,159.44
premiums
4. Housing public reserve 1,774,508.75 1,774,508.75
5. Trade union fee and
2,408,997.66 842,662.81 435,035.90 2,816,624.57
education fee
Total 14,132,550.31 33,207,212.36 37,906,886.29 9,432,876.38
(3) Defined contribution plans
In RMB
Item Opening balance Current increased Current decreased Closing balance
1. Basic endowment
250,987.15 2,769,772.20 2,769,142.16 251,617.19
insurance premiums
2. Unemployment
1,795.44 64,933.62 64,911.12 1,817.94
insurance premiums
Total 252,782.59 2,834,705.82 2,834,053.28 253,435.13
Other note:
Nil
24. Tax payable
In RMB
Item Closing balance Opening balance
VAT 1,035,163.80 1,504,443.80
Enterprise income tax 4,153,556.44 3,486,792.17
Personal income tax 45,905.74 466,035.81
126
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Urban maintenance and construction tax 40,487.62 65,591.62
House property tax 757,882.64 332,637.65
Surtax for education expenses 33,823.36 54,877.18
Use tax of land 385,407.85 615,768.07
Other tax fee 121,260.63 79,040.14
Total 6,573,488.08 6,605,186.44
Other note:
Nil
25. Dividend payable
In RMB
Name Closing balance Opening balance
Other 2,909,182.74 2,909,182.74
Total 2,909,182.74 2,909,182.74
Other note, including payable dividend unpaid with over one year, disclosure reasons:
Nil
26. Other account payables
(1) Listed by age
In RMB
Item Closing balance Opening balance
Deposit and margin 2,582,816.84 618,257.53
Engineering quality retention money and
1,335,256.49 1,121,662.69
fund of tail
Intercourse funds and other 19,976,370.84 19,592,619.66
Fund lending 10,024,009.82 11,480,398.73
Total 33,918,453.99 32,812,938.61
(2) Significant other payable with over one year age
In RMB
Item Closing balance Reasons of un-paid or carry-over
Shenzhen Investment Management
3,510,297.20 Historical payment
Company
Total 3,510,297.20 --
Other note
Nil
127
深圳市深宝实业股份有限公司 2018 年半年度报告全文
27. Deferred income
In RMB
Increase during the Decreased during the
Item Opening balance Closing balance Causes
year year
Government grants 12,863,139.81 1,137,975.20 11,725,164.61
Total 12,863,139.81 1,137,975.20 11,725,164.61 --
Items involving governance grants:
In RMB
Amount Amount with
Grants Amount Assets-relate
Opening reckoned into costs Other Ending
Liability increased in reckoned into d/income-rela
balance non-operating reduction in changes balance
the Period other revenue ted
revenue the period
Subsidy for tea
seeding of
Assets-relate
New Tea 47,239.24 554.64 46,684.60
d
Garden in
Wangkou
(Construction
amount for 50
Assets-relate
tons for clearly 625,000.00 625,000.00
d
processing for
Mingyou tea
industrializatio
n project of Assets-relate
2,280,582.54 98,222.94 2,182,359.60
instant tea d
power
Base of
further
Assets-relate
processing for 1,375,000.00 137,500.00 1,237,500.00
d
tea and nature
plants
Enterprise
technology
center is a
municipal
Assets-relate
R&D center. 2,191,325.64 102,012.30 2,089,313.34
d
Subsidies for
industrial
technological
advancement
Subsidies for Assets-relate
167,256.22 7,122.51 160,133.71
key technology d
128
深圳市深宝实业股份有限公司 2018 年半年度报告全文
research and
industrializatio
n of instant tea
powder
Special funds
for Shenzhen
strategic Assets-relate
3,890,101.98 175,604.54 3,714,497.44
emerging d
industrial
development
Project grants
for years for
Assets-relate
agricultural 441,538.48 441,538.48
d
district, Xihu
Zone
Key
technology
research and
development
for the
preparation
of Assets-relate
250,000.00 250,000.00
high-quality d
aroma
extracts
based on the
use of tea
aroma
precursors
Key
technology
research and
development
for the
preparation
of Income-relate
524,800.00 65,968.11 458,831.89
high-quality d
aroma
extracts
based on the
use of tea
aroma
precursors
129
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Finance Income-relate
1,070,295.71 550,990.16 519,305.55
Discount d
12,863,139.8 11,725,164.6
Total 1,137,975.20 --
1 1
Other note:
Nil
28. Share capital
In RMB
Increased (decreased) in this year +,-
Opening Shares Closing
New shares
balance Bonus shares converted from Other Sub-total balance
issued
public reserve
Total shares 496,782,303.00 496,782,303.00
Other note:
Nil
29. Capital reserves
In RMB
Item Opening balance Current increased Current decreased Closing balance
Capital premium (Share
358,180,412.46 358,180,412.46
capital premium)
Other capital reserve 818,943.82 818,943.82
Total 358,999,356.28 358,999,356.28
Other instructions, including changes in the current period, reasons for the change:
Nil
30. Surplus reserves
In RMB
Item Opening balance Current increased Current decreased Closing balance
Statutory surplus
54,736,482.14 54,736,482.14
reserves
Total 54,736,482.14 54,736,482.14
Other explanation, including changes and reasons for changes:
Nil
130
深圳市深宝实业股份有限公司 2018 年半年度报告全文
31. Retained profit
In RMB
Item This period Last period
Retained profit at the end of the previous year
36,402,435.91 158,239,612.94
before adjustment
Total retained profit at the beginning of the
36,402,435.91 158,239,612.94
previous year before adjustment
Add: net profit attributable to shareholder of
-18,246,639.07 -54,094,136.23
parent Company
Dividend for common shares payable 22,581,013.80
Dividend of common shares transferred 45,162,027.00
Retained profit at the begin of the year after
18,155,796.84 36,402,435.91
adjustment
Details about adjusting the retained profits at the beginning of the period:
1) The retroactive adjustments to Accounting Standards for Business Enterprises and its relevant new regulations affect the retained
profits at the beginning of the period amounting to 0 Yuan.
2) The changes in accounting policies affect the retained profits at the beginning of the period amounting to 0 Yuan.
3) The major accounting error correction affects the retained profits at the beginning of the period amounting to 0 Yuan
4) Merge scope changes caused by the same control affect the retained profits at the beginning of the period amounting to 0 Yuan.
5) Other adjustments affect the retained profits at the beginning of the period amounting to 0 Yuan
32. Operating income and Operating cost
In RMB
Current Period Last Period
Items
Income Cost Income Cost
Main operating 132,834,925.50 95,903,674.12 136,473,406.96 103,182,564.29
Other operating 3,886,289.90 2,238,763.29 1,684,975.99 1,218,275.03
Total 136,721,215.40 98,142,437.41 138,158,382.95 104,400,839.32
32. Tax and surcharges
In RMB
Item Current Period Last Period
City maintenance and construction tax 440,674.22 570,241.97
Educational fee and extra 345,778.29 437,060.65
Property tax 1,015,210.12 748,577.58
Land use tax 836,053.33 653,330.76
Stamp tax 62,257.12 45,522.53
Total 2,699,973.08 2,454,733.49
Other note:
131
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Nil
34. Sales expenses
In RMB
Item Current Period Last Period
Employee compensation and employee
6,692,965.66 8,415,437.33
costs
Rental and utilities 4,605,741.44 4,486,810.13
Depreciation and amortization expenses 1,017,306.02 1,306,854.39
Goods transport miscellaneous expenses 3,840,171.84 3,571,058.05
Sales discounts, promotion fee and
525,870.52 1,016,356.24
advertising expenses
Daily office expenses 1,487,899.73 1,894,181.18
Others 305,468.73 483,709.99
Total 18,475,423.94 21,174,407.31
Other note:
Nil
35. Management expenses
In RMB
Item Current Period Last Period
Employee compensation and employee
19,321,018.52 18,059,573.89
costs
Rental and utilities 1,133,244.77 1,253,438.85
Depreciation and amortization expenses 6,904,588.01 6,715,698.24
Intermediary and disclosure expenses 4,505,049.04 1,408,462.38
Daily office expenses 3,736,281.59 4,376,421.31
Others 1,456,872.14 1,269,189.09
Total 37,057,054.07 33,082,783.76
Other note:
Nil
36. Financial expenses
In RMB
Category Current Period Last Period
Interest expense 44,563.57 -57,803.94
Less: interest income 1,750,417.09 1,951,838.54
Exchange loss -35,969.90 213,930.71
132
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Others 193,927.10 262,314.75
Total -1,547,896.32 -1,533,397.02
Other note:
Nil
37. Asset impairment loss
In RMB
Item Current Period Last Period
I. Bad debt losses 199,749.20 190,677.29
Total 199,749.20 190,677.29
Other note:
Nil
38. Gains /losses from change of fair value
In RMB
Source of gains from change of fair value Current Period Last Period
Financial assets measured by fair value and
with its variation reckoned into current -425,718.15 -990,762.24
gains/losses
Total -425,718.15 -990,762.24
Other note:
Nil
39. Investment gains
In RMB
Item Current Period Last Period
Long-term equity investment gains recognized
-184,904.99 -159,244.04
under equity method
Earnings from financing products 1,252,661.10
Total -184,904.99 1,093,417.06
Other note:
Nil
40. Asset disposal income
In RMB
Source of asset disposal income Current Period Last Period
Profit or loss for the disposal of fixed -1,339.93 -21,015.26
133
深圳市深宝实业股份有限公司 2018 年半年度报告全文
assets
41. Other income
In RMB
Source of other income Current Period Last Period
Government subsidies 826,872.02
42. Non-operating income
In RMB
Amount included in the current
Item Current Period Last Period
non-recurring profit and loss
Government grants 618,962.22
Other 69,507.48 66,816.28 69,507.48
Performance compensation 325,918.95
Total 69,507.48 1,011,697.45
Government subsidy reckoned into current gains/losses:
In RMB
Whether the
impact of
Whether Assets
Issuing subsidies on Amount of Amount of
Item Issuing cause Property type special related/Incom
subject the current this period last period
subsidies e related
profit and
loss
Deferred
income No No 582,962.22 Assets related
transfer-in
Subsidy for
The “Three industries the
products one country
Tea bureau of
standard” encourage Income
Wuyuan Award No No 30,000.00
award from and support related
County
Agricultural (according to
Bureau national
policy)
Subsidy for
Market
Shenzhen industries the
Supervision
Market country
Bureau - Subsidy No No 6,000.00
Supervisory encourage
Patent funded
Authority and support
subsidies
(according to
134
深圳市深宝实业股份有限公司 2018 年半年度报告全文
national
policy)
Total -- -- -- -- -- 618,962.22 --
Other note:
Nil
43. Non-operating expenditure
In RMB
Amount reckoned into current
Item Current Period Last Period
non-recurring gains/losses
Donation expenditure 10,000.00 20,916.00 10,000.00
Losses on disposal of assets 69,625.01 69,625.01
Other 56.74 1,206.68 56.74
Total 79,681.75 22,122.68 79,681.75
Other note:
Nil
44. Income tax expense
(1) Statement of income tax expenses
In RMB
Item Current Period Last Period
Current income tax expenses 1,186,252.16 335,468.02
Deferred income tax expenses -61,224.81 -298,881.44
Total 1,125,027.35 36,586.58
(2) Adjustment process of accounting profit and income tax expenses
In RMB
Item Current Period
Total profit -18,100,791.30
Income tax expenses calculated by statutory tax rate -4,525,197.83
Impact from different tax rate apply with the subsidiary 103,048.34
Impact on deductible temporary differences or losses deductible
5,547,176.84
which was un-recognized as deferred income tax assets
Income tax expense 1,125,027.35
Other note
Nil
135
深圳市深宝实业股份有限公司 2018 年半年度报告全文
45. Annotation of cash flow statement
(1) Cash received with other operating activities concerned
In RMB
Item This Period Last Period
Interest income 1,480,581.08 1,723,814.05
Government grants 256,948.58 419,100.00
Intercourse funds and other 3,253,817.60 4,205,388.32
Total 4,991,347.26 6,348,302.37
Note of cash received with other operating activities concerned:
Nil
(2) Cash paid with other operating activities concerned
In RMB
Item This Period Last Period
Expenses 17,017,291.45 14,640,748.15
Intercourse funds and other 5,090,549.48 5,939,319.21
Total 22,107,840.93 20,580,067.36
Note of cash paid with other operating activities concerned:
Nil
46. Supplementary information to statement of cash flow
(1) Supplementary information to statement of cash flow
In RMB
Item This Period Last Period
1.Net profit adjusted to cash flow of
-- --
operation activities:
Net profit -19,225,818.65 -20,577,033.45
Add: Impairment provision for assets 199,968.89 190,677.29
Depreciation of fixed assets, consumption of
oil assets and depreciation of productive 10,619,768.21 10,965,845.80
biology assets
Amortization of intangible assets 3,490,320.83 3,525,894.04
Amortization of long-term deferred expenses 2,099,501.41 2,797,203.36
Loss from disposal of fixed assets, intangible
1,339.93 33,547.35
assets and other long-term assets (income is
136
深圳市深宝实业股份有限公司 2018 年半年度报告全文
listed with “-”)
Losses on scrapping of fixed assets (income
69,625.01
is listed with “-“)
Loss from change of fair value (income is
425,718.15 990,762.24
listed with “-“)
Financial expenses (income is listed with
610,098.89 539,226.77
“-”)
Investment loss (income is listed with “-”) 184,904.99 -1,093,417.06
Decrease of deferred income tax assets
45,204.73 -51,190.88
(increase is listed with “-”)
Increase of deferred income tax liability
-144,364.66 -285,625.68
(decrease is listed with “-”)
Decrease of inventory (increase is listed with
-6,814,024.36 -8,524,247.90
“-”)
Decrease of operating receivable
11,223,309.58 -14,650,942.01
accounts(increase is listed with “-”)
Increase of operating payable
7,009,917.12 -24,293,348.02
accounts(decrease is listed with “-”)
Net cash flow arising from operating
9,795,470.07 -50,432,648.15
activities
2.Material investment and financing not
-- --
involved in cash flow:
3.Net change of cash and cash equivalents -- --
Balance of cash at period end 223,346,666.44 205,487,872.79
Less: Balance of cash at year-begin 255,961,650.41 358,564,242.83
Net increasing of cash and cash equivalents -32,614,983.97 -153,076,370.04
(4) Constitution of cash and cash equivalent
In RMB
Item Closing balance Opening balance
I. Cash 223,346,666.44 255,961,650.41
Including: Cash on hand 441,516.36 194,650.44
Bank deposit available for payment at any
222,905,150.08 255,448,120.29
time
Other monetary funds available for payment
318,879.68
at any time
III. Balance of cash and cash equivalent at
223,346,666.44 255,961,650.41
year-end
Other note:
Nil
137
深圳市深宝实业股份有限公司 2018 年半年度报告全文
47. Foreign currency monetary items
(1) Foreign currency monetary items
In RMB
Ending foreign currency Ending balance of RMB
Item Exchange rate convert
balance converted
Including: USD 1,713,857.17 6.6166 11,339,907.35
HKD 206,694.34 0.8431 174,264.00
Including: USD 127,695.30 6.6166 844,908.72
Other note:
Nil
(2) Explanation on foreign operational entity, including as for the major foreign operational entity,
disclosed main operation place, book-keeping currency and basis for selection; if the book-keeping
currency changed, explain reasons
□ Applicable √ Not applicable
VIII. Equity in other entity
1. Equity in subsidiary
(1) Constitute of enterprise group
Main operation Share-holding ratio
Subsidiary Registered place Business nature Acquired way
place Directly Indirectly
Shenbao
Shenzhen Shenzhen Manufacturing 100.00% Establishment
Huacheng
Wuyuan Ju Fang
Shangrao Shangrao Manufacturing 100.00% Establishment
Yong
Shenbao Sanjing Huizhou Shenzhen Manufacturing 100.00% Establishment
Huizhou Shenbao
Science & Huizhou Huizhou Comprehensive 100.00% Establishment
Technology
Shenbao Property
Shenzhen Shenzhen 100.00% Establishment
Properties management
Shenbao Trade and
Industrial & Huizhou Shenzhen Commerce 100.00% Establishment
Trading wholesale
Hangzhou Ju
Hangzhou Hangzhou Comprehensive 100.00% Establishment
Fang Yong
138
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Technology
Shenbao
development,
Technology Shenzhen Shenzhen 100.00% Establishment
consulting and
Center
transfer
Planting,
Fuhaitang
Hangzhou Hangzhou production and 100.00% Purchased
Ecological
sales of tea
Trade and
Chunshi Network Hangzhou Hangzhou Commerce 100.00% Establishment
wholesale
Shenshenbao Investment
Shenzhen Shenzhen 100.00% Establishment
Investment management
Shenshenbao Tea Trade and
Shenzhen Shenzhen 100.00% Establishment
Culture Commerce
Trade and
Jufangyong
Hangzhou Hangzhou Commerce 60.00% Establishment
Trading
wholesale
Trade and
Yunnan Supply
Pu’er Pu’er Commerce 100.00% Establishment
Chain
wholesale
Trade and
Huizhou Shenbao
Shenzhen Shenzhen Commerce 100.00% Establishment
Food
wholesale
Shenbao Rock
Wuyishan City Wuyishan City Manufacturing 100.00% Establishment
Tea
Pu’er Tea Trading
Pu’er Pu’er Service 55.00% Establishment
Center
Shenbao Trade and
Shenzhen Shenzhen 100.00% Establishment
Tea-Shop Commerce
Fuhaitang
Hangzhou Hangzhou Catering 100.00% Establishment
Restaurant
Explanation on share-holding ratio in subsidiary different from ratio of voting right:
Nil
Basis of the invested unit control by the Company though holds half or below voting rights; and the invested unit without controls by
the Company but with over half voting rights hold:
Nil
Major structured entity included in consolidates statement:
Nil
Basis of termination of agent or consigner:
Nil
139
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Other note:
Nil
(2) Important non-wholly-owned subsidiary
In RMB
Share-holding ratio of Gains/losses attributable Dividend distribute for Accumulated equity of
Subsidiary
minority to minority in the Period minority in the Period minority at period-end
Pu’er Tea Trading Center 45.00% -973,881.94 15,565,732.56
Explanation on holding ratio different from the voting right ratio for minority shareholders:
Nil
Other note:
Nil
(3) Main finance of the important non-wholly-owned subsidiary
In RMB
Closing balance Opening balance
Subsidia Non-curr Non-curr Non-curr Non-curr
Current Total Current Total Current Total Current Total
ry ent ent ent ent
assets assets liability liability assets assets liability liability
assets liability assets liability
Pu’er
Tea 34,083,2 11,323,8 45,407,1 10,297,2 519,305. 10,816,5 36,821,3 12,028,8 48,850,1 11,025,2 1,070,29 12,095,4
Trading 84.09 18.07 02.16 79.80 55 85.35 07.26 90.18 97.44 02.83 5.71 98.54
Center
In RMB
Current Period Last Period
Cash flow Cash flow
Total Total
Subsidiary Operation from Operation from
Net profit comprehensi Net profit comprehensi
Income operation Income operation
ve income ve income
activity activity
Pu’er Tea
-31,729,663.8
Trading 76,410.93 -2,164,182.09 -2,164,182.09 -2,565,380.12 556,614.78 -2,089,534.90 -2,089,534.90
2
Center
Other note:
Nil
2. Equity in joint venture and cooperative enterprise
(1) Important joint venture and cooperative enterprise
Name Main operation Registered place Business nature Share-holding ratio Accounting
140
深圳市深宝实业股份有限公司 2018 年半年度报告全文
place treatment on
investment for
Directly Indirectly joint venture and
cooperative
enterprise
Changzhou
Shenbao Chacang Manufacturing
Changzhou City Changzhou City 33.00% Equity method
E-commence Co., industry
Ltd.
Shenzhen
Shenbao Ma Nan Manufacturing
Huizhou City Huizhou City 51.00% Equity method
Bio-technology industry
Co., Ltd.
Shenzhen
Shichumingmen
Restaurant Shenzhen City Shenzhen City Catering 51.00% Equity method
Management Co.,
Ltd.
Guangzhou
Mendao Tea Co., Guangzhou Guangzhou Retail industry 45.00% Equity method
Ltd.
Holding shares ratio different from the voting right ratio:
Nil
Has major influence with less 20% voting rights hold, or has minor influence with over 20% (20% included) voting rights hold:
Nil
(2) Financial summary for un-important joint venture or cooperative enterprise
In RMB
Closing balance /Amount of this period Opening balance /Amount of last period
Joint venture: -- --
Total numbers measured by share-holding
-- --
ratio
Cooperative enterprise: -- --
Total book value of investments 5,063,724.67 5,248,629.66
Total numbers measured by share-holding
-- --
ratio
-- Net profit -531,031.57 -159,244.04
-- Total comprehensive income -531,031.57 -159,244.04
Other note
141
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Nil
(3) Excess losses from joint venture or cooperative enterprise
In RMB
Un-confirmed losses not
Cumulative un-confirmed Cumulative un-confirmed
Name recognized in the Period (or net
losses losses at period-end
profit enjoyed in the Period)
Changzhou Shenbao Chacang
8,115,908.90 258,535.11 8,374,444.01
E-commence Co., Ltd
Shenzhen Shichumingmen
Restaurant Management Co., 2,939,544.23 355,975.69 3,295,519.92
Ltd.
Other note
Nil
IX. Disclosure of risks relating to financial instruments
Our business operation makes the Company exposed to various financial risks: credit risk, liquidity risk and
market risk (mainly refers to exchange risk and interest risk). The general risk management policy of the
Company is to minimize potential negative effects on our financial performance in view of the unforeseeable
financial market.
(1) Credit risk
The credit risk mainly arises from monetary capital, trade receivables and other receivables. The management has
established adequate credit policies and continues to monitor exposure of these credit risks.
The monetary funds held by the Company are mainly deposited in state-controlled banks and other large and
medium-sized commercial banks and other financial institutions. The management believes that these commercial
banks have high reputation and asset status and have no major credit risk, and won't create any major losses
caused by the breach of contract of the opposite side.
For trade receivables and other receivables, the Company establishes relevant policies to control exposure of
credit risk. The Company appraises customers’ credit quality based on their financial position, possibility to
obtain guarantee from third parties, credit history and other factors such as prevailing market conditions, and set
corresponding credit terms. Customers’ credit history would be regularly monitored by the Company. For those
customers who have bad credit history, the Company will call collection in written form, shorten credit term or
cancel credit term to ensure its overall credit risk is under control.
Up to 30 June 2018, the top five client’s account receivable takes 30.96% in total account receivable of the
Company (2017: 40.08%)
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
The maximum credit risk exposure equals to the carrying value of each financial asset in balance sheet (including
derivative financial instrument). The Company has not provided any guarantee which would otherwise make the
Company exposed to credit risk.
(2) Liquidity risk
Liquidity risk represents the possibility that the Company is not able to acquire sufficient fund to satisfy business
requirement, settle debt when it is due and perform other obligation of payment.
The finance department continues to monitor capital requirement for short and long term, to ensure adequate cash
reserve. In addition, it continues to monitor whether borrowing agreement is complied with, and seeks for
commitment from major financial institutions for provision of sufficient back-up fund, so as to satisfy capital
requirement in a short and long term.
(3) Market risk
1. Exchange risk
The major operation of the Company is located in the PRC, and its major operation is settled in Renminbi.
However, there is also exchange risk in respect of the recognized foreign currency assets and liabilities and future
foreign currency transactions which are mainly denominated in US dollar. Our finance department is responsible
for monitoring scale of foreign currency assets and liabilities and foreign currency transactions, to minimize its
exposure to exchange risks. In 2017 and Jan. to Jun. of 2018, the Company did not sign any forward exchange
contract or monetary exchange contract.
2. Interest risk
Our interest risk mainly arises from bank borrowings. Financial liabilities at floating rate expose the Company to
cash flow interest risk, and financial liabilities at fixed rate expose the Company to fair value interest risk. The
Company determines the respective proportion of contracts at fixed rate and floating rate based on prevailing
market conditions.
The financial department of the Company continuously monitors the interest rate of the Company. The rise in
interest rates will increase the cost of new interest-bearing debts and the interest expense of the Company’s unpaid
interest-bearing debts with floating interest rates, management will make timely adjustments based on the latest
market conditions.
3. Price risk
The Company purchases and sells products at market prices, therefore it is affected by fluctuation of these prices.
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
X. Disclosure of fair value
1. Ending fair value of the assets and liabilities measured by fair value
In RMB
Ending fair value
Items
First-order Second-order Third-order Total
I. Sustaining measured by
-- -- -- --
fair value
(I)Financial assets measured
by fair value and with
1,173,950.05 1,173,950.05
variation reckoned into
current gains/losses
(2) Equity instruments
1,173,950.05 1,173,950.05
investment
II. Non-persistent measure -- -- -- --
2. Recognized basis for the market price sustaining and non-persistent measured by fair value on
first-order
The Company listed the book value of financial assets instruments measured at fair value on December 31, 2017 at three levels of
fair value. When the fair value ranks three levels as a whole, it is based on the lowest level of the three levels that each important
input value used in the fair value measurement. The three levels are defined as follows:
Level 1: It is the quoted price that has not been adjusted in the active market for the same assets or liabilities that can be obtained on
the measurement date;
Level 2: It is the input value that is directly or indirectly observable for the relevant assets or liabilities except the input value of the
first level;
Input value of level 2 includes: 1) quoted price for similar assets or liabilities in active markets; 2) quoted price for the same or
similar assets or liabilities in inactive markets; 3) other observable input value except quoted price, including the observable interest
rates and yield curves, implied volatility, and credit spreads during the interval in normal quoted price; 4) input value for market
verification, etc.
Level 3: It is the unobservable input value of related assets or liabilities.
XI. Related party and related transactions
1. Parent Company
Ratio of shareholding Ratio of voting right
Parent Company Registration place Business nature Registered capital
on the Company on the Company
Development,
Shenzhen established, operated
Agricultural Shenzhen and management the 1,696,964,100 19.09% 19.09%
Products Co., Ltd. agricultural
wholesale market,
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
operates marketing
leasing business etc.
Explanation on parent Company of the enterprise
Nil
Ultimate controller of the Company is Shenzhen Municipal People’s Government State-Owned Assets Supervision and
Administration Commission
Other note:
Nil
2. Subsidiary
Subsidiary of the Company found more in Note VIII-(I) equity in subsidiary
3. Cooperative enterprise and joint venture
Joint Venture of the Company found more in Note VIII-(II) equity in joint Venture
Other cooperative enterprise and joint venture that have related transaction with the Company in the Period or occurred in previous
period
Name Relationship
Shenzhen Shichumingmen Restaurant Management Co., Ltd. Cooperative enterprise
Changzhou Shenbao Chacang E-commence Co., Ltd Cooperative enterprise
Other note:
Nil
4. Other related party
Other related party Relationship with the Enterprise
Shenzhen Investment Management Company Former first largest shareholder of the Company
Shenzhen Investment Holding Co., Ltd. Second largest shareholder of the Company
Shenzhen Nongmei Investment Management Co., Ltd. Former minority shareholder of the second-subsidiary
Other note
Nil
5. Related transaction
(1) Goods purchased and labor service received
Goods purchasing, labor service providing and receiving
In RMB
Approved transaction Whether more than
Related party Content Current Period Amount of last period
limit the transaction limit
Shenzhen
Purchase of tea
Shichumingmen 0.00 No 927.50
products
Restaurant
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Management Co.,
Ltd.
Goods sold/labor service providing
In RMB
Related party Content Current Period Last Period
Shenzhen Shichumingmen
Restaurant Management Co., Activity service 6,442.74
Ltd.
Shenzhen Shichumingmen
Restaurant Management Co., Sales of tea products 455.09
Ltd.
Note of sale of goods/rendering of labor services/labor service offering:
Nil
(2) Related lease
As a lessor for the Company:
In RMB
Lease income in recognized in Lease income in recognized last
Lessee Assets type
the Period the Period
Shenzhen Shichumingmen
Restaurant Management Co., Operating site 479,951.61 409,500.00
Ltd.
As lessee:
In RMB
Lease income in recognized in Lease income in recognized last
Lesser Assets type
the Period the Period
Shenzhen Investment Holding
Operating site 1,025,966.95 979,514.77
Co., Ltd
Explanation on related lease
Nil
(3) Related guarantee
As guarantor
In RMB
Whether the guarantee
Secured party Guarantee amount Guarantee start date Guarantee expiry date
has been fulfilled
Shenbao Huacheng 30,000,000.00 2017-07-27 2019-07-26 No
As secured party
In RMB
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
Whether the guarantee
Guarantor Guarantee amount Guarantee start date Guarantee expiry date
has been fulfilled
Related guarantee note
According to the “Comprehensive Credit Line Contract” numbered as PY (SZ) ZZ No. A237201707130001 signed by Shenbao
Huacheng, a subsidiary of the Company, with Ping An Bank, Shenzhen Branch on July 27, 2017, Ping An Bank, Shenzhen Branch
provided a comprehensive credit line of RMB 30 million to the subsidiary of the Company, Shenbao Huacheng, the time limit of the
comprehensive credit limit was within 12 months from the effective date of the contract. In order to ensure that all claims under this
comprehensive credit limit can be repaid, the Company has provided a maximum guarantee with guarantee amount of RMB
30,000,000.00. Except for the guarantee amount, other interests, interest and interest penalty, and other claims charges are also
guaranteed, and the guarantee period is from July 27, 2017 to the end of the two-year period from the expiration date for debt
performance of each specific credit line under the master contract.
(4) Related party’s borrowed funds
In RMB
Related party Loan amount Start date Expiry date Note
Borrowing
Shenzhen Nongmeidi
Investment Management 5,250,000.00 2017-01-01 2018-02-13 Paid off on 13 Feb, 2018
Co., LTD
Loans
Shenzhen Benchmark interest rate
Shichumingmen for one-year borrowing
1,180,000.00 2016-06-23 2017-07-31
Restaurant Management from People’s Bank of
Co., Ltd. China
6. Receivable and payable of related party
(1) Item receivable
In RMB
Closing balance Opening balance
Item Related party
Book balance Bad debt provision Book balance Bad debt provision
Changzhou Shenbao
Other account Chacang
20,182,046.51 9,275,912.22 19,977,283.01 9,071,148.72
receivable E-commence Co.,
Ltd
Shenzhen
Other account
Agricultural 1,060.00 159.00 1,060.00 159.00
receivable
Products Co., Ltd
Other account Shenzhen 1,596,491.82 53,585.30 1,870,811.75 53,585.30
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
receivable Shichumingmen
Restaurant
Management Co.,
Ltd.
Shenzhen
Other account
Investment Holding 433,469.10 31,743.34 319,129.94 31,743.34
receivable
Co., Ltd
(2) Item payable
In RMB
Item Related party Closing book balance Opening book balance
Shenzhen Investment
Dividend payable 2,690,970.14 2,690,970.14
Management Company
Shenzhen Nongdimei
Other payable Investment Management 1,478,800.00
Company
Shenzhen Investment
Other payable 3,510,297.20 3,510,297.20
Management Company
7. Commitments of related party
8. Other
As a shareholder of Changzhou Shenbao Chacang Company, the Company holds 33.00% equity of Changzhou Shenbao Chacang
Company. As of June 30, 2018, the advance payment that the Company paid for Changzhou Shenbao Chacang Company in previous
years, the balance of other accounts receivable was RMB 20,182,046.51, and the provisions for bad debts was RMB 9,275,912.22,
and the book value of other receivables was RMB 10,906,134.29.
XII. Commitment or contingency
1. Important commitments
Important commitments in balance sheet date
2. Contingency
(1) Contingency on balance sheet date
On July 15, 2016, Shenzhen Agricultural Products Financing Guarantee Co., Ltd. (“Agricultural Products Guarantee Company” for
short) submitted a “Civil Appeal” to the People’s Court of Futian District, Shenzhen, requesting Changzhou Shenbao Chacang
Company to repay the loan principal amount of RMB 5,000,000.00, the interest of RMB 389,968.52, and the interest penalty of RMB
3,200,271.79 (the interest penalty was temporarily calculated to June 30, 2016, which shall be actually calculated to the date of the
full repayment of the borrowing); and pay the compensation of RMB 100,000.00 (5 million Yuan × 2%); two items in total were
RMB 8,690,240.31; the Company undertook joint liability for the loan of RMB 5,000,000.00.
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
On May 31, 2017, Shenzhen Futian District Court made the first-instance judgment and ruled Changzhou Shenbao Chacang
Company to repay the loan principal of RMB 5 million and the interest and interest penalty, the Company did not need to undertake
joint liability for the loan of RMB 5 million of Changzhou Shenbao Chacang Company. On July 4, 2017, the Agricultural Products
Guarantee Company filed an appeal, on October 13, 2017, and Shenzhen Intermediate People’s Court held a hearing. As of the date
of approval of the financial statements, the case has been in the process of hearing, and the Shenzhen Intermediate People's Court has
not yet made a final judgment in this case.
XIII. Events after balance sheet date
1. Explanation on other events after balance sheet day
On July 24, 2018, the Company held the 18th meeting of the ninth board of directors and the 10th meeting of the ninth board of
supervisors, which reviewed and approved the “Proposal on the Removal of the Shenzhen Plant of Shenzhen Shenbao Huacheng
Tech Co., Ltd.”. The expenses for the corresponding staff placement, asset impairment preparation, removal, equipment installation
and commissioning in this removal are not expected to exceed RMB 13.6 million, which will be included in the current profit and
loss of the Company.
Except for the events after the balance sheet date mentioned above, as of the date of approval of reporting the financial report, the
Company has no other major events after the balance sheet date that should be disclosed but not disclosed.
XIV. Other important events
1. Other
On August 22, 2017, the Company received the notice from the major shareholder Shenzhen Agricultural Products Co., Ltd.
(hereinafter referred to as “Agricultural Products”), as Agricultural Products and relevant parties were negotiating major issues
concerning the Company, after applying to the Shenzhen Stock Exchange, the Company was suspended trading since the opening on
August 22, 2017.
On September 5, 2017, the Company confirmed that this major event constituted a major asset restructuring, after applying to the
Shenzhen Stock Exchange, the Company’s stock was transferred to the major asset restructuring matter and continued to be
suspended from the opening on September 5, 2017.
On January 19, 2018, the Company received the notice from the State-owned Assets Supervision and Administration Commission of
Shenzhen Municipal People’s Government (hereinafter referred to as “Shenzhen SASAC”): In order to promote the overall strategic
adjustment of Shenzhen municipal state-owned grain and agricultural enterprises, Shenzhen Municipal People’s Government issued
the SFH [2018] No. 17 on January 18, 2018, agreed to carry out holistic changes to Shenzhen municipal state assets, and transfer
28.76% equity of Agricultural Products held by Shenzhen SASAC, 5.22% equity of Agricultural Products held by Shenzhen Capital
Co., Ltd., 0.02% equity of Agricultural Products held by Shenzhen Yixin Investment Co., Ltd., and 16% equity of the Company held
by Shenzhen Investment Holdings Co., Ltd. to Shenzhen Fude State-owned Capital Operation Co., Ltd. (hereinafter referred to as
“Fude Capital”).
On January 23, 2018, the above-mentioned parties signed the “Shares/Property Free Transfer Agreement”, and completed all the free
transfer matters on April 3, 2018.
On March 23, 2018, the Company held the 15th meeting of the ninth session of the board of directors which reviewed and approved
the “Proposal on the Planning for Share Issuance of Shenzhen Shenbao Industrial Co., Ltd. for Purchasing Assets and Related
Transactions” and other proposals related to this major asset restructuring. The planning mentioned that “the Company intends to
acquire 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “Shenzhen Cereals Group”) held by Fude
Capital via share issuance, and the estimated value of 100% equity of Shenzhen Cereals Group is 5,859,432,100 Yuan, both parties
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
agreed to take this value as the transaction price of the underlying asset after preliminary negotiation.
On March 27, 2018, the Company received the “Inquiry Letter on the Restructuring of Shenzhen Shenbao Industrial Co., Ltd.”
[XKLCZWXH[2018] No. 6] (hereinafter referred to as “Inquiry Letter”) issued by the Shenzhen Stock Exchange. According to the
requirements of the inquiry letter, the Company supplemented and revised the original planning contents, and disclosed the “Planning
for Share Issuance of Shenzhen Shenbao Industrial Co., Ltd. for Purchasing Assets and Related Transactions (Revised Version)”.
After applying to the Shenzhen Stock Exchange, the Company’s stock resumed trading since the opening on April 4, 2018.
On June 8, 2018, the Company held the 17th meeting of the ninth board of directors which deliberated and approved the “Proposal on
‘the Company’s Share Issuance for Purchasing Assets and Related Transactions Report (Draft)’ and its Summary” and other
proposals related to major asset restructuring.
On June 15, 2018, the Company received the “Approval of Shenzhen State-owned Assets Supervision and Administration
Commission on the Company’s Share Issuance for the Acquisition of 100% Equity of Shenzhen Cereals Group and Relevant Issues
of Major Assets Restructuring” (SGZWH [2018] No. 499) issued by Shenzhen SASAC from Fude Capital, agreed the restructuring
plan reported by Fude Capital.
On June 19, 2018, the Company received the “Inquiry Letter on the Company’s Restructuring” [XKLCZWXH[2018] No. 18] issued
by the Shenzhen Stock Exchange. According to the requirements of the inquiry letter, the Company supplemented and improved the
documents related to this major asset restructuring, and established the Report on Share Issuance of Shenzhen Shenbao Industrial Co.,
Ltd. for Purchasing Assets and Related Transactions (Revised Version).
On June 27, 2018, the Company held the first extraordinary meeting in 2018 which reviewed and approved the “Proposal on ‘the
Company’s Share Issuance for Purchasing Assets and Related Transactions Report (Draft)’ and its Summary” and other proposals
related to this major asset restructuring.
On July 5, 2018, the Company received the “Notice of Correction on Application for Administrative License of China Securities
Regulatory Commission” (No. 181013) (hereinafter referred to as the “Notice of Correction”) issued by the China Securities
Regulatory Commission. The CSRC reviewed the application materials for the administrative license of the “Approval of the
Company’s Listed Companies to Issue Shares to Purchase Assets” submitted by the Company, and requested the Company to submit
the relevant correction materials to the acceptance department of CSRC for administrative license application within 30 working days
from the date of issuance of the Notice of Correction. The Company strictly followed the requirements of the Notice of Correction,
and actively prepared the correction materials and submitted them in time.
On July 27, 2018, the Company received the “Administrative License Application Acceptance Form of CSRC” issued by the China
Securities Regulatory Commission (acceptance number is 181013). The China Securities Regulatory Commission examined the
application materials for the administrative license of the “Approval of the Issuance of Shares by Listed Companies to Purchase
Assets” submitted by the Company in accordance with the law, considering that all materials were complete, decided to accept the
application for the administrative license.
On August 9, 2018, the Company obtained the “Notice of Investigation of China Securities Regulatory Commission” (YZDCTZ No.
180133) from Jonten, the audit institution responsible for this major asset restructuring, because it was suspected of violating
securities laws and regulations in the audit process of other enterprises, CSRC decided to file a case and investigate it. In accordance
with the relevant regulations of the CSRC Decree No. 138, the Company convened the board meeting on August 13, 2018, and
decided to apply to the CSRC for the suspension of the “Approval of the Issuance of Shares by Listed Companies to Purchase
Assets” and submitted the application to the CSRC on the same day. On August 15th, the Company received the “Notice of the
Suspension of the Review about Administrative License Application from China Securities Regulatory Commission (No. 181013),
and CSRC decided to agree to the Company’s suspension of the review.
In view of the fact that Jonten had fulfilled the corresponding review procedures and issued the review report in accordance with the
regulations, on August 19, 2018, the Company convened the board meeting to deliberate and approve the “Proposal on Resuming the
Review about the Application for ‘the Approval of Issuance of Assets by Listed Companies to Purchase Assets’ to the China
Securities Regulatory Commission”, and agreed the Company to apply to the China Securities Regulatory Commission for
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
resumption of review.
On 23 August 2018, the Company received a Decision of Anti-monopoly Examination of the Acts of Concentration of Business
Operators without Further Examination (Anti- monopoly CS Letter [2018] No.153) from Anti-monopoly Bureau of the State
Administration of Market Supervision and Administration, the Bureau agrees to conduct no further examination on the equity
acquisition of Shenzhen Cereals Group by the Company, and the Company can implement centralization from now on.
The material assets restructuring should be approved by CSRC and there is no certainty in approval.
XV. Annotation to main items in financial statements of Parent Company
1. Account receivables
(1) Disclosed by type
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Type Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Account receivable
withdrawal bad debt
30,642,2 30,642,29 53,950, 53,950,930.
provision by group of 99.91% 99.95%
94.02 4.02 930.37 37
credit risk
characteristics
Account receivable
with single minor
amount but 28,453.0 28,453.0 28,453.
0.09% 100.00% 0.05% 28,453.08 100.00%
withdrawal bad debt 8 8 08
provision for single
item
30,670,7 28,453.0 30,642,29 53,979, 53,950,930.
Total 100.00% 0.09% 100.00% 28,453.08 0.05%
47.10 8 4.02 383.45 37
Account receivable with single significant amount and withdrawal bad debt provision separately at period end:
□ Applicable √ Not applicable
Account receivable provided for bad debt reserve under aging analysis method in the groups:
√ Applicable □ Not applicable
In RMB
Closing balance
Age
Account receivable Bad debt provision Accrual ratio (%)
Sub item within 1 year
Within 1 year 30,583,544.02
Total 30,583,544.02
Explanations on combination determine:
Nil
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
In combination, withdrawal proportion of bad debt provision based on balance proportion for account receivable:
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for account receivable:
Nil
(2) Bad debt provision accrual, collected or reversed
Bad debt provision accrual of RMB 0.00; collected or switch back bad debt provision of RMB 0.00
Major bad debt provision collected or switch back:
In RMB
Name Amount Method
(3) Top five receivables at Period-end
Proportion in total
Name Closing balance receivables at closing Bad debt provision accrual
balance (%)
Customer 1 13,202,096.00 43.04 ---
Customer 2 4,976,292.86 16.22 ---
Customer 3 3,195,254.93 10.42 ---
Customer 4 1,958,919.74 6.39 ---
Customer 5 1,414,188.43 4.61 ---
Total 24,746,751.96 80.68 ---
2. Other receivables
(1) Disclosed by type
In RMB
Closing balance Opening balance
Book balance Bad debt provision Book balance Bad debt provision
Types Book
Accrual Accrual Book value
Amount Ratio Amount value Amount Ratio Amount
ratio ratio
Other account
receivable with
single major amount 19,552,0 9,212,91 10,339,13 19,347, 9,008,148 10,339,134.
10.28% 47.12% 10.87% 46.56%
and withdrawal bad 46.51 2.22 4.29 283.01 .72 29
debt provision for
single item
Other account
receivable
165,203, 40,309.2 165,162,7 153,106 153,065,42
withdrawal bad debt 86.84% 0.02% 86.05% 41,366.46 0.03%
104.20 9 94.91 ,793.92 7.46
provision by group of
credit risk
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
characteristics
Other account
receivable with
single minor amount 5,472,39 5,472,39 5,472,3 5,472,398
2.88% 100.00% 3.08% 100.00%
but withdrawal bad 8.91 8.91 98.91 .91
debt provision for
single item
190,227, 14,725,6 175,501,9 177,926 14,521,91 163,404,56
Total 100.00% 7.74% 100.00% 8.16%
549.62 20.42 29.20 ,475.84 4.09 1.75
Other receivable with single significant amount and withdrawal bad debt provision separately at end of period:
√Applicable □Not applicable
In RMB
Closing balance
Other receivables (unit)
Other receivables Provision for bad debt Accrue ratio Accrue reason
The difference between
estimated present value
Changzhou Shenbao
of future cash flow and
Chacang E-commence 19,552,046.51 9,212,912.22 47.12%
book value should
Trading Co., Ltd
accrual for bad debt
provision
Total 19,552,046.51 9,212,912.22 -- --
Other receivable with bad debt provision withdrawal by age analysis in group:
√Applicable □Not applicable
In RMB
Closing balance
Age
Other receivable Bad debt provision Accrual ratio (%)
Sub item within 1 year
Subtotal within 1 year 164,932,908.90
1－2 yeas 2,200.00 110.00 5.00%
Over 3 years 267,995.30 40,199.29 15.00%
4-5 years 60,026.89 9,004.03 15.00%
Over 5 years 207,968.41 31,195.26 15.00%
Total 165,203,104.20 40,309.29 0.02%
Explanations on combination determine:
Nil
In combination, withdrawal proportion of bad debt provision based on balance proportion for other account
receivable
□ Applicable √ Not applicable
In combination, withdrawal proportion of bad debt provision based on other methods for other account receivable
□ Applicable √ Not applicable
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
(2) Bad debt provision accrual, collected or reversed
Accrual bad debt provision 204,763.50 Yuan; collected or reversed 1,057.17 Yuan.
Major bad debt provision collected or switch back:
In RMB
Name Amount Method
(3) Other receivables by nature
In RMB
Nature Ending book balance Opening book balance
Deposit 233,289.39 233,289.39
Intercourse accounts and other 189,994,260.23 177,693,186.45
Total 190,227,549.62 177,926,475.84
(4) Top five clients of other receivable at period-end
In RMB
Ratio in total ending
Ending balance of
Company Nature Ending balance Book age balance of other
bad bet provision
receivables
Huizhou Shenbao
Within 1 year and
Science & Intercourse funds 112,856,862.25 59.33%
1-2 year
Technology Co., Ltd.
Shenzhen Shenbao
Sanjing Food & Within 1 year and
Intercourse funds 26,203,135.61 13.77%
Beverage 1-2 year
Development Co., Ltd
Changzhou Shenbao
Within 1 year, 1-3
Chacang E-commence Intercourse funds 19,552,046.51 10.28% 9,212,912.22
year and above
Co., Ltd
Shenzhen Shenbao
Within 1 year and
Technology Center Intercourse funds 8,389,388.97 4.41%
1-2 year
Co., Ltd.
Shenzhen
Shenshenbao Tea Within 1 year and
Intercourse funds 553,015.56 0.29%
Culture Management 1-2 year
Co., Ltd
Total -- 167,554,448.90 -- 88.08% 9,212,912.22
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深圳市深宝实业股份有限公司 2018 年半年度报告全文
3. Long-term equity investment
In RMB
Closing balance Opening balance
Items
Book balance Impairment Book value Book balance Impairment Book value
Investment for
917,313,300.84 917,313,300.84 917,313,300.84 917,313,300.84
subsidiary
Investment for
associates and 6,935,829.69 2,927,628.53 4,008,201.16 7,121,310.06 2,927,628.53 4,193,681.53
joint venture
Total 924,249,130.53 2,927,628.53 921,321,502.00 924,434,610.90 2,927,628.53 921,506,982.37
(1) Investment for subsidiary
In RMB
Impairment Closing balance
Current
Investee unit Opening balance Current increased Closing balance reserve accrual in of impairment
decreased
the Period reserve
Shenbao
2,550,000.00 2,550,000.00
Properties
Shenbao Industrial
5,500,000.00 5,500,000.00
& Trading
Shenbao Sanjing 80,520,842.36 80,520,842.36
Shenbao
168,551,781.80 168,551,781.80
Huacheng
Huizhou Shenbao
Science & 60,000,000.00 60,000,000.00
Technology
Wuyuan Ju Fang
280,404,134.35 280,404,134.35
Yong
Hangzhou Ju Fang
176,906,952.42 176,906,952.42
Yong
Shenbao
54,676,764.11 54,676,764.11
Technology Center
Shenshenbao
50,000,000.00 50,000,000.00
Investment
Yunnan Supply
20,000,000.00 20,000,000.00
Chain
Pu’er Tea Trading
18,202,825.80 18,202,825.80
Center
Total 917,313,300.84 917,313,300.84
155
深圳市深宝实业股份有限公司 2018 年半年度报告全文
(2) Investment for associates and joint venture
In RMB
Increase & decrease in this period
Ending
Other Cash
Investme balance
Additiona comprehe dividend
Opening nt gains Other Ending of
Company l Capital nsive or profit Impairme
balance recognize equity Other balance impairme
investmen reduction income announce nt accrual
d under change nt
t adjustmen d to
equity provision
t issued
I. Joint venture
II. Associated enterprise
Shenzhen
Shenbao
(Liaoyuan
57,628.53 57,628.53 57,628.53
)
Industrial
Company
Shenzhen
Shenbao
2,870,000 2,870,000 2,870,000
(Xinmin)
.00 .00 .00
Food Co.,
Ltd
Changzho
u
Shenbao
Chacang
E-comme
nce Co.,
Ltd
Guangzho
u
Shenbao 4,193,681 -185,480. 4,008,201
Mendao .53 37 .16
Tea Co.,
Ltd.
7,121,310 -185,480. 6,935,829 2,927,628
Subtotal
.06 37 .69 .53
7,121,310 -185,480. 6,935,829 2,927,628
Total
.06 37 .69 .53
156
深圳市深宝实业股份有限公司 2018 年半年度报告全文
(3) Other note
Nil
4. Operating income and operating cost
In RMB
Current Period Last Period
Items
Income Cost Income Cost
Main business income 67,228,720.81 63,731,294.22 49,271,727.89 45,987,989.13
Other business income 67,228,720.81 63,731,294.22 49,271,727.89 45,987,989.13
Other note:
Nil
5. Investment earnings
In RMB
Item Current Period Last Period
Investment income of long-term equity
-185,480.37 -157,257.67
based on equity
Financial products revenue 1,252,661.10
Total -185,480.37 1,095,403.43
6. Other
Nil
XVI. Supplementary information
1. Current non-recurring gains/losses
√ Applicable □ Not applicable
In RMB
Item Amount Statement
Gains/losses from the disposal of
-67,563.97
non-current asset
Governmental subsidy calculated into
current gains and losses(while closely related
with the normal business of the Company,
1,377,862.18
excluding the fixed-amount or
fixed-proportion governmental subsidy
according to the unified national standard)
157
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Gains and losses from change of fair values
of held-for-transaction financial assets and
financial liabilities except for the effective
hedge business related to normal business of
-425,718.15
the Company, and investment income from
disposal of transactional financial assets and
liabilities and financial assets available for
sale
Other non-operating income and expenditure
56,049.77
except for the aforementioned items
Less: Impact on income tax 52,636.76
Affect on minority equity(after taxation) 249,711.45
Total 638,281.62 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
2. REO and earnings per share
Earnings per share
Profits during report period Weighted average ROE
Basic EPS (RMB/Share) Basic EPS (RMB/Share)
Net profits belong to common stock
-1.95% -0.0367 -0.0367
stockholders of the Company
Net profits belong to common stock
stockholders of the Company after
-2.01% -0.0380 -0.0380
deducting nonrecurring gains and
losses
3. Difference of accounting data under CAS and IAS
(1) Difference of net profit and net assets disclosed in financial report based on IAS and CAS
√ Applicable □ Not applicable
In RMB
Net profit Net assets
Current Period Last Period Closing balance Opening balance
By Chinese Accounting
-18,246,639.07 -17,759,776.83 928,673,938.26 946,920,577.33
Standards
Items and amount adjusted by IAS:
Other adjustment on
regulated funds payable in 1,067,000.00 1,067,000.00
share market
158
深圳市深宝实业股份有限公司 2018 年半年度报告全文
By International
-18,246,639.07 -17,759,776.83 929,740,938.26 947,987,577.33
Accounting Standards
159
深圳市深宝实业股份有限公司 2018 年半年度报告全文
Section XI. Documents available for Reference
The office of board in the Company had the complete reference file for CSRC, Shenzhen Stock Exchange and
shareholders of the Company to query, including:
1. Text of financial statement with signature and seals of legal person, person in charge of accounting works and
person in charge of accounting institution;
2. Original and official copies of all documents which have been disclosed on Securities Times, China Securities
Journal, and Hong Kong Commercial Daily in the report period;
3. Original copies of 2018 Semi-Annual Report with signature of the Chairman.
Shenzhen Shenbao Industrial Co., Ltd.
Chairman of Board: Zheng Yuxi
24 August 2018
160
