深圳市深粮控股股份有限公司 2021 年年度报告全文 深圳市深粮控股股份有限公司 SHENZHEN CEREALS HOLDINGS CO.,LTD. ANNUAL REPORT 2021 April 2022 1 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section I. Important Notice, Contents and Interpretation Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of SHENZHEN CEREALS HOLDINGS 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 Zhu Junming, General Manager Hu Xianghai, Head of Accounting Lu Yuhe and Head of Accounting Institution (Accounting Supervisors) Wen Jieyu hereby confirm that the Financial Report of Annual Report 2021 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 “Prospect for future development of the Company” in the report of Section IV-Discussion and Analysis of the Operation. 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. The profit distribution plan deliberated and approved by the Board Meeting was: distributed cash bonus of 2.50 yuan (tax included) for every 10 shares held by whole shareholders based on the 1,152,535,254, zero share(tax included) for bonus and no transfer of public reserves into share capital either. 2 深圳市深粮控股股份有限公司 2021 年年度报告全文 Contents Section I. Important Notice, Contents and Interpretation ............................................................. 2 Section II Company Profile and Main Financial Indexes .............................................................. 6 Section III Management Discussion and Analysis ........................................................................ 12 Section IV Corporate Governance ................................................................................................. 41 Section V. Environmental and Social Responsibility .................................................................... 66 Section VI. Important Events ......................................................................................................... 70 Section VII. Changes in Shares and Particulars about Shareholders ....................................... 100 Section VIII. Preferred Stock ........................................................................................................ 108 Section IX. Corporate Bonds ........................................................................................................ 109 Section X. Financial Report .......................................................................................................... 110 3 深圳市深粮控股股份有限公司 2021 年年度报告全文 Documents Available for Reference 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 audit report with seal of the CPAs and signature and seal of the certified public accountants; 3. Original and official copies of all documents which have been disclosed on Securities Times, China Securities Journal, Hong Kong Commercial Daily and Juchao Website (www.cninfo.com.cn) in the report period; 4. Original copies of 2021 Annual Report with signature of the Chairman. 4 深圳市深粮控股股份有限公司 2021 年年度报告全文 Interpretation Items Refers to Contents SZCH/Listed Company /the Company/ Refers to Shenzhen Cereals Holdings Co., Ltd. Shenshenbao/Shenbao Company Refers to Shenzhen Shenbao Industrial Co., Ltd. SZCG Refers to Shenzhen Cereals Group Co., Ltd Doximi Refers to Shenzhen Shenliang Doximi Business Co., Ltd. Flour Company, Flour Factory Refers to Shenzhen Flour Co., Ltd Shenliang Quality Inspection Refers to Shenliang Quality Inspection Co., Ltd. Dongguan Logistics Refers to Dongguan Shenliang Logistics Co., Ltd. Dongguan Food Industrial Park Refers to Dongguan International Food Industrial Park Development Co., Ltd. Shenbao Huacheng Refers to Shenzhen Shenbao Huacheng Technology Co., Ltd. Hualian Company Refers to Shenzhen Hualian Grain and Oil Trading Co., Ltd. Shenliang Cold Chain Refers to Shenzhen Shenliang Cold Chain Logistics Co., Ltd. Shenliang Property Refers to Shenzhen Shenliang Property Development Co., Ltd. Wuhan Jiacheng Refers to Wuhan Jiacheng Biotechnology Co., Ltd Food Materials Group Refers to Shenzhen Food Materials Group Co., Ltd Fude Capital Refers to Shenzhen Fude State Capital Operation Co., Ltd. Agricultural Products Refers to Shenzhen Agricultural Products Group Co., Ltd SIHC Refers to Shenzhen Investment Holdings Co., Ltd. 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 Shu Lun Pan CPAs Refers to BDO China Shu Lun Pan Certified Public Accountant LLP Article of Association Refers to Article of Association of Shenzhen Cereals Holdings Co., Ltd. RMB/10 thousand Yuan Refers to CNY/ten thousand Yuan 5 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section II Company Profile and Main Financial Indexes I. Company information Short form for share SZCH, Shenliang B Stock code 000019, 200019 Listing stock exchange Shenzhen Stock Exchange Chinese name of the 深圳市深粮控股股份有限公司 Company Abbr. of Chinese name of 深粮控股 the Company English name of the SHENZHEN CEREALS HOLDINGS CO.,LTD Company(if applicable) Legal Representative Zhu Junming 8/F, Tower B, No.4 Building, Software Industry Base, South District, Science & Technology Registrations add. Park, Xuefu Rd., Yuehai Street, Nanshan District, Shenzhen Code for registrations add 518057 The Company listed in 1992, registered address is No.10, Tianbei East, Wenjin North Road, Luohu District, Shenzhen; in 1999 the registered address changed to No.1058, Wenjin North Road, Luohu District, Shenzhen; in 2002 the registered address changed to 28/F, Tower B,C of Historical changes of Bao’an Square, No.1002 Sungang Road, Luohu District, Shenzhen; in 2010 the registered address registered address changed to South half of the 20th floor, Tower of Zhuzilin Education and Technology Building, Futian District, Shenzhen; in 2015 registered address changed to 8/F, Tower B, No.4 Building, Software Industry Base, South District, Science & Technology Park, Xuefu Rd., Yuehai Street, Nanshan District, Shenzhen Offices add. 13/F, Tower A, World Trade Plaza, No.9 Fuhong Rd., Futian District, Shenzhen Codes for office add. 518033 Company’s Internet Web www.slkg1949.com Site E-mail szch@slkg1949.com II. Person/Way to contact Secretary of the Board Rep. of security affairs Name Chen Xiaohua Chen Kaiyue, Liu Muya 13/F, Tower A, World Trade Plaza, No.9 Fuhong 13/F, Tower A, World Trade Plaza, No.9 Fuhong Contact add. Rd., Futian District, Shenzhen Rd., Futian District, Shenzhen Tel. 0755-83778690 0755-83778690 6 深圳市深粮控股股份有限公司 2021 年年度报告全文 Fax. 0755-83778311 0755-83778311 E-mail chenxh@slkg1949.com chenky@slkg1949.com、liumy@slkg1949.com III. Information disclosure and preparation place Website of the Stock Exchange where the annual Securities Times; China Securities Journal and Hong Kong Commercial report of the Company disclosed Daily Media and Website where the annual report of the Juchao Website: www.cninfo.com.cn Company disclosed Preparation place for annual report Office of the Board of Directors IV. Registration changes of the Company Organization code 91440300192180754J On February 18, 2019, the company completed the registration procedures of Changes of main business since listing changes in industry and commerce for business scope and other matters. The main (if applicable) business has newly increased the modern food supply chain services as grain & oil trading, processing, storage and logistics. On 10 September 1999, Shenzhen Investment Management Co., Ltd. entered into the “Equity Transfer Agreement of Shenzhen Shenbao Industrial Co., Ltd.” with Agricultural Products for 58,347,695 shares of the Company (35% in total shares of the Company) transfer to Agricultural Products with price of RMB 1.95 per share. Agricultural Products comes to the first majority shareholder of the Company after transfer and procedures for the above equity transfer has completed in June 2003. Previous changes for controlling On April 3, 2018, Shenzhen Investment Holdings Co., Ltd. completed the transfer of shareholders (if applicable) all of its 79,484,302 shares of A shares in the company to Fude Capital(changed its name to Food Materials Group later). After the completion of the equity transfer, Food Materials Group directly holds 79,484,302 shares of A shares in the company (accounting for 16% of the company’s original total share capital) and controls 19.09% shares of the company through Agricultural Products indirectly, becoming the controlling shareholder of the company. V. Other relevant information CPA engaged by the Company Name of CPA BDO China Shu Lun Pan Certified Public Accountant LLP BDO CPAs, 5/F, No.11 Building, Phase II q-plex, No. 4080, Qiaoxiang Rd., Nanshan Offices add. for CPA District, Signing Accountants Qi Tao, Tao Guoheng Sponsor engaged by the Company for performing continuous supervision duties in reporting period □ Applicable √ Not applicable 7 深圳市深粮控股股份有限公司 2021 年年度报告全文 Financial consultant engaged by the Company for performing continuous supervision duties in reporting period □ Applicable √ Not applicable VI. Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data or not □Yes √No Changes in the current 2021 2020 year over the previous 2019 year (+,-) Operating revenue (RMB) 10,139,563,710.11 11,884,527,506.34 -14.68% 11,059,984,335.92 Net profit attributable to shareholders of the listed 428,720,226.09 405,088,385.54 5.83% 363,501,809.52 Company (RMB) Net profit attributable to shareholders of the listed Company after deducting 377,558,306.28 374,210,363.49 0.89% 350,898,272.66 non-recurring gains and losses (RMB) Net cash flow arising from 440,396,029.54 286,528,222.27 53.70% 190,053,823.97 operating activities (RMB) Basic earnings per share 0.3720 0.3515 5.83% 0.3154 (RMB/Share) Diluted earnings per share 0.3720 0.3515 5.83% 0.3154 (RMB/Share) Weighted average ROE 9.13% 8.99% 0.14% 8.46% Changes at end of the current year compared Year-end of 2021 Year-end of 2020 Year-end of 2019 with the end of previous year (+,-) Total assets(RMB) 7,669,618,906.32 7,309,384,147.93 4.93% 6,775,067,275.86 Net assets attributable to shareholder of listed 4,630,292,102.34 4,595,331,999.76 0.76% 4,420,751,187.57 Company(RMB) The lower one of net profit before and after deducting the non-recurring gains/losses in the last three fiscal years is negative, and the audit report of last year shows that the ability to continue operating is uncertain □Yes √No The lower one of net profit before and after deducting the non-recurring gains/losses is negative □Yes √No 8 深圳市深粮控股股份有限公司 2021 年年度报告全文 VII. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) √ Applicable □ Not applicable Unit: RMB/CNY Net profit attributable to shareholders of the Net assets attributable to shareholder of listed listed Company Company Current period Last period Ending amount Opening amount Chinese GAAP 428,720,226.09 405,088,385.54 4,630,292,102.34 4,595,331,999.76 Items and amount adjusted by IAS Adjustment for other payable fund of stock 1,067,000.00 1,067,000.00 market regulation IAS 428,720,226.09 405,088,385.54 4,631,359,102.34 4,596,398,999.76 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 VIII. Main financial index disclosed by quarter Unit: RMB/CNY Q1 Q2 Q3 Q4 Operating revenue 2,529,474,992.85 2,732,714,187.68 2,292,168,454.87 2,585,206,074.71 Net profit attributable to shareholders of the listed 136,066,882.15 107,779,992.61 53,101,621.53 131,771,729.80 Company Net profit attributable to shareholders of the listed 133,145,217.46 103,894,448.85 42,356,846.57 98,161,793.40 Company after deducting non-recurring gains and losses 9 深圳市深粮控股股份有限公司 2021 年年度报告全文 Net cash flow arising from -222,629,715.89 -468,642,435.44 800,817,246.32 330,850,934.55 operating activities Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial index disclosed in the Company’s quarterly report and semi-annual report □Yes √ No IX. Items and amounts of extraordinary profit (gains)/loss √ Applicable □ Not applicable Unit: RMB/CNY Item 2021 2020 2019 Note Gains/losses from the disposal of non-current asset (including the write-off that accrued for impairment of 29,351,180.57 2,072,531.42 -43,069.03 assets) Governmental subsidy reckoned into current gains/losses (except for those with normal operation business concerned, and conform to the national 15,871,621.28 18,503,372.31 12,297,924.24 policies & regulations and are continuously enjoyed at a fixed or quantitative basis according to certain standards) Fund possession cost reckoned in current gain/loss 436,664.31 charged from non-financial enterprise Profit and loss of assets delegation on others’ 4,014,308.85 12,655,258.64 6,299,093.96 investment or management Except for the effective hedging operations related to normal business operation of the Company, the gains/losses of fair value changes from holding the trading financial assets and trading financial liabilities, 299,292.76 -151,852.20 41,281.76 and the investment earnings obtained from disposing the trading financial asset, trading financial liability and financial assets available for sale Switch-back of provision of impairment of account receivable which are treated with separate 4,076,676.65 1,236,198.70 1,035,149.32 depreciation test Other non-operating income and expenditure except 13,089,042.88 2,423,255.86 -4,544,601.53 for the aforementioned items Other gains/losses items that conform to the definition 496,383.61 of non-recurring gains/losses Subtotal 10 深圳市深粮控股股份有限公司 2021 年年度报告全文 Less: impact on income tax 14,600,145.88 5,591,230.45 2,149,564.84 Impact on minority shareholders’ equity 940,057.30 765,895.84 769,341.33 (after-tax) Total 51,161,919.81 30,878,022.05 12,603,536.86 -- Other gains/losses items that conform to the definition of non-recurring gains/losses: □ Applicable √ Not applicable The Company does not have other gains/losses items that conform to the definition of non-recurring gains/losses Information on the definition of non-recurring profit(gain)/loss that listed in the Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary (non-recurring) Profit(gain)/loss as the recurring profit(gain)/loss □Applicable √Not applicable The Company does not have any non-recurring profit(gain)/loss listed under the Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary (non-recurring) Profit(gain)/loss defined as recurring profit(gain)/loss 11 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section III Management Discussion and Analysis I. Industry of the Company during the reporting period (i) The basic situation, development stage, cyclical characteristics of the industry and the company’s position in the industry shall highlight the major changes occurring during the reporting period. At present, the domestic grain and oil trade, processing, and logistics industry is a full-circulation field with a high marketization degree, many participating companies, and fierce competition. The central enterprises and large local grain enterprises have relatively complete warehousing and logistics facilities and enjoy a number of national policy supports; in recent years, a large number of outstanding national and regional private grain enterprises have come to the fore; with the development of grain marketization in China, foreign-funded grain enterprises with rich resources, strong fund strength and mature management experience cut a figure in China’s grain market, which further intensifies the competition in the grain and oil industry. The grain industry in Shenzhen is developing vigorously. There are many grain and oil processing enterprises and many small and medium-sized enterprises with a certain scale in the area. With the advancement of the “dual district construction”, the population of the Pearl River Delta cities is increasing, people’s living standards is being improved, and competition in the grain market is going orderly and unprecedentedly intense. Affected by uncertain factors such as repeated COVID-19 outbreaks and frequent natural disasters, in the first half of 2021, the food and grain prices in the international market continued the upward trend in 2020. However, under the expectation that global food and grain production would continue to increase, the international food and grain prices fell from high levels in the second half of the year. It is expected that the international food and grain prices may be differentiated in 2022, showing a trend of narrow fluctuations of rice and corn at existing levels, fluctuations of soybeans, and wheat rising first and then falling. In 2021, the price trends of different varieties of grain in china was differentiated. Among them, the prices of corn, wheat and soybeans increased significantly, all hitting record highs, but the trend varied throughout the year, the price of early rice rose, while the price of middle and late rice fell, and six provinces launched the minimum purchase price plan for rice. It is expected that domestic grain prices will continue to maintain a high level in 2022, and the characteristics of superior grain and superior price will be more obvious. In 2021, from the perspective of the international market operation, the global rice supply was abundant and the international market price dropped slightly; the main wheat exporting countries reduced production and the international wheat price rose strongly. The global corn demand was strong, and prices had narrow fluctuations after rising and falling. The supply of soybeans was tight at first but then loose, and the price rose at first and then fell. Judging from the operation of the domestic market, the supply of rice was abundant and the price has dropped as a whole; the demand for wheat forage increased significantly, and the new wheat had a high price; corn 12 深圳市深粮控股股份有限公司 2021 年年度报告全文 production and demand had slight surplus, the price had wide fluctuations; domestic soybean output declined, so the price ran at high levels. (ii) The major impact of newly promulgated laws, administrative regulations, departmental rules, and industry policies on the industry. On February 15, 2021, the State Council announced that the revised Regulations on the Administration of Grain Circulation (hereinafter referred to as “the Regulations”) would come into force on April 15, 2021. The revision of the Regulations is not only a continuation of previous policies, but also an adaptation to the new changes, new features and new requirements of the grain circulation situation in the new era, which indicates that China’s grain circulation work has entered a more standardized and legalized track, and is of great significance to promote governance ability and management level of grain circulation, protect the legitimate rights and interests of grain production operator and consumer, safeguard the grain market and price stability, and ensure national food security. The revised Regulations center on the shortcomings and weaknesses of the current grain circulation management, focus on key issues and outstanding issues, put forward several new measures and new provisions. The first is to clarify the main body of management. The responsibilities of grain circulation supervision and management of the National Development and Reform Commission, the National Food and Strategic Reserves Administration, the market supervision and management and the hygiene and health departments have been further clarified to avoid overlapping functions and prevent the emergence of a “vacuum zone” of supervision. The second is to refine the management objects. For all operators engaged in grain purchase, sales, storage, and processing, as well as feed and industrial grain enterprises, scientific and practical management methods have been determined according to their different market behaviors. The third is to enrich the management content. Focus on major fields and key links in grain circulation, further standardize the business activities of grain operators, strictly enforce policy-based grain management, optimize grain market supervision, strengthen grain quality and safety supervision, and increase the content of regulations on food loss and waste. The fourth is to improve the management methods. Improve the market monitoring and early warning system, establish credit files of grain operators, further increase the punishment for illegal acts, and improve the awareness of law-abiding and honesty of grain operators. At the same time, the prohibited acts are further clarified and the corresponding legal responsibilities are regulated. II. Main businesses of the Company during the reporting period Main business of the Company includes the wholesale and retail business, food processing and manufacturing business, leasing and commerce service business. The wholesale and retail business are mainly rice, wheat, rice in the husk, corn, sorghum, cooking oil and other varieties of grain and oil as well as the sales of fine tea, beverage and condiment. During the reporting period, the 13 深圳市深粮控股股份有限公司 2021 年年度报告全文 company overcame many adverse factors such as shortage of grain source and fluctuation of grain price under the influence of the pandemic, took multiple measures to ensure supply and stable supply, and continued to optimize the products, strengthen the brand and expand the market. Mainly supplied wheat, rice, corn, barley, sorghum and other raw grain to customers such as the industry's large traders, feed processing and flour processing enterprises and so on; mainly sold rice, flour, cooking oil, high-quality tea, beverages and other products to demand units and community residents. Food processing and manufacturing business are mainly the processing the technology research in aspect of flour, rice, cooking oil, tea and natural plant extracts, beverage and condiments etc. The company's flour brands and products include “Jinchangman”, “Yingshanhong” and “Hongli” series bread flour; “Clivia” and “Canna” series tailored flour for cakes and steamed bun; “Sunflower” wheat flour for noodles and cookie flour; “Tianlvxiang” wheat flour for bread, refined flour and dumpling flour etc.; Rice products include “Shenliang Doximi”, “Guzhixiang”, “Gufengxianman”, “Runxiangliangpin”, “Hexiang” and “Taitai Fukou” etc. Cooking oil products include brands such as “Shenliang Fuxi”, “Shenliang Jinxi” and “Youtian” etc. Tea brands mainly include "Jufangyong" tea; "Yichong" fresh extract, "Jindiao" instant tea powder and other tea deep-processed products, as well as "Shenbao" chrysanthemum tea, lemon tea, and "Cha Mi Xiang Qi" and other series of tea drinks. Condiments are mainly "Sanjing" oyster sauce and sauces. Several brands have formed product series, including "SZCH Yushuiqing" rice, noodles, oil, and coarse cereals series, "Jiaxi" rice & noodles series, "Jinchangman" noodles & oil series, Black-faced Spoonbill tea, rice, oil, drinking water, non-staple food and condiment series, etc., and the launch of Yueqiu tea wine continues to enrich the product structure. The leasing and business service refers to providing the professional import & export trade, warehousing & storage, logistic & distribution, quality inspection & information technology services, property leasing and management, business operation management services for all kinds of clients in the upstream and downstream of the industrial chain, by using the advantage of brand reputation, operation service capacity and facility technology that accumulated in field of grain and oil market. Its Dongguan smart gain logistics complex is a comprehensive grain distribution service body integrating five major functions: grain & oil terminal, transit reserve, testing & distribution, processing & production and market trading; The Shenliang Quality Inspection was awarded as “Guangdong Shenzhen National Grain Quality Monitoring Station”. the subsidiary Shenliang Cold Chain provides cold chain of food storage and distribution services to the customers, and Shenliang Property is a professional assets management platform enterprise. II. Core Competitiveness Analysis The company enhances the endogenous power by deepening reform, strengthens the "extensive" development by innovation cooperation, and continuously upgrades and transforms the governance pattern, development quality, and guarantee ability, and has embarked on a path of sustainable and high-quality development through self-innovation, and become a highly competitive, innovative and influential "ten billion" backbone grain enterprise in the domestic grain industry. 14 深圳市深粮控股股份有限公司 2021 年年度报告全文 (1)Operation mechanism The core management team of the company has rich experience, and has a strong strategic vision and pragmatic spirit. Combined with the actual development of the Company, formulated a set of effective mechanisms to promote the quality and efficiency of business development. The company vigorously promotes the innovation and transformation of business models, and actively promotes the transition from “trade-oriented enterprises” to “service-oriented enterprises”, and from “operational management and control” to “strategic management and control”. In business control, through the own information management system, realizes a seamless link between the “operation” and “planning, capital, quality inspection, inventory, risk control and discipline”, building a strict “six-in-one” system of controlling to effectively reduce the operational risks while fully participating in the market competition, and achieving a deep integration of "ensuring grain security" and "promoting development". Through deeply promotes the strategy of “talent strengthening the enterprises”, continuously innovative talent training mechanism to creates a high-quality talent supply chain, the company has established an open talent team to meet the long-term development of enterprises and reserve intelligence for the enterprise upgrading and development. The company has innovated and implemented the EVA performance appraisal mechanism and established a result-oriented incentive and restraint assessment mechanism which effectively built the performance culture and stimulated the viability within the enterprise. The company insists on cultivating and advocating the corporate culture with “people-oriented, performance first, excellent quality, and harmony” as the core values, combines the personal development goals of employees with the corporate vision, and enhances the cohesiveness and centripetal force of the enterprise. (2)Business model The company deeply engages in segmenting the target market, provides diversified product supply services for customers in different areas of the industry chain, establishes a multi-level product supply network covering online and offline, and realizes the transformation of product supply to "remoteness, intelligentization, and self-service". In terms of grain and oil trading services, the bulk commodity trading platform www.zglsjy.com.cn created by its subsidiary Hualian Company efficiently integrates business flow, logistics, and information flow, improves circulation efficiency, and provides spot listings, one-way bidding, basis price, financing, logistics, quality inspection, information and other services for internal business units, suppliers and customers. In terms of e-commerce, SZCH doximi actively promotes the development of new grain retail formats such as "Internet + Grain" and "Community Automatic Grain Sales Stations", and has opened channels on e-commerce platforms such as Tmall and Jingdong Mall so as to promote the deep integration of online and offline e-commerce platforms. In terms of group meal supply, its subsidiary SZCH Beige has established a one-stop distribution service platform serving large end customers, providing high-quality and safe smart group meal food services for group users such as enterprises, schools, and government institutions. In terms of comprehensive tea drinking services, its subsidiary Shenbao Investment has launched a micro-complex "Cha Mi Xiang Qi" with a combination of "light drinks", "light food" and "light retail" functions. (3) Information technology 15 深圳市深粮控股股份有限公司 2021 年年度报告全文 The company attaches great importance to the transformation and upgrading of traditional industries with modern technological means, and actively introduces new-generation information technologies such as the Internet of Things, cloud computing, big data, and mobile Internet into grain management, forming an information system that can cover the entire industrial chain of the grain industry, and promoting the "Internet + Grain" industry development. The company’s informatization construction capability is at the leading level in the grain reserves industry, taking the lead in building the warehouse management of "standardization, mechanization, informatization, and harmlessness" in the industry, the self-developed "Grain Logistics Information System (SZCG GLS)" has built a framework for the construction of grain informatization work, innovated the grain management model, led the development direction of the grain industry, and became a benchmark for the national grain industry. The project was awarded the “National IoT Major Application Demonstration Project” by the National Development and Reform Commission and the Ministry of Finance. The company has undertaken a number of national-level research projects, the results of a number of informatization projects have won national, provincial and municipal awards, and more than 30 information systems have been developed and are operating normally. (4) R&D capabilities The company has strong research and development capabilities in the field of food and beverage, gathers leading technological advantages and equipment systems. The subsidiary Shenbao Huacheng owns the Jiangxi provincial enterprise technology center, Shenzhen municipal research and development center (technology center) and Shenzhen plant deep processing technology engineering laboratory and have obtained national high-tech enterprise certification. And also owns independently researched and developed more than 50 patented technologies for tea powder, tea concentrated juice and plant extraction, published more than 30 scientific papers, and won a number of awards such as Science and Technology Progress Award of the Ministry of Agriculture, Shennong Chinese Agricultural Science & Technology Award of the Chines Society of Agriculture, Science & Technology Achievement Award of Chinese Academy of Agricultural Sciences, Science and Technology Award of China National Light Industry Council, Zhejiang Science and Technology Award, Jiangxi Science and Technology Progress Award and Shenzhen Science & Technology Progress Award, etc., presided over or participated in the preparation of a national standards "GBT 21733-2008 Tea Drinks" and two industry standards, i.e. "Tea Concentrated Juice for Food Industry - Light Industry Standard QB-T 4068- 2010" and "Instant Tea Powder for Food Industry - Light Industry Standard QB-T 4067-2010". Wuhan Jiacheng Company is a national-level high-tech enterprise, a supporting unit of Hubei Food Fermentation Engineering Technology Research Center, a key backbone enterprise in the national biological fermentation industry, a unit undertaking national agricultural transfer funds, innovation funds, and major key projects, and has participated in drafting a number of national standards, industry development plans and related policies, and has published more than 30 papers, 3 monographs, and has 8 national patents for invention. (5) Quality control The company implements grain and oil quality standards that are higher than national standards. The subordinate 16 深圳市深粮控股股份有限公司 2021 年年度报告全文 SZCG Quality Inspection has the leading grain and oil quality inspection technology and equipment in the domestic grain industry, and is included in the national grain quality supervision and inspection system. It was awarded the "Guangdong Shenzhen National Grain Quality Monitoring Station" by the State Administration of Grain and obtained the assessment certificate of agricultural product quality and safety inspection agency (CATL) and the qualification certificate of inspection agency (CMA) etc, and total number of certified testing capability items is 756. Shenliang Quality Inspection listing pesticide residues, heavy metal pollutants, fungal toxins and other hygiene indicators as well as food taste indicators in the daily inspection indicators. It has the ability to detect four types of indicators of generic quality, storage quality, food security & quality and other four types of indicators of testing capacity, the detection capability can meet the relevant quality detection requirements of grain and oil products, and can accurately analyze the nutritional composition and hygienic indicators of the grain and determine its storage and edible quality. It has created the "digital laboratory" in the grain industry, real-time monitoring of the entire process of cuttings, testing, distribution, etc., relying on collaborative platforms to save, retrieve, integrate, analyze and share grain and oil testing data to achieve 100% coverage of grain & oil product inspection. Has the internationally recognized quality control system. Subsidiary Shenbao Huacheng Company has established a quality control system recognized by large international food and beverage companies, and has successfully passed the quality certification of global suppliers of Coca-Cola, Lipton, Kraft, Suntory, and Nestlé Subsidiary Wuhan Jiacheng Company’s series of products have passed the certification of European Organic Products (EOP), US National Organic Program and other relevant system certification, and also obtained the product registration certificate of Russian red currant and special registration certificate of US FDA products for import, etc. (6) Brand effect The company was awarded the "Top 500 Service Enterprises in China", “China’s Most Influential Grain & Oil Group”, "China Top Ten Grain and Oil Groups", "China Top 100 Grain and Oil Enterprises", "National Leading Enterprise Supporting Grain and Oil Industrialization", “National Quality Benchmark” and “Top 10 Food Digital Technology Applications”. It has been selected as one of the “First Batch of National Emergency Food Security Enterprises”, “Top 100 Agricultural Industrialized Head Enterprises in China”, “Top 10 Head Enterprise in the Grain Industry” and “The National Demonstration Enterprise of Assured Gain & Oil Demonstration Project”, etc., it is the “Rice Bag” trusted by the public. Strengthen brand leadership, actively explore and cultivate excellent public brands, rely on quality to win recognition, reputation and market share, and form a series of high-quality grain and oil products centered on China Good Grain and Oil, Shenzhen Well-known Brands, and Shenzhen Products. The company owns well-known brands and platforms, such as “Shenzhen Flour”, “SZCH Duoxi”, “SZCH Yushuiqing”, “Big Kitchen”, “Shenbao Teabank”, “Jufangyong”, “Cha Mi Xiang Qi”, “Sanjing”, “www.zglsjy.com.com”, and “doximi.com”, and gradually build an industrial system with complete “rice” + “tea” elements. 17 深圳市深粮控股股份有限公司 2021 年年度报告全文 IV. Main business analysis 1. Overview 2021 was the first year for the implementation of the “14th Five-Year Plan” strategic plan, and was also a key and critical year for the three-year reform of state-owned enterprises. The company insisted on integrating the party’s leadership into corporate governance, insisted on integrating the company’s strategy into the national strategy, and adhered to the main responsibility and main business of food supply chain security, focused on strategic goals, resolutely explored the beneficial practice of enterprise reform and the stable and coordinated advancement of the food supply chain, comprehensively implemented various reform and development tasks, and steadily took solid steps in the first year of the “14th Five-Year Plan”. Achieving the operating revenue of 10.14 billion yuan for year of 2021, a y-o-y decline of 14.68%; total profit was 516 million yuan, a y-o-y growth of 12.73%; the net profit attributable to shareholder of listed company was 429 million yuan, a y-o-y increase of 5.83%. (1)Main business development During the reporting period, the company based on its own advantages and industrial development, used information technology, innovated and opened up the grain and oil products supply channels and trading methods, created a new pattern for tea and food business industry, built a multi-group and multi-channel food supply chain and service network, expanded the effective supply of medium- and high-end grain, oil, and food, and aims to meet people's needs of "quality, diversity, nutrition, health, green, and convenience", and promoted the transformation of grain and oil products from "eat full" to "eat well". The company continues to focus on grain circulation services, and completes grain and oil supply services with quality and quantity by actively building supply chains, continuously extending the industrial chains, innovating business models, and upgrading the industrial value chains, the development of the main grain and oil business continues to improve. (2) Progress of key projects The Northeast Grain Source Base integrates resources according to the operational needs, Shuangyashan Company completed the absorption and merger of Hongxinglong Company, further compressing the property rights layer and strengthening the management, the rice processing plan in grain industrial park was steadily under construction. The construction and operation of Dongguan grain logistics nodes achieved a new leap forward, completed the equity acquisition and incorporated into the construction planning of Guangdong-Hong Kong- Macao Greater Bay Area Grain Emergency Security Center, the comprehensive guarantee capacity of the grain storage and logistics is more reliable. (iii) Sustainable and innovative development During the reporting period, the company deeply integrated a new generation of information technologies such as 18 深圳市深粮控股股份有限公司 2021 年年度报告全文 the Internet of Things, cloud computing, big data, mobile internet, and artificial intelligence with the enterprise operation and management by increasing the application of informatization innovation achievements. Scientifically formulated the “14th Five-Year” digital construction plan, and successively implemented new retail membership management and payment management, grain reserve purchase and sales plan management (phase II), financial sharing center, engineering management information system, and human s-HR system (phase IV), party building information management platform, “one enterprise one screen” intelligent management platform (phase II), network and information security level protection 2.0 and other projects, accelerated the transformation of business management mode with digital thinking, strengthened the penetration of digital technology, ran through business processes, multi-level application scenarios of management process, and fully empowered enterprise value chain and smart supply chain. Up to now, the company has developed and operated more than 30 information systems. (iv) Other key tasks The first was to focus on people’s well-being. Focused on expanding the grain, oil and food industry, meeting the requirements of new markets, new demands and new consumption, and building a higher quality assurance system, and vigorously implemented a number of high-quality grain projects. Acquired 51% equity of Wuhan Jiacheng Company, entered the high-tech industry of biological fermentation, integrated “red yeast rice + grain”, and entered the field of health from “grain” to “food”; opened the first smart group meal, created a chain new brand of “Zhen Shi Hui”; coordinated and promoted the smart food industry (Huizhou) project to lead the upgrading of the regional food industry; the flour company absorbed and merged the Dongguan Industry and Trade Company, comprehensively integrated production capacity, and strived to build “the leading enterprise group in the first camp of special flour in South China”; Hualian Company promoted the construction of “Liang Qiao Network” with the help of DCE to build a one-stop spot trading platform for grain and agricultural products; Big Kitchen Company actively participated in the centralized purchasing and centralized distribution project of rice, noodles and oil in Shenzhen school canteens to help promote the governance reform of school canteens; Cold Chain Company achieved new breakthroughs in the expansion of external warehouse business, and newly added Fenggang City Distribution Center and Guangzhou Huangpu Warehouse; Shenbao Huacheng passed the national high-tech enterprise qualification certification, and added 3 new patents for invention within the year, and made positive progress in 4 annual research projects; Shenbao Investment enriched the tea gift product series, and the tea gift business doubled; Shenliang Food improved its product structure and promoted the research and development of new products, and the beverage and condiment business gradually recovered from the impact of the pandemic. The second was to cultivate well-known brands. Strengthened brand leadership, actively explored and cultivated excellent public brands, relied on quality to win recognition, reputation and market share, and formed a series of high-quality grain and oil products centered on China Good Grain and Oil, Shenzhen Well-known Brands and Shenzhen Products. During the year, it was awarded 1 Shenzhen Well-known Brand, 16 new Shenzhen Products. At the same time, we did a good job in channel construction, built an economical, efficient and convenient sales 19 深圳市深粮控股股份有限公司 2021 年年度报告全文 network, so that good grain and oil can be brought to the dining-table. The third was to strengthen corporate governance. Unswervingly implemented the new development concept, focused on improving the system and mechanism of the modern enterprise system with Chinese characteristics, innovative development system and mechanism, and enterprise compliance management system, and effectively transformed the institutional advantages into the driving force for improving governance efficiency and achieving high-quality development. Sorted out the “Four Lists” of corporate governance, explored self-operation management of subordinate enterprises, amoeba operation and other management and control modes, formulated project management and control systems, improved procurement work guidelines, refined import business and fund management risk points, actively promoted the integration of business and finance, and improved the quality of information disclosure. The fourth was to improve human resources efficiency. Implemented an active, open and effective talent gathering policy, and continuously improved a flexible and efficient talent training support mechanism, a scientific and practical talent classification evaluation mechanism and an innovation incentive mechanism; built a talent supply chain by classification and stratification, and completed the tenure system and contracting management of managers at all levels, built an “internal talent market”, optimized talent exchange and rotation; practiced the concept of innovation-driven development, and introduced “innovation factors” in the EVA assessment. 2. Revenue(Income) and cost (1) Constitute of operating revenue Unit: RMB/CNY 2021 2020 Ratio in Ratio in Increase/decrease Amount operating Amount operating y-o-y (+,-) revenue revenue Total operating revenue 10,139,563,710.11 100% 11,884,527,506.34 100% -14.68% According to industries Wholesale and retail 8,364,236,216.21 82.49% 10,366,006,873.93 87.23% -19.31% Leasing and business 1,003,311,609.05 9.90% 928,509,293.46 7.81% 8.06% services Manufacturing 772,015,884.85 7.61% 590,011,338.95 4.96% 30.85% According to products Grain & oil trading and 8,898,880,048.64 87.76% 10,759,070,663.03 90.53% -17.29% processing Grain & oil storage 883,450,005.50 8.71% 813,243,753.62 6.84% 8.63% logistics and services 20 深圳市深粮控股股份有限公司 2021 年年度报告全文 Food, beverage and tea 237,372,052.42 2.34% 198,163,247.35 1.67% 19.79% processing Leasing and others 119,861,603.55 1.19% 114,049,842.34 0.96% 5.10% According to region Domestic market 10,096,185,227.04 99.57% 11,849,028,935.33 99.70% -14.79% Exportation 43,378,483.07 0.43% 35,498,571.01 0.30% 22.20% According to sale model (2) Industries, products, regions and sales model that account for more than 10% of the operating revenue or operating profit of the Company √ Applicable □Not applicable Unit: RMB/CNY Increase/decr Gross Increase/decrea Increase/decrea ease of gross Operating revenue Operating cost profit se of operating se of operating profit ratio ratio revenue y-o-y cost y-o-y y-o-y According to industries Wholesale and 8,364,236,216.21 7,828,435,792.29 6.41% -19.31% -20.86% 1.84% retail According to products Grain & oil 8,898,880,048.64 8,367,639,055.64 5.97% -17.29% -18.69% 1.62% trading and processing According to region Domestic market 10,096,185,227.04 8,832,723,115.03 12.51% -14.79% -17.44% 2.80% According to sale model Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on latest one year’s scope of period-end □ Applicable √Not applicable (3) Revenue from physical sales larger than revenue from labors √ Yes □ No Increase/decrease Industries Item Unit 2021 2020 y-o-y (+,-) Wholesale and Sales volume Ton 3,195,514.47 4,197,687.87 -23.87% retail Storage Ton 1,172,796.47 1,255,984.4 -6.62% Reasons for y-o-y relevant data with over 30% changes 21 深圳市深粮控股股份有限公司 2021 年年度报告全文 □ Applicable √Not applicable (4) Performance of significant sales contracts, major procurement contract entered into by the company up to the current reporting period □ Applicable √ Not applicable (5) Constitute of operation cost Classification of industries and products Unit: RMB/CNY 2021 2020 Increase/decr Amount Ratio in Amount Ratio in Industries Item ease y-o-y operation operation cost (+,-) cost Wholesale and Raw 7,828,435,792.29 88.36% 9,892,157,934.22 92.23% -20.86% retail materials Unit: RMB/CNY 2021 2020 Increase/decr Amount Ratio in Amount Ratio in Products Item ease y-o-y operation operation cost (+,-) cost Grain & oil trading Raw 8,280,585,686.32 93.47% 10,254,279,332.43 95.95% -19.25% and processing materials Grain & oil trading Labor wage 26,124,548.68 0.29% 6,188,358.99 0.06% 322.16% and processing Grain & oil trading Cost of 60,928,820.64 0.69% 30,088,207.55 0.28% 102.50% and processing production Explanation N/A (6) Whether the changes in the scope of consolidation in Reporting Period √Yes □No During the reporting period, newly established the Dongguan Shenliang Hualian Grain & Oil Trading Co., Ltd, acquired the Wuhan Jiacheng Biotechnology Co., Ltd and cancellation of the Heilongjiang Hongxinglong Nongken Shenxin Cereals Industrial Park Co., ltd and Shenzhen Shenbao Property Management Co., Ltd. (7) Material changes or adjustment for products or services of the Company in reporting period 22 深圳市深粮控股股份有限公司 2021 年年度报告全文 □ Applicable √ Not applicable (8) Major sales clients and main suppliers Major sales clients of the Company Total top five clients in sales (RMB) 2,819,763,997.71 Proportion in total annual sales volume for top five clients 27.80% Proportion in total annual sales volume for related sales 0.00% among top five clients Top five clients of the Company Serial Name Sales (RMB) Proportion in total annual sales 1 Client I 1,301,742,675.55 12.84% 2 Client II 474,730,067.61 4.68% 3 Client III 436,463,701.50 4.30% 4 Client IV 313,420,181.38 3.09% 5 Client V 293,407,371.67 2.89% Total -- 2,819,763,997.71 27.80% Other explanation on main clients □ Applicable √ Not applicable Main suppliers of the Company Total purchase amount from top five suppliers (RMB) 2,829,679,855.63 Proportion in total annual purchase amount for top five suppliers 31.75% Proportion in total annual purchase amount from related purchase 0.00% among top five suppliers Top five suppliers of the Company Proportion in total annual sum of Serial Name Sum of purchase (RMB) purchase 1 Supplier I 985,235,080.81 11.05% 2 Supplier II 498,478,693.52 5.59% 3 Supplier III 481,827,291.05 5.41% 4 Supplier IV 463,206,372.50 5.20% 5 Supplier V 400,932,417.75 4.50% Total -- 2,829,679,855.63 31.75% Other explanation on main suppliers □ Applicable √ Not applicable 23 深圳市深粮控股股份有限公司 2021 年年度报告全文 3. Expenses Unit: RMB/CNY Increase/decreas 2021 2020 Note of major changes e y-o-y (+,-) Sales expenses 250,216,473.67 201,304,842.30 24.30% Administration 300,735,585.34 285,083,453.91 5.49% expenses Engineering project was transferred to fixed assets in the previous year Financial expenses 56,368,586.68 14,907,763.94 278.12% and the expense-based interest increased R&D expenses 20,689,494.13 16,617,944.25 24.50% 4. R &D investment √ Applicable □ Not applicable Expected impact on the Projects Purpose Progress Goals to be achieved future development of the Company The “One enterprise, one screen” management Based on the first A better presentation of the SZCH “One platform (Phase II) has phase, upgrading and Company’s business enterprise, one better functions, more optimized the function highlights and screen” real-time data display, more of “One enterprise, Completed characteristics, and management beautiful system interface, one screen” provides a data support for platform (Phase and can well show the management platform the superior to guide the II) development Company’s business (Phase II) business decisions highlights and characteristics SZCH grain To meet the provincial and depot “data municipal requirements for Further enhance the access video Intelligent upgrade of grain depot “data access intelligent management access” all owned and leased Completed video access” , also to standards of the grain depot management warehouses enhance the intelligent and better meet the superior system management standards of regulatory requirement development the grain depot Carrying out the Obtain the network security SZCH network Further improve the construction of grading protection 2.0 security grading network security grading network security Completed certificate and further protection 2.0 protection and enhance the grading protection 2.0 reinforced the network construction capability in network by strengthening the security grading protection 24 深圳市深粮控股股份有限公司 2021 年年度报告全文 network hardware and of the Company security protection software construction Based on the phase III, Further optimized the SZCH human further optimized the functional modules of resources functional modules human resources Further enhance the digital management Completed according to the management system to management of the HR system (phase individual needs of the meet the business needs of IV) development Company HR Adding the module of SZCH discipline “integrity profile” for Further improve the daily & integrity file middle management supervision system based Further enhance the management personnel to the Completed on the implementation of intelligent supervision system “discipline inspection work requirements of the standards of the Company development information platform” higher level already built Implementing the Lays out the foundation of reserve policy SZCH data management for the requirements by Further meeting the optimization of own development increasing the business needs, and the supply chain requirements such as inventory commodity optimized the current management undertaking the multiple attributes and In progress supply chain systems and system and attributes of grain and oil accounting items for modification of modification of products and financial grain and oil products, intermediate service intermediate accounting of different etc. with systematic interface service interface attributes of grain and oil and forward-looking products in the future thinking Adding the purchase, sales and inventory SZCH purchase, plan management sales and module for grain and Further strengthen the inventory plan oil products on based Further enhance the digital accuracy and timeliness of management of the the supply chain management capability of In progress the grain and oil products system (phase II) system, including plan the grain and oil products purchase and sales plan development for preparation, plan purchase and sales planning filling and approval the grain and oil filling, plan products monitoring, plan review and plan analysis, etc. SZCH new retail To serve the new retail Realize the functions of Service the Company to membership business development information collection, build a strategic goals of management and model and better adapt In progress consumer insight, value “intelligent grain, oil and payment to the consumer habits, analysis and accurate reach food supply chain quality management enhance the consumer in one by using the new service provider” 25 深圳市深粮控股股份有限公司 2021 年年度报告全文 system experience in generation information development for purchasing, while technology of big data and the new retail further strengthening mobile internet the unified management of membership data and payment data to achieved an accurate marketing and scientific decision-making Personnel of R&D 2021 2020 Change ratio(+,-) Number of R&D (people) 113 93 21.51% Ratio of number of R&D 8.84% 7.46% 1.38% Educational background —— —— —— Undergraduate 58 46 26.09% Master 26 18 44.44% Age composition —— —— —— Under 30 36 34 5.88% 30~40 39 36 8.33% Investment of R&D 2021 2020 Change ratio(+,-) R&D investment (RMB) 84,730,659.76 46,739,359.46 81.28% R&D investment/Operation 0.84% 0.39% 0.45% revenue Capitalization of R&D 0.00 0.00 0.00% investment (RMB) Capitalization of R&D 0.00% 0.00% 0.00% investment/R&D investment Reasons and effects of significant changes in composition of the R&D personnel □Applicable √Not applicable The reason of great changes in the proportion of total R&D investment accounted for operation income than last year □ Applicable √ Not applicable Reason for the great change in R&D investment capitalization rate and rational description □ Applicable √ Not applicable 26 深圳市深粮控股股份有限公司 2021 年年度报告全文 5. Cash flow Unit: RMB/CNY Increase/decrease y-o-y Item 2021 2020 (+,-) Subtotal of cash in-flow from 11,397,219,997.66 11,669,207,152.35 -2.33% operation activity Subtotal of cash out-flow from 10,956,823,968.12 11,382,678,930.08 -3.74% operation activity Net cash flow arising from 440,396,029.54 286,528,222.27 53.70% operating activities Subtotal of cash in-flow from 517,815,659.81 887,924,327.47 -41.68% investment activity Subtotal of cash out-flow from 1,061,777,870.59 985,312,767.83 7.76% investment activity Net cash flow from investment -543,962,210.78 -97,388,440.36 -458.55% activity Subtotal of cash in-flow from 3,191,992,562.34 1,252,948,640.66 154.76% financing activity Subtotal of cash out-flow from 3,229,400,452.40 1,406,472,553.17 129.61% financing activity Net cash flow arising from -37,407,890.06 -153,523,912.51 75.63% financing activity Net increased amount of cash and -141,124,145.74 35,539,468.09 -497.09% cash equivalent Reasons for y-o-y relevant data with major changes √ Applicable □ Not applicable (1)The cash in-flow from investment activity decreased by 41.68% compared with the same period last year, mainly due to the decrease in financial investment during the period; (2)The cash out-flow from investment activity increased by 7.76% compared with the same period last year, mainly because the minority interest of Dongguan Logistic are acquired in the Period and the investment expenses on Wuhan Jiacheng; (3) The cash in-flow from financing activity increased by 154.76% compared with the same period last year, mainly due to the increase in streaming loans in the Period; (4)The cash out-flow from financing activity increased by 129.61% compared with the same period last year, mainly due to increase in streaming loan repayment in the Period; Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company □ Applicable √ Not applicable 27 深圳市深粮控股股份有限公司 2021 年年度报告全文 V. Analysis of the non-main business √ Applicable □ Not applicable Unit: RMB/CNY Amount Ratio in total profit Description of formation Whether be sustainable Investment income 4,289,604.50 0.83% Unsustainable Gains/losses of fair 299,292.76 0.06% Unsustainable value variation Provision for the decline in Asset impairment -184,486,526.84 -35.74% Unsustainable value of inventories Non-operating Compensation for 14,640,665.53 2.84% Unsustainable income expropriation Non-operating 1,505,363.93 0.29% Unsustainable expense Disposal of the houses and Assets disposal 29,437,150.82 5.70% Unsustainable buildings of Yingkou VI. Analysis of assets and liability 1. Major changes of assets composition Unit: RMB/CNY Year-end of 2021 Year-begin of 2021 Ratio in Ratio Ratio Notes of major changes Amount total Amount in total changes assets assets Monetary fund 50,409,923.65 0.66% 190,494,225.94 2.61% -1.95% Account 283,047,341.62 3.69% 198,311,102.17 2.71% 0.98% receivable Contract assets 0.00% 0.00% 0.00% Inventory 3,460,618,674.81 45.12% 3,418,328,974.27 46.75% -1.63% Investment real 233,096,698.49 3.04% 253,037,899.57 3.46% -0.42% estate Long-term equity 73,490,443.49 0.96% 73,215,147.84 1.00% -0.04% investment Parts of the project in Fix assets 2,127,831,149.19 27.74% 1,122,692,490.55 15.36% 12.38% Shenliang Dongguan Grain Logistic were transferred to 28 深圳市深粮控股股份有限公司 2021 年年度报告全文 fixed assets Parts of the project in Construction in Shenliang Dongguan Grain 207,946,539.97 2.71% 1,045,643,295.57 14.30% -11.59% progress Logistic were transferred to fixed assets Parts of the new project in Right-of-use 97,648,674.06 1.27% 2,120,031.14 0.03% 1.24% the lease of Fenggang assets storage Short-term Increase in streaming loans 504,766,782.25 6.58% 110,318,727.12 1.51% 5.07% loans in the Period Contract 182,972,314.85 2.39% 108,975,866.82 1.49% 0.90% liability Long-term 730,521,692.22 9.52% 841,864,531.75 11.51% -1.99% loans Parts of the new project in Lease liability 80,173,743.75 1.05% 1,839,885.54 0.03% 1.02% the lease of Fenggang storage Foreign assets account for a relatively high proportion □ Applicable √ Not applicable 2. Assets and liability measured by fair value √ Applicable □ Not applicable Unit: RMB/CNY Accum ulative Devalua Changes of Amou change tion of Amount at the fair value Amount of nt of Other s of fair withdra Amount in the end Item beginning gains/losses purchase in the sale in chang value wing in of period period in this period the es reckon the period period ed into period equity Financial assets 1.Trading financial assets (excluding 160,621,806.51 438,963.99 50,000,000.00 211,060,770.50 derivative financial assets) 29 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other non-current 57,500.00 57,500.00 financial assets Aforementi 160,679,306.51 438,963.99 0.00 0.00 50,000,000.00 0.00 0.00 211,118,270.50 oned total Financial 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 liabilities Other change N/A 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 Item Book value at Reasons for restriction period-end Monetary fund 1,039,843.45 Guarantee deposit and credit deposit, etc. According to the long-term loan mortgage contract signed by Dongguan Logistics, a subsidiary of the Company, with Shenzhen Branch of Agricultural Development Bank and Huizhou Zhongkai Sub-branch of HSBC, Dongguan Logistics has subordinate mortgaged the real estate property rights of the Fix assets 508,407,161.32 structures of Yue (2020) Dongguan Property Right No. 0127118, Yue (2020) Dongguan Property Right No. 0127119, Yue (2020) Dongguan Property Right No. 0127120, and Yue (2020) Dongguan Property Right No.0119705 at No. 10, Jingang South Road, Machong Town, Dongguan City and other aground buildings as collateral for the loan. According to the long-term loan mortgage contract signed by Dongguan Logistics, a subsidiary of the Company, with Shenzhen Branch of Agricultural Development Bank and Huizhou Zhongkai Sub-branch of HSBC, Dongguan Logistics has subordinate mortgaged the real estate property rights of the Intangible assets 44,245,302.46 structures of Yue (2020) Dongguan Property Right No. 0127118, Yue (2020) Dongguan Property Right No. 0127119, Yue (2020) Dongguan Property Right No. 0127120, and Yue (2020) Dongguan Property Right No.0119705 at No. 10, Jingang South Road, Machong Town, Dongguan City and other aground buildings as collateral for the loan. According to the loan contract Yue DG2017 NGDZ No. 006 signed by Dongguan Food Industrial Park, a subsidiary of the Company, with Bank of Communications Co., Ltd., Dongguan Branch, Dongguan Food Industrial Park Intangible assets 33,096,312.71 has mortgaged its two pieces of land "DFGY (2009) DT No. 190" and "Yue (2020) Dongguan Real Estate Right No. 0321771" to the Bank of Communications Co., Ltd., Dongguan Branch as loan collateral. Intangible assets 35,002,719.11 According to the long-term loan mortgage contract signed by Dongguan 30 深圳市深粮控股股份有限公司 2021 年年度报告全文 Logistics, a subsidiary of the Company, with Dongguan Branch of CMB, Dongguan Logistics has mortgaged the real estate property rights of the structures of Yue (2016) Dongguan Property Right No. 0028527 at No. 10, Jingang South Road, Machong Town, Dongguan City to Dongguan Branch of CMB. Total 621,791,339.05 VII. Investment analysis 1. Overall situation √ Applicable □ Not applicable Investment in the same period of last Investment in reporting period (RMB) Changes (+,-) year (RMB) 540,741,002.73 548,035,686.02 -1.33% 2.The major equity investment obtained in the reporting period √ Applicable □ Not applicable Unit: RMB/CNY Inves Progr With tment ess as Antic lawsu Discl Discl Inves Form Inves Share Capit gains Main Time of the ipate it osure osure ted of tment holdi al Partn /losse busin horiz Type balan d invol date index comp inves amou ng sourc er s in ess on ce inco ved (if (if any tment nt ratio e the sheet me (Y/N any) any) Perio date ) d Profe “Acq ssion uisiti al on of Dong bulk the guan cargo 49% Shenl termi equit Acqu 321,6 Own Com 13,31 17,76 iang nal 49.00 2021- y of isitio 80,00 ed - - - plete 9,542 7,334 N Logis handl % 06-02 Dong n 0.00 fund d .33 .23 tics ing guan Co., and Shenl Ltd. ware iang house Logis stora tics ge, Co., 31 深圳市深粮控股股份有限公司 2021 年年度报告全文 custo Ltd.” dial releas servi ed on ces, Jucha grain o and Webs oil ite proce (ww ssing w.cni and nfo.c qualit om.c y n) testin g servi ces of grain and oil feeds , agenc y servi ces of impo rt & expor t custo ms decla ration and inspe ction of good s 321,6 13,31 17,76 Total -- -- 80,00 -- -- -- -- -- -- 9,542 7,334 -- -- -- 0.00 .33 .23 32 深圳市深粮控股股份有限公司 2021 年年度报告全文 3.The major non-equity investment carrying in the reporting period √ Applicable □ Not applicable Unit: RMB/CNY Reaso ns for Accum failure Incom Wheth ulated to Industr e er it is actual achiev y with Amou accum Date Disclo Invest the input Expect e the nt Capital ulated of sure ment fixed as of Progre ed planne Item invest input source at end disclos index metho assets the ss earnin d ment in the s of the ure (if (if d invest end of gs progre involv period reporti any) any) ment reporti ss and ed ng (Y/N) ng expect period period ed benefit s Logisti c node project phase Owned II and Storag 135,42 1,093, Funds Self-b 114.00 silo Y e and 3,900. 968,86 and - - - - uild % and wharf 00 9.78 Bank wharf Loans of Shenli ang 135,42 1,093, Total -- -- -- 3,900. 968,86 -- -- - - -- -- -- 00 9.78 4. Financial assets investment (1) Securities investment √ Applicable □ Not applicable Unit: RMB/CNY Short Acco Book Chan Cumu Curre Curre Profit Book Variet Code Initial Acco Capita form unting value ges in lative nt nt and value y of of invest unting l of measu at the fair fair purch sales loss at the securi securi ment subjec Sourc securit remen begin value value ase amou in the end of ties ties cost t e ies t ning of the chang amou nt Repor the 33 深圳市深粮控股股份有限公司 2021 年年度报告全文 model of the curren es in nt ting period period t equity Perio profit d and loss Dome Fair Trada stic Debt value ble and 00001 Zhong 621,8 299,2 299,2 921,0 resche 0.00 measu 0.00 0.00 0.00 financ overs 7 hua-A 06.51 92.76 92.76 99.27 duled remen ial eas shares ts assets stock 621,8 299,2 299,2 921,0 Total 0.00 -- 0.00 0.00 0.00 -- -- 06.51 92.76 92.76 99.27 Disclosure date of securities investment Not applicable approval of the Board Disclosure date of securities investment approval of the Not applicable Shareholder Meeting (if applicable) (2) Derivative investment □ Applicable√Not applicable The Company has no derivatives investment in the Period 5. Application of raised proceeds □ Applicable√Not applicable The Company has no application of raised proceeds in the Period VIII. 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 34 深圳市深粮控股股份有限公司 2021 年年度报告全文 IX. Analysis of main holding Company and stock-jointly companies √ Applicable□Not applicable Particular about main subsidiaries and stock-jointly companies net profit over 10% Unit: RMB/CNY Company Main Register Total Operating Operating Type Net assets Net profit name business capital assets revenue profit Grain & Shenzhen oil trading Cereals processing, 1,530,000, 7,365,242, 4,006,119, 9,756,777, 434,450,83 367,030,30 Subsidiary Group Co., Grain and 000 196.48 280.75 378.23 4.27 2.12 Ltd oil reserve service Shenzhen Hualian Grain & 100,000,00 1,289,084, 368,584,39 3,580,112, 130,526,31 110,078,81 Grain and Subsidiary oil trading 0 314.66 0.44 450.41 3.95 3.92 Oil Trading Co., Ltd. Grain & Shenzhen oil trading 1,285,878, 113,921,07 2,665,817, 62,111,962 50,522,787 Flour Co., Subsidiary 30,000,000 and 993.29 4.41 210.11 .87 .38 Ltd processing Particular about subsidiaries obtained or disposed in report period √ Applicable □ Not applicable The way of getting and treating Influence on overall product and Company name subsidiary in the reporting performance Heilongjiang Hongxinglong Nongken Shenxin Cancellation Cereals Industrial Park Co., ltd Shenzhen Shenbao Property Management Co., Cancellation Ltd Dongguan Shenliang Hualian Grain & Oil Newly established 12,120.68 yuan Trading Co., Ltd. Wuhan Jiacheng Biotechnology Co., Ltd Acquisition 2,854,540.09 yuan Explanation on main holding/stock-jointly enterprise: Shenzhen Cereals Group Co., Ltd: Business scope: general business items: grain and oil purchase and sales, grain and oil storage; grain and oil and products management and processing (operated by branches); operation and processing of feed (operated by outsourcing); investment in grain and oil, feed logistics projects; establishing grain and oil and feed trading market (including e-commerce market) (market license is also available); storage (operated by branches); development, operation and management of 35 深圳市深粮控股股份有限公司 2021 年年度报告全文 free property; providing management services for hotels; investing and setting up industries (specific projects are separately declared); domestic trade; engaging in import and export business; E-commerce and information construction; and grain circulation service. Licensed business items: the following projects shall be operated only with the relevant examination and approval documents if they are involved in obtaining approval: information services (internet information service only); general freight, professional transport (refrigerated preservation). Register capital was 1,530,000,000.00 Yuan. Ended as this period, total assets amounted as 7,365,242,196.48 Yuan, and net assets amounting to 4,006,119,280.75 Yuan, shareholders’ equity attributable to parent Company is 3,795,605,773.34 Yuan; in the reporting period, achieved operation revenue, net profit and net profit attributable to shareholder of parent Company as 9,756,777,378.2 Yuan, 367,030,302.12 Yuan and 344,364,720.75 Yuan respectively. Shenzhen Hualian Grain and Oil Trading Co., Ltd.: Business scope: general business items: domestic trade (except for projects that laws, administrative regulations, and decisions of the State Council require approval before registration); engaging in import and export business (except for projects prohibited by laws, administrative regulations, and decision of the State Council, restricted projects can be operated only after obtaining permission); online feed sales; information consultation, self-owned housing leasing (excluding talent agency services and other restricted items); international freight forwarding, domestic freight forwarding (can only be operated after being approved by the transport department if laws, administrative regulations, State Council decision require the approval of transport department); Licensed business items: following items shall be operated only with the relevant examination and approval documents if they are involved in obtaining approval: purchase and sale of grain and oil, online sales of grain and oil; information service business (internet information service business only). Register capital was 100,000,000.00 Yuan. Ended as this period, total assets amounted as 1,289,084,314.66 Yuan, and net assets amounting to 368,584,390.44 Yuan, shareholders’ equity attributable to parent Company is 340,887,703.77 Yuan;in the reporting period, achieved operation revenue, net profit and net profit attributable to parent Company as 3,580,112,450.41 Yuan, 110,078,813.92 Yuan and 106,590,189.18 Yuan respectively. Shenzhen Flour Co., Ltd: Business scope: general business items: hardware and electrical equipment, chemical products (excluding hazardous chemicals and restricted items), auto parts, purchase and sales of construction materials; self-operated import and export business (carry out according to the provisions of the registration certificate SMGDZZ No. 76); domestic trade (excluding franchise, exclusive control, monopoly commodities); wheat wholesale and retail. Licensed business items: following items shall be operated only with the relevant examination and approval documents if they are involved in obtaining approval: flour processing and production. Register capital was 30,000,000.00 Yuan. Ended as this period, total assets amounted as 1,285,878,993.29 Yuan, and net assets amounting to 113,921,074.41 Yuan, shareholders’ equity attributable to parent Company is 113,921,074.41 Yuan; in the reporting period, achieved operation revenue, net profit and net profit attributable to parent Company as 2,665,817,210.11 Yuan, 50,522,787.38 Yuan and 50,522,787.38 Yuan respectively. X. Structured vehicle controlled by the Company □ Applicable √ Not applicable XI. Prospects on future development (i) Development trend and competition layout of the industry At present, the domestic grain and oil trade, processing, and logistics industries are full-circulation sectors, with high degree of marketization, numerous participating companies and fierce competition. Central enterprises and large local grain enterprises have relatively complete warehousing and logistics facilities, and enjoy a number of national policies; in recent years, a large number of outstanding national and regional private grain enterprises 36 深圳市深粮控股股份有限公司 2021 年年度报告全文 have come to the fore; with the development of China’s grain marketization, foreign grain enterprises have emerged in our country's grain market, and further intensified the competition in the grain and oil industry by relying on abundant resources, strong financial strength and mature management experience. The grain industry in Shenzhen is developing vigorously, there are many grain and oil processing enterprises with a certain scale and many small and medium-sized enterprises in the area, with the advancement of the "dual-zone construction", the population of cities in the Pearl River Delta has increased, and people's living standards have improved, the competition in the food market is orderly and unprecedentedly fierce. (ii) The company’s development strategy During the 14th Five-Year Plan, the Company will focus on the main business of grain, oil and food, conform to the country’s new development requirements for the grain industry, i.e. “agriculture head and industry tail”, “grain head and food tail”, “three chains integration”, etc., seize the major historical opportunities of current significant historical opportunities such as the construction of the Guangdong - Hong Kong - Macao Greater Bay Area and the construction of the Shenzhen Pilot Demonstration Area, and innovate the development strategy of “one chain, two parks and N platforms”, to build a regional leading “grain eastern and southern coastal logistic corridor” with “high-quality grain source base + regional comprehensive park + urban distribution center” and create a national first-class “smart grain, oil and food supply chain quality service providers”. (iii) Operation plan for year of 2022 2022 is the key period of the “14th Five-Year Plan”, and is also the final year of the “Double Hundred Action” and the Shenzhen regional comprehensive reform pilot. The company will thoroughly study and implement the spirit of the Sixth Plenary Session of the 19th Central Committee of the Communist Party of China and the clear tone of the Central Economic Work Conference on economic work in 2022, stabilize the fundamentals, highlight the strengths, firmly grasp the initiative of food security, and make progress while maintaining stability, adhere to high-quality development and strive to achieve business goals. Focus on the following tasks: 1. Focus on reform and innovation, and consolidate the support of modern governance capabilities Firmly grasp the strategic positioning and historical mission of state-owned enterprises in the new era, carry out the double-hundred action, three-year action and benchmarking world-class management improvement action for the reform of state-owned enterprises, and strengthen strategic management, organizational management, operational management, financial management, science and technology management, risk management, human resources management, and information management, and form a modern governance system with complete systems, scientific norms, and efficient operation. 2. Focus on key projects and make breakthroughs to drive all-round development Continue to research, develop and promote investment projects and optimize business layout. The first is to focus on exploring projects with high potential, new trends and strong synergy, and make good project reserves to lay a solid foundation for the extension of the industrial chain and subsequent investment work. The second is to explore new projects in grain source production areas and logistics node industrial parks, and plan the company’s 37 深圳市深粮控股股份有限公司 2021 年年度报告全文 national layout. The third is to seize the opportunity of dual-zone construction and revitalize the stock land. 3. Focus on brand building, empower operations to improve quality and efficiency Firmly promote the development of branding, continuously improve the excellent brand matrix, constantly improve the quality and scale of food supply, strengthen the core competitiveness, innovation strength and output capabilities of the brand, serve the people with more high-quality grain and oil products with preferential prices, and lead the demonstration in grain, oil and food to create a benchmark for people’s well-being. 4. Focus on party building supervision and provide strong political and disciplinary guarantees The first is to thoroughly study and implement General Secretary Xi Jinping’s important expositions on party building in state-owned enterprises, continuously strengthen and improve party leadership, and strengthen and improve party building. The second is to effectively integrate supervision into the corporate governance system, the Party should supervise its own conduct and strengthen the self-discipline, fulfill its duties with high quality, urge and promote the high-quality development of enterprises. 5. Focus on regional grain security, strengthen and standardize grain and oil management Conscientiously implement the overall national security concept and the national food security strategy, focus on key points, make up for shortcomings, strengthen weak points, prevent risks, stabilize market, and ensure safety, and accelerate the construction of higher-level, higher-quality, more efficient, and more sustainable food security system. 6. Focus on risk prevention and control, and guard the bottom line and red line of safety Formulate and improve risk prevention and control plans, comprehensively sort out and find out potential risks, put forward preventive measures, and ensure the smooth progress of production, operation, and reform and development of the enterprise. (iv) Possible risks 1. The risk of the impact of the COVID-19 epidemic The global spread of the COVID-19 epidemic has affected macroeconomic operations to varying degrees. The epidemic making the economy unpredictable and uncertain, which may affect the company's production, trade, and industrial supply chain. The epidemic has caused increases in various costs such as raw material costs, labor costs, and logistics costs. In response to this risk, the company will unswervingly do a good job of epidemic prevention and strictly implement various epidemic prevention measures to ensure the orderly production and operation of the company. 2. Food safety risk On the one hand, our country is paying more and more attention to food safety and strengthening the supervision. On the other hand, consumers’ awareness of food safety and rights protection is also increasing. Food safety has become the industry’s number one risk, especially after the COVID-19 epidemic, consumers' attention to food safety and cleanliness is rapidly increasing in the short term, and put forward higher requirements for food hygiene and safety. 38 深圳市深粮控股股份有限公司 2021 年年度报告全文 The company has always regarded food quality and safety as the most important core work. The first is to strictly implement laws and regulations related to national food safety, and assume the social responsibility of supplying high-quality and safe food to the market. The second is to strengthen the quality of raw materials and strengthen quality control from the source. The third is to strengthen production management, standardize production operations, and implement quality responsibilities. The fourth is to strengthen staff's operating skills and safety awareness training to prevent product quality accidents caused by non-standard operations or weak food safety awareness. The fifth is to continuously improve product quality assurance level through technological transformation and technological progress. The sixth is to strengthen product transportation and storage management to prevent secondary pollution of products. 3. Raw material fluctuation risk On the one hand, with the implementation of the quantitative easing policy of the US dollar and major currencies in the world, the speculative nature and hedging preferences of capital will cause social funds to flow into the bulk commodity sector, which will lead to violent fluctuations in domestic and foreign bulk commodity prices. On the other hand, with the outbreak of the COVID-19 epidemic, most countries' controls on the export of agricultural products will have a major impact on prices; at the same time, the epidemic will also affect the normal operation of the supply chain in various regions and have a direct impact on the supply of bulk agricultural and sideline products. The company will actively respond to the risk of adverse effects of price fluctuations on the company's operations through measures such as strengthening market forecasts, establishing strategic cooperation, optimizing supply management, and using refined management to improve utilization. 4. Risk of intensified market competition As a representative enterprise of regional grain, oil and food business, compared with central enterprises and large multinational grain, oil and food enterprises, the company still has a certain gap in scale and brand awareness. In the future, the competition in the grain, oil and food industry will become more intense, if the company cannot effectively promote its own brand and broaden its marketing channels, it may face greater risks when market competition intensifies. In response to possible market and business risks, on the one hand, the company makes overall plans for the year's procurement, carefully optimizes procurement channels, and ensures sufficient grain supply and orderly supply. On the other hand, the company continues to strengthen communication with upstream and downstream customers in the industry chain, vigorously expands sales channels, focuses on customer needs, deepens brand and service, and enhances the company's brand value and competitiveness. 39 深圳市深粮控股股份有限公司 2021 年年度报告全文 5. M&A integration risks The company carries out investment and M&A projects in accordance with its development strategy. Whether the M&A project can form synergy with the original business and whether the integration of corporate culture and management methods is in place during the critical period of integration of mergers and acquisitions are the key to the realization of the company’s strategic goals. Inadequate management and control can easily lead to merger and acquisition risks. The company will take the following measures to prevent risks, the first is to pay attention to the operation of the merged company and the integrating degree with the company's development strategy, and correct deviations in a timely manner; the second is to pay attention to the synergy between the merged company and the company's existing industry, and coordinate the deployment of resources in a timely manner; the third is to gradually realize the integration of systems and cultures; the fourth is to increase performance improvement and innovation incentives and assessments for mergers and acquisitions, and continuously adjust incentive policies that are compatible with operations. XII. Reception of research, communication and interview during the reporting period □ Applicable √ Not applicable There were no research reception, communication and interview activities occurred in the period 40 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section IV Corporate Governance I. Corporate governance of the Company During the reporting period, the Company constantly improved the corporate governance structure, improved the quality of corporate governance, and established a sound internal control system, strictly in accordance with corporate governance requirements of normative documents released by the “Company Law“,”Securities Law, Corporate Governance Guidelines“and”Standardize Operational Guidelines to Main Board Listed Companies of Shenzhen Stock Exchange. The Company continued to carry out the governance activities, improved the standard operation level, and safeguarded the legitimate interests of the Company and investors. Accountability among Shareholders’ General Meeting, the Board of Directors and Supervisors were clear, we strictly implemented the rules from the "Articles of Association" during the reporting period as well as work regulations and other basic management system to ensure the effective implementation of the internal control system. The Company received no relevant documents with administrative regulation concerned from supervision department in reporting period, and has no particular about rectification within a time limit. From point of the Board, corporate governance of the Company shows no difference to requirement from relevant documents with actual condition. Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for listed Company from CSRC? □ Yes √ No There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance for listed Company from CSRC. II. Independence of the Company relative to controlling shareholder and the actual controller in ensuring the Company’s assets, personnel, finance, organization and businesses By the end of the reporting period, Food Materials Group is the actual controller of the Company. The Company, in strict accordance with the governance rules of listed corporate and other relevant provisions, completely separates from the controlling shareholders in business, finance, personnel, assets, organizations, and has independent full business and self management ability. 1. Independent Business: The business of the Company is independent from controlling shareholders and has complete business and self 41 深圳市深粮控股股份有限公司 2021 年年度报告全文 management ability, not depends on the shareholders and their affiliated enterprises, which has no competition with controlling shareholder and its subordinate enterprises. The controlling shareholder has no direct or indirect intervention in the Company business activities. 2. Independent Staff: The Company has special organization to manage labor and payment, and has independent perfect personnel system and collective management system. General Manager of the Company as well s deputy GM, secretary of the Board, CFO and other senior executives are received remuneration from the Company, and are not received remuneration from shareholders’ unit and subordinate enterprises and holding the post except director or supervisor. 3. Independent Assets: The Company has independent and integrity asset structure; there is no controlling shareholder's non business occupation of money and the property. 4. Independent Organization: The Company has set up a sound organizational structure system and operates independently; there is no mixed operation between the Company and controlling shareholders. 5. Financial Independent: The Company, with independent financial department, has set up independent accounting system and financial management system and makes financial decision independently. With independent bank accounts, tax payment, the Company strictly follows the financial system and has independent operation and standardized management. III. Horizontal Competition □ Applicable √ Not applicable IV. In the report period, the Company held annual general meeting and extraordinary shareholders’ general meeting 1. Annual General Meeting in the report period Ratio of investor Session of meeting Type Date Date of disclosure Resolutions participati on Disclosed at Annual General AGM 72.03% 2021-05-18 2021-05-19 www.cninfo.com.cn on No. Meeting of 2020 2021-14" resolutions of the 42 深圳市深粮控股股份有限公司 2021 年年度报告全文 Annual General Meeting of 2020 " dated 19 May 2021 Disclosed at www.cninfo.com.cn on No. First extraordinary Extraordinary 2021-24" resolutions of the general meeting of general 72.03% 2021-08-02 2021-08-03 First extraordinary general 2021 meeting meeting of 2021" dated 3 August 2021 Disclosed at Second www.cninfo.com.cn on No. Extraordinary extraordinary 2021-30" resolutions of the general 72.07% 2021-12-14 2021-12-15 general meeting of Second extraordinary meeting 2021 general meeting of 2021" dated 15 December 2021 2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore □ Applicable √ Not applicable V. Directors, supervisors and senior executives 1. Basic information Shar Numb Shar Numb es er of es Reason er of Othe held shares held s for Work shares r at increa at increas ing Se Ag Start dated of office End date of office decrea chan Name Title perio sed in perio e or statu x e term term sed in ges d-be this d-en decrea s this (shar gin period d se of period e) (shar (share (shar shares (share) e) ) e) Party Curr Secretar ently Zhu Ma y, in 57 2019-02-21 2022-02-21 0 0 0 0 0 - Junming le Chairma offic n e Deputy Curr Party ently Hu Secretar Ma in 57 2019-02-21 2022-02-21 0 0 0 0 0 - Xianghai y, le offic Director, e GM 43 深圳市深粮控股股份有限公司 2021 年年度报告全文 Deputy Curr Party ently Lu Ma Secretar in 59 2019-02-21 2022-02-21 0 0 0 0 0 - Qiguang le y, offic Director e Curr ently Fe Director, Lu Yuhe in ma 44 2021-08-02 2022-02-21 0 0 0 0 - CFO offic le e Curr Indepen ently Zhao Ma dent in 65 2019-02-21 2022-02-21 0 0 0 0 0 - Rubing le director offic e Curr Indepen ently Fe Bi dent in ma 65 2019-02-21 2022-02-21 0 0 0 0 0 - Weimin director offic le e Curr Indepen ently Liu Ma dent in 50 2019-02-21 2022-02-21 0 0 0 0 0 - Haifeng le director offic e Curr ently Ma Wang Li Director in 60 2018-05-15 2022-02-21 0 0 0 0 0 - le offic e Curr ently Fe Ni Yue Director in ma 47 2018-05-15 2022-02-21 0 0 0 0 0 - offic le e Secretar y of Curr Discipli ently Fe Wang ne in ma 54 2018-05-15 2022-02-21 0 0 0 0 0 - Huimin Committ offic le ee, e Chairma 44 深圳市深粮控股股份有限公司 2021 年年度报告全文 n of supervis ory committ ee Curr ently Supervis Ma Liu Ji in 46 2019-02-21 2022-02-21 0 0 0 0 0 - or le offic e Curr ently Fe Qian Supervis in ma 49 2019-02-21 2022-02-21 0 0 0 0 0 - Wenying or offic le e Curr Zheng Staff ently Ma Shengqia supervis in 54 2019-02-21 2022-02-21 0 0 0 0 0 - le o or offic e Curr Staff ently Ma Ma supervis in 57 2019-02-21 2022-02-21 0 0 0 0 0 - Zenghai le or offic e Deputy Curr GM, ently Chen Ma Secretar in 55 2020-08-24 2022-02-21 0 0 0 0 0 - Xiaohua le y of the offic Board e Curr ently Deputy Ma Xiao Hui in 43 2020-02-28 2022-02-21 0 0 0 0 0 - GM le offic e Curr ently Deputy Ma Dai Bin in 57 2019-02-21 2022-02-21 0 0 0 0 0 - GM le offic e Meng Deputy Curr Ma 49 2019-09-11 2022-02-21 0 0 0 0 0 - Xiaoxian GM ently le 45 深圳市深粮控股股份有限公司 2021 年年度报告全文 in offic e Jin Former Offic Fe Zhenyua Director, e-lea ma 50 2019-02-21 2021-07-16 0 0 0 0 0 - n CFO ving le Total -- -- -- -- -- -- 0 0 0 0 0 -- During the reporting period, whether there was any departure of directors and supervisors and dismissal of Senior Officers √ Yes □ No On July 16, 2021, the BOD of the Company received a written resignation report submitted by Director and CFO of the Company Ms. Jin Zhenyuan. Due to the wok transfer, Ms. Jin Zhenyuan applied for resignation from the Director and CFO of the Company. Changes of directors, supervisors and senior officers √ Applicable □ Not applicable Name Title Type Date Reason Appointme Appointed by the general meeting of Lu Yuhe Director, CFO 2021-08-02 nt shareholders Former Director, Office-lea Jin Zhenyuan 2021-07-16 Work transfer CFO ving 2. Post-holding Professional background, major working experience and present main responsibilities in Company of directors, supervisors and senior executive (i) Director Mr. Zhu Junming: was born in 1964, master’s degree and a senior economist. He successively served as cadet and cadre of Air Force Radar Institute; cadres of organs directly under Hubei Province; GM and President of the enterprise under Shenzhen Agricultural Products Group Co., Ltd; the Director, assistant GM, deputy GM, GM and deputy party secretary of Agricultural Products; Party Secretary and Chairman of Shenzhen Cereals Group Co., Ltd; executive director and GM of Shenzhen Fude State Capital Operation Co., Ltd. Now he serves as Party Secretary and Chairman of the Company. Mr. Hu Xianghai: was born in 1964, master’s degree and a senior economist. He successively served as the lecturer of Shenzhen Institute of Education; director of general office of Asia Branch of the Shenzhen Huale Industrial Co., Ltd.; director of the Shenzhen Enterprise Management Cadre Training Center; deputy secretary general and office director of the Secretarial Shenzhen Association of Enterprise Management and Shenzhen Association of Chinese and Foreign Entrepreneurs; director of development dept. and director of the marketing management dept. of Shenzhen Special Economic Zone Duty-Free Commodity Enterprise Company; GM of Temian Electronic Technology Professional Market Management Co., Ltd.; assistant to the GM and GM of 46 深圳市深粮控股股份有限公司 2021 年年度报告全文 enterprise dept., GM, deputy secretary of the party committee, director and GM of Shenzhen Agricultural Products Co., Ltd; served as the president of Shenzhen South Agricultural Products Logistics Co., Ltd. while take post as assistant to the deputy GM, and the president of Shenzhen Qianhai Agricultural Products Exchange Co., Ltd; deputy secretary of the party committee, director and GM of Shenzhen Cereals Group Co., Ltd. Now he serves as deputy secretary of the party committee, director and GM of the Company. Mr. Lu Qiguang: born in 1962, a university graduate, an assistant economist. He successively served as the clerk and deputy chief of the Grain Bureau of Boluo County; an office staff and deputy director of Shenzhen Grain Co., Ltd.; the deputy director of office, assistant GM and deputy GM of Shenzhen Cereals Corporation; a member of the party committee, deputy GM, deputy party secretary and director of Shenzhen Cereals Group Co., Ltd, and the president of Shenzhen Flour Co., Ltd. Now he serves as the deputy secretary of the party committee and director of the Company. Ms. Lu Yehe: born in 1977, master’s degree and CPA.She previously worked as the senior auditor of Ernst & Young; the independent non-executive director, Director and CFO of China Trends Holdings Limited; CFO of VIEIN; Director and CFO of the Shenzhen Exhibition & Convention Center Management Co., Ltd., the Director and CFO of Shenzhen Tong Chan Group and CFO of Shenzhen Yinhu Convention Center (Hotel) Co., Ltd. Now she is the Director and CFO of the Company. Mr. Wang Li: born in 1961, master’s degree and an accountant. He successively served as assistant workers in Chengdu Locomotive Factory; assistant workers in Xi’an Railway Branch; business manager, vice director of the financial department, director of capital division, deputy chief accountant, deputy GM, Director, deputy party secretary and GM of Shenzhen SEG Group Co., Ltd.; director of Shenzhen Cereals Group Co., Ltd. now he serves as Director of the Company and Director of Shenzhen Agricultural Products Group Co., Ltd. Ms. Ni Yue: born in 1974, a master’s degree and a senior accountant. She successively served as general ledger accountant in Shanghai Jingan Commercial & Trade Corporation; chief accounting in Shanghai Tailong Real Estate Co., Ltd.; finance officer in Shanghai Baodi Property Co., Ltd; chief accountant in Shanghai Ruian Real Estate Co., Ltd and full-time supervisor in the enterprise directly under SASAC of Shanghai Pudong New District; Director of Shenzhen Cereals Group Co., Ltd and Shenzhen Bus Group Co., Ltd. Now she serves as Director of the Company, Director of Shenzhen Food Materials Group Co., Ltd and Shenzhen Special Zone Construction Development Group Co., Ltd. Mr. Zhao Rubin: born in 1956, a master’s degree and professor of engineering. He successively served as the director and secretary of Gezhouba Station for EHVDC transmission from Gezhouba to Shanghai; director of office and director of foreign affairs office of Gezhouba Hydro-power Plant; the secretary of party group and GM of Huaneng South Development Company; party secretary and GM of Huaneng Real Estate Development 47 深圳市深粮控股股份有限公司 2021 年年度报告全文 Company; Director, deputy president, deputy party secretary of Great Wall Securities; president of Jingshun Great Wall Fund Management Co., Ltd.; deputy president of Sunshine Insurance Assets Management Corporation Limited; the outside director of Shenzhen Cereals Group Co., Ltd; independent director of Bros Eastern Co., Ltd. Now he serves as independent director of the Company; independent director of Southwest Securities Co., Ltd and Director of Bosera Fund Management Co., Ltd. Ms. Bi Weimin: born in 1956, a doctoral candidate, and a senior accountant. She successively served as engineer of the Gezhouba Power Plant, assistant director and deputy director; deputy president and director of Three Gorges Finance Company; chief economist and supervisor of China Yangtze Power Co., Ltd.; deputy chief accountant of China Three Gorges Corporation, the member of investment committee and director of asset finance dept. As well as the director of enterprise management dept and legal affairs department. Now she serves as independent director of the Company. Mr. Liu Haifeng: born in 1971, a doctoral student and a lawyer. He successively served as director of legal department of Shenzhen Property Development (Group); the partner of Guangdong Xintong Laws Firm. Now he serves as independent director of the Company and first-level partner of Guangdong Hancheng Laws Firm. (ii) Supervisor Ms. Wang Huimin: born in 1967, a master’s degree and a intermediate economist, senior HR manager and has a lawyer’s qualification. She successively served as a legal adviser for Shenzhen Construction Group Co., Ltd, an economist, chairman of the committee of female employees, manager of HR department in Shenzhen Construction Investment Holding Co., Ltd; director of HR department of Shenzhen Investment Holdings Co., Ltd; Deputy GM of SZPRD; Director, Deputy party secretary, Secretary of Discipline Committee and Chairman of supervisory committee of Shenzhen Cereals Group Co., Ltd. Now she serves as Secretary of Discipline Committee and Chairman of supervisory committee of the Company. Mr. Liu Ji: born in 1975, master’s degree and a economist. He successively served as secretary of executive Board committee, GM of IT Engineering departmnet, GM of administrative department, GM of enterprise management department and GM of investment department of Shenzhen International Holdings Limited; non executive director of Shenzhen Expressway Co., ltd.; the supervisor of Shenzhen Cereals Group Co., Ltd. Now he is the supervisor of the Company; the executive director, deputy GM and secretary of the Board of Shenzhen Holdings Bay Area Development Co., Ltd.; the mediation expert of Shenzhen International Arbitration Court (Shenzhen Arbitration Commission). Ms. Qian Wenying: born in 1972, holds a bachelor degree, a member of Association of Chartered Certified Accountants (ACCA), and a senior economist. She successively served as the office translator, secretary and researcher of project investment office in Shenzhen Tagen Group Co., Ltd.; the assistant manager and manager of 48 深圳市深粮控股股份有限公司 2021 年年度报告全文 marketing department of Tagen Investment Development Co., Ltd., the director of office of the board and representative of security affairs of Shenzhen Tagen Group Co., Ltd; supervisor of Shenzhen Cereals Group Co., Ltd. Now she serves as supervisor of the Company and director of policy research office of Shenzhen Metro. Mr. Zheng Shengqiao, born in 1967, holds a bachelor degree and an intermediate accountant. He successively served as member of the special representative office of the state audit administration in Guangzhou; deputy manager of accounting department of Hong Kong Yuehai Enterprise (Group) Co., Ltd; deputy GM of CTS Logistics; CFO of the AVSHD Technology Co., Ltd; the deputy director of finance department, deputy director of enterprise management department, director of board office, deputy secretary of discipline inspection commission, secretary of the BOS and director of discipline inspection and supervision office (office of BOS) of the Shenzhen Cereals Group Co., Ltd. Now he serves as the staff supervisor, deputy secretary of discipline inspection commission and director of discipline inspection and supervision office (office of BOS) of the Company. Mr. Ma Zenghai: born in 1964, master’s degree and an intermediate economist, lecturer. He successively served as the general representative of Thailand project in Shenzhen Cereals Group Co., Ltd; president and GM of Shenzhen Hualian Grain & Oil Trade Co., ltd.; GM and secretary of the Party branch of Grease branch of Shenzhen Cereals Group Co., Ltd; head of the risk management department of Shenzhen Cereals Group Co., Ltd. Now he serves as staff supervisor and head of the risk management and internal audit department of the company. (iii) Senior executive Mr. Chen Xiaohua, born in 1966, holds a master's degree, is an economic manager. He served successively as chief of the secretarial section, deputy director and director of the office of the board of directors, and secretary of the board, director, and vice president of Shenzhen Agricultural Products Group Co., Ltd., concurrently served as chairman of Guangxi Haijixing International Logistics Co., Ltd., chairman of Tianjin Haijixing Agricultural Products Market Management Co., Ltd., and chairman of Tianjin Haijixing Agricultural Products Logistics Co., Ltd. He currently serves as deputy general manager and secretary of the board of the company. Mr. Xiao Hui, born in 1978, holds a master's degree, is a master of finance and a master of business administration. He served as a staff member of the Personnel and Education Department, and a staff member, a deputy chief staff member, a chief staff member, deputy director, and director of the General Office of the People's Bank of China,; and the deputy head of the Nanshan District People's Government. He currently serves as deputy general manager of the company. Mr. Dai Bin: born in 1964, master’s degree and a senior engineer. He successively served as counselor of Radio Engineering Department of Huazhong University of Technology and secretary of the Youth League Committee; an engineer and purchasing manager of Shenzhen Huada Electronic Co., Ltd; GM of Shenzhen Shengye Venture Electronics Co., Ltd; GM of Shenzhen Zhongnong E-commerce Co., Ltd; director of information, director and 49 深圳市深粮控股股份有限公司 2021 年年度报告全文 deputy GM of e-commerce center and executive director of Shenzhen Shenliang Doximi Business Co., Ltd. Now he serves as the deputy GM of the Company. Mr. Meng Xiaoxian: born in 1972, master’s degree. He successively served as cadres of Shenzhen Youth League School; member of the learning department of Shenzhen Municipal Committee of Communist Youth League, deputy director section of liaison department, director section of liaison department, director section of office, deputy director of organization and publicity department, director of office, director of community and rights department; deputy director of Pingshan New Area Public Utilities Bureau and director of Planning and Land Supervision Bureau of Shenzhen; deputy secretary of Pingshan Working Committee and director of Pingshan Office, Pingshan New District, Shenzhen; secretary of Malian Working Committee and director of Malian Office, Pingshan New District, Shenzhen; secretary of the working committee of Malian Sub-district, Pingshan District, Shenzhen, director and secretary of the working committee of Malian sub-district office of Communist Party of CHina. Now he serves as deputy GM of the Company. Post-holding in shareholder’s unit √ Applicable □ Not applicable Weather receiving remuneration Start dated of office End date of office Name Name of shareholder’s units Position from term term shareholder’s units Shenzhen Agricultural Products Wang Li Director 2018-09-17 2022-01-12 Y Group Co., Ltd Shenzhen Food Materials Group Ni Yue Director 2021-11-04 Y Co., Ltd Explanation on post-holdin N/A g in shareholder’ s unit Post-holding in other unit √ Applicable □ Not applicable Weather receiving Start dated of office End date of office Name Name of other units Position remunerati term term on from other units Ni Yue Shenzhen Bus Group Co., Ltd. Director 2017-08-01 2021-11-04 Y 50 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenzhen Special Zone Construction Ni Yue Director 2021-11-04 N Development Group Co., Ltd. Zhao Bosera Fund Management Co., Ltd. Director 2017-12-01 N Rubing Zhao Independent Southwest Securities Co., Ltd 2017-03-01 Y Rubing director Zhao Independent Bros Eastern Co., Ltd. 2015-05-01 2021-05-28 Y Rubing director Liu Guangdong Hancheng Laws Firm First-level partner 2007-02-01 Y Haifeng Executive Shenzhen Holdings Bay Area director, Deputy Liu Ji 2018-04-01 Y Development Co., Ltd GM and Secretary of the Board Qian Director of Policy Shenzhen Metro 2018-02-01 Y Wenying Research Office Punishment of securities regulatory authority in recent three years to the Company’s current and outgoing directors, supervisors and senior management during the reporting period □ Applicable √ Not applicable 3. Remuneration for directors, supervisors and senior executives Decision-making procedures, determination bases and actual payment of remunerations of directors, supervisors and senior management During the reporting period, according to the Company Performance Management Measures, the Company's board meeting remuneration and appraisal committee combined with the Company's annual business situation and individual performance appraisal result and determined the senior management personnel salary. During the reporting period, the subsidiary standard of independent directors is subject to the resolution by the 2019 Fifth Extraordinary General Meeting and adjusted as 138,000 yuan (tax included) per year for one person. Remuneration for directors, supervisors and senior executives in reporting period Unit: 10 thousand Yuan Whether Total remuneration Post-holding remuneration Name Title Sex Age obtained from status obtained from related party of the Company the Company Zhu Currently in Party Secretary, Chairman Male 57 120.12 N Junming office Hu Deputy Party Secretary, Currently in Male 57 137.35 N Xianghai Director, GM office 51 深圳市深粮控股股份有限公司 2021 年年度报告全文 Deputy Party Secretary, Currently in Lu Qiguang Male 59 123.55 N Director office Currently in Lu Yuhe Director, CFO Female 44 27.08 Y office Zhao Currently in Independent director Male 65 13.8 N Rubing office Currently in Bi Weimin Independent director Female 65 13.8 N office Liu Currently in Independent director Male 50 13.8 N Haifeng office Currently in Wang Li Director Male 60 15.3 Y office Currently in Ni Yue Director Female 47 15.3 Y office Secretary of Discipline Wang Currently in Committee, Chairman of Female 54 50.3 Y Huimin office supervisory committee Currently in Liu Ji Supervisor Male 46 0 N office Qian Currently in Supervisor Female 49 0 N Wenying office Zheng Currently in Staff supervisor Male 54 119.92 N Shengqiao office Ma Currently in Staff supervisor Male 57 107.57 N Zenghai office Chen Deputy GM, Secretary of the Currently in Male 55 88.5 N Xiaohua Board office Currently in Xiao Hui Deputy GM Male 43 116.65 N office Currently in Dai Bin Deputy GM Male 57 125.11 N office Meng Currently in Deputy GM Male 49 120.93 N Xiaoxian office Jin Former Director, CFO Female 50 Office-leaving 23.22 Y Zhenyuan Total -- -- -- -- 1,232.3 -- 52 深圳市深粮控股股份有限公司 2021 年年度报告全文 VI. Responsibility performance of directors during the reporting period 1. The board of directors during the reporting period Session of meeting Date of meeting Disclosure date Meeting resolutions The “Resolution of The 13th Session of 10th BOD” (Notice No.: 2021-01) released on The 13th Session of 10th BOD 2021-02-03 2021-02-04 Juchao Website (www.cninfo.com.cn)dated February 4, 2021 The “Resolution of The 14th Session of 10th BOD” (Notice No.: 2021-07) released on The 14th Session of 10th BOD 2021-04-23 2021-04-27 Juchao Website (www.cninfo.com.cn)dated April 27, 2021 The “Resolution of The 15th Session of 10th BOD” (Notice No.: 2021-15) released on The 15th Session of 10th BOD 2021-06-01 2021-06-02 Juchao Website (www.cninfo.com.cn)dated June 2, 2021 The “Resolution of The 16th Session of 10th BOD” (Notice No.: 2021-19) released on The 16th Session of 10th BOD 2021-07-16 2021-07-17 Juchao Website (www.cninfo.com.cn)dated July 17, 2021 The “Resolution of The 17th Session of 10th BOD” (Notice No.: 2021-25) released on The 17th Session of 10th BOD 2021-08-24 2021-08-26 Juchao Website (www.cninfo.com.cn)dated August 26, 2021 The “Resolution of The 18th Session of 10th The 18th Session of 10th BOD 2021-10-26 2021-10-26 BOD” The “Resolution of The 19th Session of 10th BOD” (Notice No.: 2021-28) released on The 19th Session of 10th BOD 2021-11-25 2021-11-26 Juchao Website (www.cninfo.com.cn)dated November 26, 2021 2. The attending of directors to Board meetings and shareholders general meeting The attending of directors to Board Meeting and Shareholders General Meeting Times of Times of Absent the Board attending the Times of Times of Meeting for meeting Times of Board Times of attend the Director entrusted the second supposed to Presence Meeting by Absence general presence time in a attend in the communicati meeting row (Y/N) report period on 53 深圳市深粮控股股份有限公司 2021 年年度报告全文 Zhu Junming 7 4 2 1 0 N 2 Hu Xianghai 7 5 0 2 0 N 2 Lu Qiguang 7 7 0 0 0 N 3 Jin Zhenyuan 3 3 0 0 0 N 1 Lu Yuhe 3 3 0 0 0 N 1 Zhao Rubing 7 5 2 0 0 N 2 Bi Weimin 7 2 5 0 0 N 3 Liu Haifeng 7 6 1 0 0 N 3 Wang Li 7 7 0 0 0 N 3 Ni Yue 7 7 0 0 0 N 3 Explanation of absent the Board Meeting for the second time in a row Nil 3. Objection for relevant events from directors Directors come up with objection about Company’s relevant matters □ Yes √ No No directors come up with objection about Company’s relevant matters in the Period 4. Other explanation about responsibility performance of directors The opinions from directors have been adopted √ Yes □ No Director's statement to the Company that a proposal has been or has not been adopted During the reporting period, independent directors of the Company was in strict accordance with relevant laws from the "Articles of Association", the "Company Law", "Guidance to Establishment of Independent Director System in Listed Companies ", and actively attended board meetings, shareholders' meetings. We issued independent professional opinion for important issues. And we sustained attention to the operating, inspected and guided the management work from time to time, learned about internal control system, implementation progress of the equity investment project, etc., and continue to enhance consciousness of performing duties according to law, express independent and impartial advice for investment outside, related party transactions, hiring auditors and other matters occurred during the reporting period in time. Duties performance of independent directors has improved the corporate governance structure and safeguarded the interests of the Company and its shareholders. From performance of duties of Independent Directors please note from “2021 Annual Work Report of Independent Directors” detailed in www.cninfo.com.cn on disclosure. 54 深圳市深粮控股股份有限公司 2021 年年度报告全文 VII. Performance of Duties by Specialized Committees under the Board Meeting in the Reporting Period Specific Importan circums Number t Other tances Committee Member of comment performa of the Meeting content name s meetings Date of meeting s and nce of objectio held suggestio duties n (if ns made applicab le) Deliberated the follow proposals and reports as Internal Control Evaluation Report of 2020, Work Report of the Internal Control System of 2020; 2021-04-23 Summary Report on the - - N/A Audit Works of BDO China Shu Lun Pan Certified Public Accountant LLP for 2020; Financial Report of Bi 2020 and Financial Report Weimin, Audit of Q1 for 2021 Zhao Committee Rubing, 4 Deliberated the Financial of the Jin 2021-08-24 Report of Semi-Annual of - - N/A Board Zhenyua 2021 n Deliberated the Financial 2021-10-26 - - N/A Report of Q3 for 2021 Deliberated the follow proposals and reports as Corporate Compliance Management Approach, 2021-11-25 Evaluation Management - - N/A Method after the Investment and Authorization Management Method of the BOD Remunerati Senior executive’s Zhao on and debriefing, questioning and Rubing, Appraisal 2 2021-04-21 review for year of 2020; and - - N/A Bi Committee deliberated the Proposal on Weimin, of the Remuneration of Directors 55 深圳市深粮控股股份有限公司 2021 年年度报告全文 Board Ni Yue and Senior Executives for year of 2020 Deliberated the Proposal on Business Performance 2021-07-16 Responsibility Letter of the - - N/A Senior Executives for year of 2021 Zhao Rubing, Nominatio Zhu n Junming, Deliberated the Proposal of Committee 1 2021-07-16 - - N/A Bi Director Supplement of the Weimin , Board Liu Haifeng Deliberated the Draft Zhu 2021-02-03 Comprehensive Budget for - - N/A Junming, 2021 Strategy Hu Deliberated the Proposal on Committee Xianghai 3 Acquisition of 49% Equity of the , Zhao 2021-06-01 - - N/A of Dongguan Shenliang Board Rubing, Logistics Co., Ltd. Liu Haifeng Deliberated the 14th 2021-11-25 - - N/A Five-Year Plan VIII. Works from Supervisory Committee The Company has risks in reporting period that found in supervisory activity from supervisory committee □ Yes √ No Supervisory committee has no objection about supervision events in reporting period IX. Particulars of workforce 1. Number of Employees, Professional composition, Education background Employee in-post of the parent Company at period-end 129 (people) Employee in-post of main Subsidiaries at period-end (people) 1,149 The total number of current employees at period-end (people) 1,278 The total number of current employees to receive pay (people) 1,278 Retired employee’ s expenses borne by the parent Company 1 56 深圳市深粮控股股份有限公司 2021 年年度报告全文 and main Subsidiaries (people) Professional composition Category of professional composition Numbers of professional composition (people) Production personnel 485 Salesperson 156 Technicians 113 Financial personnel 116 Administrative personnel 408 Total 1,278 Education background Education Numbers (people) Postgraduate 148 Undergraduate 487 3-years regular college graduate 267 Polytechnic school graduate 86 High school and below 290 Total 1,278 2. Remuneration Policy During the reporting period, employee wages was paid monthly according to salary management provisions set by the Company, and the performance-related pay was issued based on the actual situation of benefit and individual performance assessment results at the year-end, remuneration and benefit are connected as a whole. 3. Training Plan SZCH fully draws on the excellent experience of the industry, according to the strategic development and talent echelon construction needs, the Company will continue to improve the talent selection, training and development system based on the core of “Youhe Plan” for management trainees, the “Daoxiang Plan” for reserve talents and “Jinsui Plan” for the key position talents. Combines with the company’s management innovation, organizational innovation and marketing innovation development needs to continuously promote the development and growth of management and professional talents, and build a high-quality professional talent team with SZCH characteristics. In 2022, SZCH will continue to follow the strategic goal of "smart grain, oil and food supply chain quality service provider", combine the strategic path of "one chain, two parks and N platforms" and the actual business conditions, and strive to enhance the supporting role of human resource management for the company's strategy. Empower innovative talents, make full use of internal and external, online and offline resources, create a standardized curriculum system and empowerment plan for the employees, continue to promote the systematization and professionalization of the company's training management, and further strengthen the implementation of the company's innovation-driven development and strategy of talents strengthening the company. 57 深圳市深粮控股股份有限公司 2021 年年度报告全文 4. Labor outsourcing □ Applicable √ Not applicable X. Profit distribution plan and capitalizing of common reserves plan Formulation, Implementation and Adjustment of Profit Distribution Policy Especially Cash Dividend policy during the Reporting Period √ Applicable □ Not applicable The profit distribution policy of the Company is specified in the Article of Association as: (1) Profit distribution of the Company should pay attention to the reasonable investment return to the investors, and the profit distribution policy should maintain continuity and stability; (2) The Company may distribute dividends in the form of cash or a combination of cash and stocks, and may pay interim cash dividends; (3i) The following conditions shall be met at the same time when the Company intends to implement cash dividends: 1. Earnings per share for the year is not less than 0.1 yuan; 2. The audit institution shall issue a standard unqualified audit report on the company's annual financial report; 3. The company has no major investment plans or major cash expenditures (except for fund-raising projects). Major investment plans or major cash expenditures refer to the cumulative expenditures that the company intends to invest, acquire assets, or purchase equipment in the next twelve months reach or exceed 30% of the company's most recent audited total assets, and exceed 50 million yuan; (4) In principle, the company's annual profits distributed in cash should not be less than 10% of the attributable profits realized in the year; and the company’s cumulative profits distributed in cash in the last 3 years should not be less than 30% of the annual average attributable profits realized in the last 3 years. Under the premise of ensuring the distribution of cash profits, the company can additionally adopt the method of stock dividend distribution for profit distribution; the company's annual profit distribution amount shall not exceed the company's accumulated undistributed profits at the end of the year, and shall not damage the company's ability to continue operations; (5) The specific profit distribution plan shall be drawn up by the board of directors and submitted to the general meeting of shareholders for deliberation. The company provides a variety of ways to accept the recommendations and supervision of all shareholders, independent directors and supervisors on the company's dividends. If the annual report period is profitable but the board of directors does not propose a cash dividend plan in accordance with the "Articles of Association", it shall be disclosed in the periodic report the reasons for not proposing a cash dividend plan in accordance with the "Articles of Association", and the purpose of funds not used for dividends but retained by the company, the independent directors shall express independent opinions on this purpose, in 58 深圳市深粮控股股份有限公司 2021 年年度报告全文 addition to on-site meetings, the company shall also provide shareholders with an online voting platform when convening a general meeting of shareholders; (6) If the company has not distributed cash profits in the last 3 years, it can not issue new shares to the public, issue convertible corporate bonds or allot shares to original shareholders; (7) Where a shareholder illegally occupies the company’s funds, the company shall deduct the cash dividends distributed to the shareholder in order to repay the capital occupied; (8) When the company adjusts its profit distribution policy, it should take the protection of shareholders, especially small and medium shareholders' rights and interests, as the starting point for detailed argumentation, and the board of directors should submit it to the general meeting of shareholders for review and approval by a special resolution, while independent directors should express clear independent opinions; (9) The company provides multiple channels (telephone, fax, e-mail, interactive platform, etc.) to accept all shareholders' suggestions and supervision on the company's dividends. The foreign exchange conversion rate of domestically-listed foreign share dividends is calculated based on the central parity rate of Hong Kong dollar against RMB announced by the People's Bank of China on the first working day after the resolution date of the general meeting of shareholders. During the reporting period, the company’s profit distribution complied with the company’s articles of association and review procedures, and fully protected the legitimate rights and interests of small and medium investors, independent directors expressed their opinions, the profit distribution procedures were compliant and transparent. During the reporting period, the company's profit distribution policy has not been adjusted or changed. Special explanation on cash dividend policy Satisfy regulations of General Meeting or requirement of Y Article of Association (Y/N): Well-defined and clearly dividend standards and proportion Y (Y/N): Completed relevant decision-making process and mechanism Y (Y/N): Independent directors perform duties completely and play a Y proper role (Y/N): Minority shareholders have opportunity to express opinions and demands totally and their legal rights are fully protected Y (Y/N): Condition and procedures are compliance and transparent Not applicable while the cash bonus policy adjusted or changed (Y/N): 59 深圳市深粮控股股份有限公司 2021 年年度报告全文 The Company gains profits in reporting period and the has positive profit available for distribution to shareholders of the parent company but no cash dividend distribution plan has been proposed □ Applicable √ Not applicable Profit distribution plan and capitalizing of common reserves plan for the Period √ Applicable □ Not applicable Bonus shares for every 10-share (Share) 0 Dividends for every 10-share (RMB) (Tax 2.50 included) Equity base of distribution plan (Share) 1,152,535,254 Cash bonus distribution (RMB) (Tax included) 288,133,813.50 Cash bonus distribution in other ways (i.e. share 0.00 buy-backs) (RMB) Total cash bonus (including other ways) (RMB) 288,133,813.50 Profit available for distribution(RMB) 295,149,580.63 Ratio of total cash dividend (other ways 100% included) in total profit distribution Cash dividend The Company is in a development stage and has the arrangement of major capital expenses, ratio of cash dividend in profit distribution should reach a minimum of 20% while the profit distributed. Detailed explanation on profit distribution or capital accumulation fund conversion plan After audited by BDO China Shu Lun Pan Certified Public Accountant LLP, in consolidate statement for year of 2021, the net profit attributable to shareholders of parent company amounted as 428,720,226.09 yuan, net profit of parent company was 232,079,150.47 yuan; Ended as 31st December 2021, the profit of parent company that can be distributed for shareholders was 295,149,580.63 yuan, balance of consolidate capital public reserves was 1,259,639,656.65 yuan. In line with relevant regulations and Article of Association, combined with the actual development needs of the Company and consider the interest of shareholders, BOD plans to submit the equity distribution plan for year of 2021 to shareholders general meeting: based on total share capital 1,152,535,254 shares of the Company on 31 st December 2021, distributed 2.5 Yuan (tax included) for every 10-share to all shareholders with zero share bonus (tax included), and no share converted from capital reserve 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. 60 深圳市深粮控股股份有限公司 2021 年年度报告全文 XII. Construction and implementation of internal control system during the reporting period 1. Construction and implementation of internal control In accordance with the Company Law, the Guidelines for Governance of Listed Companies, the relevant regulations of the China Securities Regulatory Commission and other relevant national laws and regulations, the company has established a general meeting of shareholders, a board of directors, a board of supervisors, a party committee, and managers. The board of directors consists of a strategy committee, a remuneration and appraisal committee, a nominations committee and an audit committee, clarified the responsibilities and authorities of decision-making, execution, and supervision, and formed a scientific and effective division of responsibilities and checks and balances mechanism, providing a good internal environment for the establishment and operation of the company’s internal control system. In terms of the construction and implementation of the internal control system, the board of directors is responsible for the establishment, improvement and effective implementation of the internal control system, the board of supervisors supervises the establishment and implementation of the internal control system of the board of directors, and the managers are responsible for organizing the daily operation of the company’s internal control system, and the company’s risk management and internal audit department is specifically responsible for organizing and coordinating the establishment, implementation, evaluation and daily work of the internal control system. The company has established management systems and procedures in line with internal control management norms in terms of organizational structure, development strategy, internal audit and supervision, human resources, social responsibility, corporate culture, capital management, procurement business, sales business, asset management, engineering project management, research and development, guarantee business, investment management, contract management, budget management, financial reports, and information communication, which have been effectively implemented in the daily business operation and management process. 2. Details of major defects in internal control identified during the reporting period □Yes √No XIII. Management and controls on the subsidiary during reporting period Problems Measures Progress Follow-up Integration encountere Name Integration plans taken to in solution progress d in resolve solution plan integration Wuhan The Company sent senior Various Jiacheng executive to manage the integration N/A N/A N/A N/A Biotechnology management structure of Wuhan initiatives are Co., Ltd Jiacheng Biotechnology Co., Ltd; in order 61 深圳市深粮控股股份有限公司 2021 年年度报告全文 at the same time, a number of promotion management systems were developed and introduced and products structure was adjusted XIV. Internal control self-appraisal report or internal control audit report 1. Self-appraisal Report of Internal Control Disclosure date of full internal control 2022-04-26 evaluation report Disclosure index of full internal control “Internal control self-appraisal report of SHENZHEN CEREALS HOLDINGS CO., evaluation report LTD. in 2021” published on Juchao Website (http: //www.cninfo.com.cn) The ratio of the total assets of units included in the scope of evaluation accounting for the total assets on the 100.00% Company's consolidated financial statements The ratio of the operating income of units included in the scope of evaluation accounting for the operating income on 100.00% the Company's consolidated financial statements Defects Evaluation Standards Category Financial Reports Non-financial Reports 1. Major defects: Defect alone or together 1.Qualitative criteria for major defects with other defects in a timely manner are as follows: cause unpreventable or undetectable and (1) The lack of democratic uncorrectable material misstatement in the decision-making process, such as the financial statements. lack of decision-making on major The Company may indicate the presence issues, an important appointment and of significant deficiencies in internal dismissal of cadres, major investment control over financial reporting if decisions, large sums of money using Qualitative criteria following circumstances: the decision-making process; (1) The directors, supervisors and senior (2) Decision-making process is not management fraud; scientific, such as major policy (2) Enterprise corrected mistake which has mistakes, resulting in significant been published in financial statements; property damage to the Company; (3) CPA found material misstatement in (3) Serious violations of national laws current financial statements, but internal and regulations; control during operation failed to find the (4) Loss of key executives or loss of a misstatements; large number of key talent; 62 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4) Oversight of internal control by (5) Negative media news is frequent, Corporate Audit Committee and the And cause nationwide impact. internal audit is invalid; 2. The qualitative criteria for important (5) Particularly important or significant defects are as follows: (1) The deficiencies found during internal control decision-making process is not perfect; has not been rectified; (2)The company’s internal (6) The lack of business-critical system or management system has not been invalid system. effectively implemented, resulting in 2. Important defect: defect alone or losses; (3) The media’s negative news together with other defects in a timely is frequent and has certain influence; manner cause unpreventable or (4) The general defects in the internal undetectable and uncorrectable material control evaluation have not been misstatement in the financial statements, corrected. 3. General defects refer to although not reach and exceed the level of other internal control defects that do importance, should lead to management not constitute major defects or attention misstatements. important defects. 3. General Defects: other internal defects do not pose a significant or important defect control deficiency. Major defects: Potential misstatement of total assets ≥ 1% of total assets; Potential misstatement of Major defects: the amount of direct Operating revenue ≥ 1% of operating property loss ≥ 12 million yuan, have income; Potential misstatement of total been officially disclosed outside the profit≥ 5% of total profit. Company disclosed in periodic reports Important defects: and adversely affected. 0.5% of total assets ≤ Potential Important defects: 3 million yuan < the misstatement of total assets <1% of total amount of direct property loss < 12 assets, million yuan, punished by the state 0.5% of operating income≤ Potential government but the Company misstatement of Operating revenue <1% of Quantitative standard disclosed in periodic reports on the operating income, negative impact; 2.5% of total profit≤ Potential General defects: the amount of direct misstatement of total profit <5% of total property loss ≤ 3 million yuan, profit; punished by the provincial (including General Defects: provincial) government but the Potential misstatement of total assets Company disclosed in periodic reports <0.5% of total capital; on the negative impact; Potential misstatement of Operating revenue <0.5% of operating income; Potential misstatement of total profit <2.5% of total profit; Amount of significant defects in 0 financial reports 63 深圳市深粮控股股份有限公司 2021 年年度报告全文 Amount of significant defects in 0 non-financial reports Amount of important defects in financial 0 reports Amount of important defects in 0 non-financial reports 2. Audit report of internal control √ Applicable □ Not applicable Deliberations in Internal Control Audit Report BDO China Shu Lun Pan Certified Public Accountant LLP believes the Company was in accordance with the "basic norms of internal control" and the relevant provisions and maintained effective internal control of financial reporting in all material respects on 31 December 2021. Disclosure details of audit report of Disclosed internal control Disclosure date of audit report of 2022-04-26 internal control (full-text) Index of audit report of internal control “Internal control audit report of SHENZHEN CEREALS HOLDINGS CO., LTD. in (full-text) 2021” published on Juchao Website (www.cninfo.com.cn) Opinion type of auditing report of IC Standard unqualified Whether the non-financial report had No major defects Whether modified audit opinions carried out for the audit report of internal control from CPA or not □ Yes √ No Whether audit report of internal control, issued by CPA, is in agreement with self-evaluation report, issued by the Board √ Yes □ No XV. Rectification of Self-examination Problems in Special Governance Actions in Listed Company During the reporting period, the company conducted self-examination and self-correction on corporate governance in accordance with the requirements of the Announcement on Launching Special Actions on Corporate Governance of Listed Companies of the China Securities Regulatory Commission. Through this self-examination, the company has established and improved a relatively complete and reasonable corporate governance structure and internal control system in accordance with relevant laws and regulations such as the Company Law, Guidelines for Governance of Listed Companies, Guidelines for the Standardized Operation of Listed Companies in the Shenzhen Stock Exchange, etc.. The company didn’t find any major deficiencies and risks in standardized operations. In the future, the company will focus on improving the high-quality development level of listed companies, 64 深圳市深粮控股股份有限公司 2021 年年度报告全文 continue to improve the corporate governance system, effectively improve the effectiveness of corporate governance and scientificity of decision-making, and achieve stable operation and sustainable development of the company. 65 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section V. Environmental and Social Responsibility I. Major environmental The listed Company and its subsidiary whether belongs to the key sewage units released from environmental protection department □Yes √ No Administrative punishment for environmental problems during the reporting period Impact on the The production Company name Punishment company’s Reason for punishment Violation and or subsidiary name result rectification operation measures of listed company The noise of On December 21, 2021, it Noise measuring point 2# violated Article 23 of the Law The production reduction has which was meter of the People’s Republic of was restricted been carried outside the northeast China on the Prevention and for 3 months, out by of the red line of the Control of Environmental and the adopting Dongguan enterprise building Noise Pollution” regarding the correction measures such International Food exceeded 3dB (A), provisions of “discharging method of as soundproof Industrial Park and the noise of N/A industrial noise to the production walls, adding Development Co., measuring point 2# surrounding living environment restriction shall mufflers to the Ltd. which was one within the city limits, and be subject to the equipment, meter outside the failing to meet the national goal of reaching and changing northeast of the red environmental noise emission the emission the glass to line of the enterprise standards for industrial standard soundproof building exceeded enterprises” glass. 9dB (A) On May 8, 2021, it violated The unorganized Article 18 of the Law of the exhaust gas particles People’s Republic of China on Dust exceeded the the Prevention and Control of The hearing suppression Dongguan standard by 7.1 Atmospheric Pollution has been passed, funnels have International Food times. During regarding the provisions that and no been used in Industrial Park monitoring, when N/A “ enterprises, institutions and administrative the operation Development Co., unloading grain, other producers and operators penalty decision to effectively Ltd. equipment such as shall conduct environmental has been made. reduce dust grab buckets impact assessment and pollution. produced dust and publicize environmental impact other pollutants. assessment documents in 66 深圳市深粮控股股份有限公司 2021 年年度报告全文 accordance with law when their constructing projects have an impact on the atmospheric environment; those who discharge pollutants into the atmosphere shall comply with the standards for the discharge of air pollutants and comply with the requirements for controlling the discharge of key air pollutants ”. The noise of Noise On June 2, 2021, it violated measuring point 2# reduction has Article 23 of the Law of the which was one been carried People’s Republic of China on meter away from the out by the Prevention and Control of northeast of the The hearing has adopting Dongguan Environmental Noise Pollution factory boundary been passed, measures such International Food regarding the provisions of exceeded 4dB (A), and no as soundproof Industrial Park “discharging industrial noise to N/A and the noise of administrative walls, adding Development Co., the surrounding living measuring point 4# penalty decision mufflers to the Ltd. environment within the city which was one has been made. equipment, limits, and failing to meet the meter away from the and changing national environmental noise northeast of the the glass to emission standards for factory boundary soundproof industrial enterprises”. exceeded 13dB (A) glass. Other environmental information disclosed refer to key polluters Nil Measures taken to reducing the carbon emissions during the reporting period and their effectiveness □ Applicable √Not applicable Reasons for not disclosing other environmental information The company attached great importance to environmental protection work, and each subsidiary has built corresponding environmental protection facilities according to the actual situation of production and operation to treat waste gas, dust, wastewater and solid waste generated in the production process, so as to make its emissions reach the national and local relevant standards. At the same time, based on its own business characteristics, the company’s subsidiaries have formulated a series of rules and regulations on environmental protection and strictly implemented them to institutionalize and standardize the environmental protection. II. Social responsibility During the reporting period, the Company has been strictly in accordance with "Company Law", "Securities Law", "Articles of Association" and other relevant laws and regulations, continues to improve governance structure and 67 深圳市深粮控股股份有限公司 2021 年年度报告全文 regulized operation. the Company attaches importance to social responsibility, sustains attention to social create value, integrity management according to law, to provide consumers with safe and secure products, high-quality, green and healthy products to enhance the capacity for sustainable development and overall competitiveness; making efforts to improve management, enhance innovation capability and core competencies; the Company uphold a fair, just and open principles of treatment for all investors, with particular emphasis on safeguarding the interests of minority shareholders; the Company strictly comply with national environmental laws and regulations, thoroughly implement green philosophy, strengthen ecological protection, comply with the overall development of the country and society, and strive to achieve economic and social benefits, short-term interests and long-term interests of their own development and social development, coordination, thus achieve healthy and harmonious development between the Company and the community, the Company and the environment. III. Consolidating and expanding the achievements of poverty alleviation and rural revitalization 2021 was the first year of rural revitalization, and it was also a key year for promoting the smooth transition of poverty alleviation policies and work systems to rural revitalization. In accordance with the document spirit of the Opinions on the Implementation of Targeted Poverty Alleviation in the New Era" (YF [2016] No. 13) by the Guangdong Provincial Party Committee and the Provincial Government, the task force dispatched by SZCH to Guilin Village, Yidu Town, Longchuan County, Heyuan City (hereinafter referred to as the task force stationed in the village) completed the targeted poverty alleviation work task for Guilin Village by the end of 2020 through a series of effective measures, and achieved the expected results. Guilin Village was no longer listed as a provincial poverty-stricken village, and SZCH contributed to winning the battle against poverty as scheduled. In 2021, the task force stationed in the village maintained its strength and worked hard, and completed the finishing work in a pragmatic and efficient manner, so that the foundation of poverty alleviation would be more stable and the results would be more sustainable. In July, the task force stationed in the village was awarded the title of “Advanced Collective for Poverty Alleviation” by the Leading Group of Heyuan Municipal Party Committee for Implementing the Rural Revitalization Strategy. In order to solidly promote the effective connection between poverty alleviation and rural revitalization, according to the relevant work arrangements of the Provincial Party Committee and the Municipal Party Committee, SZCH, Government Offices Administration of Shenzhen, Meteorological Bureau of Shenzhen Municipality, China Life Property and Casualty Insurance and other units selected personnel to form a task force stationed in towns to help towns and villages (hereinafter referred to as the task force stationed in towns) to go to Tuocheng Town, Longchuan County, Heyuan City to carry out rural revitalization and assistance work, giving full play to the advantages of the industry and providing support for the industrial development of Tuocheng Town. SZCH carried out the aid for Tibet work with heart and emotion, and sent the second batch of aid cadres to Chayu Farm in Nyingchi Prefecture in Tibet to relay aid to Tibet. The company leaders led a team to Chayu Farm to conduct research and make suggestions for the development of the local tea industry. Helped Chayu Farm to 68 深圳市深粮控股股份有限公司 2021 年年度报告全文 increase its income by purchasing special agricultural products from the farm, and donated 200,000 yuan to Chayu Farm to help farm workers improve their working and living conditions. SZCH actively responded to the policy requirements of “consumption poverty alleviation”, combined with business characteristics, took multiple measures to expand the channels for purchasing poverty alleviation products, and made a good combination of consumption poverty alleviation to further open up the “fast track” for the realization of poverty alleviation agricultural products. 69 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section VI. Important Events I. Implementation of commitment 1. Commitments completed in Period and those without completed till end of the Period from actual controller, shareholders, related parties, purchaser and companies √Applicable □ Not applicable Type of Commit Commi Imple Commitme Promise commitm Content of commitments ment tment ment nt reason by ents date term ation Commitme nts for share merger reform Commitme nts in report of acquisition or equity change Commitment to non-normal business enterprises: For non-normal business enterprises under Shenzhen Cereals Group (including but not limited to enterprises that have been revoked business licenses, discontinued operation, etc.), the committed person will fully assist, urge and promote Shenzhen Cereals Group to implement the Norm corresponding write-off procedures. After the completion Implem Food Other al of this reorganization, if Shenzhen Cereals Group or the 2018-03 ent as Commitme Materials commitm perfo listed company is called to account, receives -23 promis nts in assets Group ents rman administrative punishment or suffers any losses due to ed reorganizati ce the abnormal operation of the non-normal business on enterprises or the failure to handle write-off procedures in time, the committed person will bear the relevant legal liability, and fully compensate the listed company and the target company within 30 working days after the actual loss occurs. Food Other Relevant Commitments Regarding the Existence of Implem Norm 2018-03 Materials commitm Flaws in Leased Property: The leased house property of ent as al -23 Group ents Shenzhen Cereals Group and its holding subsidiaries has promis perfo 70 深圳市深粮控股股份有限公司 2021 年年度报告全文 the following conditions: (1) The lessor has not provided ed rman the ownership documentary evidence of the property ce and/or the documentary evidence proving the lessor has the right to rent out the house property. (2) The lease term of part of the leased house property is more than 20 years; (3) Shenzhen Cereals Group and its subsidiaries sublet part of the leased house property to a third party without the consent of the lessor; (4) The leased house property of Shenzhen Cereals Group and its holding subsidiary has not been registered for the housing lease. If Shenzhen Cereals Group and its holding subsidiaries are imposed any form of punishment by the relevant government departments or assume any form of legal responsibility, or occur any losses or expenses because their leased place and / or house property do not comply with relevant laws and regulations, the committed person will be willing to bear any losses, damages, claims, costs and expenses incurred, suffered and assumed by Shenzhen Cereals Group and its holding subsidiaries, and protect Shenzhen Cereals Group and its holding subsidiaries from damages. In addition, the committed person will support Shenzhen Cereals Group and its holding subsidiaries to actively advocate their rights against the corresponding parties in order to safeguard and protect the interest of Shenzhen Cereals Group and the listed companies to the maximum extent. Commitment Letter on Flaws in House Property and Land: In the case that some of the house properties held by Shenzhen Cereals Group fail to rename the obligee of the property ownership certificate, the committed person will fully assist, urge and promote Shenzhen Cereals Group or its subsidiaries to go through the formalities. After the completion of this reorganization, if Shenzhen Norm Cereals Group or the listed company is called to account, Implem Food Other al receives administrative punishment or suffers any losses 2018-03 ent as Materials commitm perfo due to the failure to rename the obligee of the property -23 promis Group ents rman ownership certificate, the committed person will bear the ed ce relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that some house properties held by Shenzhen Cereals Group fail to complete the registration procedures for ownership transfer, the committed person will fully assist, urge and promote Shenzhen Cereals 71 深圳市深粮控股股份有限公司 2021 年年度报告全文 Group to complete the relevant transfer procedures. After the completion of this reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses due to the failure to rename the obligee of above-mentioned property, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In response to the conversion of non-market commercial housing held by Shenzhen Cereals Group into market commercial housing, the committed person will fully assist, urge and promote Shenzhen Cereals Group to go through the formalities. After the completion of this reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses due to the failure to complete the conversion of non-market commercial housing into market commercial housing, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that some house properties of Shenzhen Cereals Group have not been renewed for the land use period, the committed person will fully assist, urge and promote Shenzhen Cereals Group to renew the corresponding land use right period. After the completion of this reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses due to the failure to renew the land use right period, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that some house properties of Shenzhen Cereals Group have not been registered for ownership transfer or renewed the land use period, the committed person will fully assist, urge and promote Shenzhen Cereals Group to handle the corresponding land use rights renewal and ownership transfer registration procedures. After the completion of the reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses due to the failure to 72 深圳市深粮控股股份有限公司 2021 年年度报告全文 complete the above-mentioned land use right renewal and ownership transfer registration procedures, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that the property of SZCG Sungang Warehouse has not completed the registration for converting non commercial housing into commercial housing, after the completion of the reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses as the property of Sungang Warehouse is not registered for converting non commercial housing into commercial housing in time, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that the land and property of SZCG Shuguang Grain Depot have not passed the completion acceptance nor completed the registration of commercial housing, after the completion of the reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses as the land and property of Shuguang Grain Depot have not timely passed the completion in time nor completed the registration of commercial housing, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that the property of SZCG Flour Factory has not completed the conversion of non-commercial housing into commercial housing and the relocation, after the completion of the reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses as Flour Factory doesn’t complete the conversion of non-commercial housing into commercial housing and the relocation, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. In view of the fact that the land of Heilongjiang Hongxinglong Nongken Shenxin Grain Industry Park Co., Ltd., a 73 深圳市深粮控股股份有限公司 2021 年年度报告全文 subsidiary of Shenzhen Cereals Group, has not applied for land use right certificates, the committed person will fully assist, urge and promote the subsidiary of Shenzhen Cereals Group to manage the application procedures of the corresponding land use right certificates. After the completion of the reorganization, if Shenzhen Cereals Group or the listed company is called to account, receives administrative punishment or suffers any losses because the land use right certificate cannot be issued due to any ownership disputes in the above-mentioned land use right, the committed person will bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. If Shenzhen Cereals Group and its holding subsidiaries are required to take back the sites and/or properties or imposed any form of punishment by the relevant government departments or assume any legal liability, or suffer any losses or expenses arising from the modification for flaws in sites and/or properties as the above-mentioned and other self-owned or leased sites and/or properties fail to comply with the relevant laws and regulations, the committed person will assume any losses, damages, claims, costs and expenses incurred, suffered and assumed by Shenzhen Cereals Group and its holding subsidiaries, and protect the list companies and Shenzhen Cereals Group from damages. In addition, the committed person will support the company and its holding subsidiaries to actively advocate their rights against the corresponding parties in order to safeguard and protect the interest of the company and its holding subsidiaries to the maximum extent. Commitment Letter on the Company’s System Reform and System Evaluation of Shenzhen Cereals Group in 1998: After the completion of this restructuring, if Norm Shenzhen Cereals Group or the listed company is called Implem Food Other al to account, receives administrative punishment or suffers 2018-03 ent as Materials commitm perfo any losses as the system reform is not evaluated or other -23 promis Group ents rman reasons related to this reform, the committed person will ed ce bear the relevant legal liability, and fully compensate the listed company and Shenzhen Cereals Group within 30 working days after the actual loss occurs. Food Other Commitment to Maintain the Position of Controlling 2018-03 2023-1 Norm Materials commitm Shareholders of Listed Companies: Within 60 months -23 1-12 al 74 深圳市深粮控股股份有限公司 2021 年年度报告全文 Group ents from the date of completion of this transaction, the perfo Company promises not to voluntarily give up the rman controlling shareholder status in the listed company, and ce guarantees that the controlling shareholder status of the listed company will not be changed due to reasons of the Company during this period, nor assists any other party to seek the controlling shareholder status of the listed company. Within 60 months from the date of completion of this transaction, the Company will not take the initiative to change the status of the controlling shareholder of the listed company through any actions including reducing the share holding in the listed company. Commitment on the public shares: After the completion of the transaction, the committed person will cautiously nominate directors and supervisors, and will not nominate candidates for directors, supervisors and senior management to the listed company that will cause the Norm Implem Food Other proportion of public shares of the listed company not al 2018-03 ent as Materials commitm meet the requirements of the Listing Rules of Shenzhen perfo -23 promis Group ents Stock Exchange.; nor will vote for the relevant rman ed shareholders’ meeting and/or board resolutions for ce selecting directors, supervisors and senior executives of listed companies that will make the proportion of public shares of listed companies not meet the requirements of the Listing Rules of Shenzhen Stock Exchange. Commitment on the Lock-up Period of the Shares: Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “Shenshenbao” and “Listed Company”) intends to purchase the 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “SZCG”, “target company”) held by the shareholders of SZCG through issuance of shares. Shenzhen Food Shares Norm Materials Group Co., Ltd (hereinafter referred to as “the Food limited al committed person”), the controlling shareholder of 2018-04 2022-5- Materials for sale perfo SZCG, has made the following commitments: 1. The -02 12 Group commitm rman committed person should not transfer the shares of the ent ce listed company obtained from this transaction within 36 months from the date of listing of the shares. If the closing price of the listed company’s stock is lower than the issue price for 20 consecutive trading days within 6 months after the completion of this transaction, or the closing price is lower than the issue price at the term end of 6 months after the completion of the transaction, the 75 深圳市深粮控股股份有限公司 2021 年年度报告全文 lock-up period for the committed person to hold the company’s stock automatically prolongs for at least 6 months. 2. At the expiration of the above-mentioned lock-up period, if the committed person doesn’t fully fulfill the performance compensation obligation stipulated in the Performance Compensation Agreement, the lock-up period of the shares issued to the committed person will be prolonged to the date when the performance compensation obligation is fulfilled. 3. Before this transaction, the shares of the Listed Company held by the committed person and the companies controlled by the promise shall not be transferred within 12 months after the completion of this transaction. 4. During the lock-up period of shares, the part that the committed person has increased due to the bonus issue of dividends, transfer of share capital or share allotment of the Listed Company and other ex dividend and ex right matters should also abide by the above-mentioned share lock-up arrangement. 3. If the above lock-up period does not comply with the latest regulatory requirements of the securities regulatory authority, the committed person will agree to make corresponding adjustments according to the latest regulatory opinions of the regulatory authorities, and implement in accordance with the relevant provisions of the China Securities Regulatory Commission and the Shenzhen Stock Exchange after the lock-up period expires. Commitment letter of Shenzhen Food Materials Group Co., Ltd on pending litigation of Shenzhen Cereals Group Co., Ltd.: Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “Shenshenbao”, “Listed Company”) intends to purchase the 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “SZCG”, “target company”) held by the Norm Implem Food Other shareholders of SZCG through issuance of shares. In al 2018-04 ent as Materials commitm view of the two unfinished major lawsuits/arbitration of perfo -02 promis Group ents SZCG, Shenzhen Food Materials Group Co., Ltd rman ed (hereinafter referred to as “the committed person”), the ce controlling shareholder of SZCG, has made the following commitments: If SZCG and its controlling subsidiaries suffer any claims, compensation, losses or expenses due to the unsettled major lawsuits/arbitration about the contract dispute of international sale of soybean with Noble Resources Co., Ltd. and the contract dispute with 76 深圳市深粮控股股份有限公司 2021 年年度报告全文 Guangzhou Jinhe Feed Co., Ltd. and Huangxianning Import Agent, the committed person will assume the compensation or loss caused by the above two outstanding major lawsuits/arbitration. Commitment letter of Shenzhen Food Materials Group Co., Ltd. on risks of making a supplementary payment for the rent at earlier stage of Pinghu Grain Depot: Shenzhen Shenbao Industrial Co., Ltd. intends to purchase the 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “SZCG”) held by the Norm shareholders of SZCG through issuance of shares. Implem Food Other al Shenzhen Food Materials Group Co., Ltd. (hereinafter 2018-04 ent as Materials commitm perfo referred to as “the committed person”), the controlling -02 promis Group ents rman shareholder of SZCG, has made the following ed ce commitments: If SZCG needs to make a supplementary payment for the rent before assessment basis date to the property right unit of Pinghu Grain Depot (or its authorized unit), the total amount of the rent and other related charges and expenses shall be borne by the committed person. Commitment letter on the house properties of Shenzhen Cereals Group and its subsidiaries that have not obtained the housing ownership certificate: Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “Shenshenbao” and “listed company”) intends to purchase the 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “SZCG”, “target Norm company”) held by the shareholders of SZCG through Implem Food Other al issuance of shares. Shenzhen Food Materials Group Co., 2018-04 ent as Materials commitm perfo Ltd (hereinafter referred to as “the committed person”), -02 promis Group ents rman the controlling shareholder of SZCG, has made the ed ce following commitments: If SZCG and its subsidiaries suffer any administrative punishment or losses due to their house properties without the housing ownership certificate, the committed person will bear the relevant legal responsibilities and fully compensate the listed company and SZCG within 30 working days after the actual loss occurs. Shares Commitment on Shenzhen Food Materials Group Co., Norm Implem Food limited Ltd to accept the restricted shares of non-tradable shares al 2018-04 ent as Materials for sale reform of Shenzhen Shenbao Industrial Co., Ltd. held by perfo -04 promis Group commitm Shenzhen Investment Holdings Co., Ltd.: Shenzhen rman ed ent Food Materials Group Co., Ltd (hereinafter referred to as ce 77 深圳市深粮控股股份有限公司 2021 年年度报告全文 “Food Materials Group”) accepts 79,484,302 shares of A shares of Shenshenbao A (000019) (including 66,052,518 shares of unrestricted A shares and 13,431,784 shares of restricted A shares ) held by Shenzhen Investment Holdings Co., Ltd. (hereinafter referred to as “Shenzhen Investment Holdings”) by the free transfer, totally accounting for 16% of the total share capital of Shenshenbao. Shenzhen Investment Holdings made the following commitments in the reform of non-tradable shares of Shenshenbao in 2006: “To make effective and long-term incentives for the management, after the completion of the share reform, Shenzhen Agricultural Products Co., Ltd. (hereinafter referred to as “Agricultural Products”) and Shenzhen Investment Holdings, the company’s non-tradable shareholders, will sell their shareholdings after consideration which account for 6%-8% of the company’s total share capital to the management of the company in three years based on the shareholding ratio of Agricultural Products and Shenzhen Investment Holdings after the share reform (i.e. accounting for 6%-8% of the company’s total share capital of 181,923,088 shares after the share reform).” Food Materials Group made a commitment that after the completion of the free transfer of the state-owned shares, Food Materials Group would continue to perform the above commitments it made when Shenzhen Investment Holdings makes the non-tradable shares reform to Shenshenbao, which is effective in the long run. Commitment Letter on Avoiding Horizontal Competition: In view of the fact that Shenzhen Shenbao Commit Industrial Co., Ltd. (hereinafter referred to as “Listed ments on Company”) intends to acquire 100% equity of Shenzhen inter-ind Cereals Group Co., Ltd. held by Shenzhen Food ustry Materials Group Co., Ltd(hereinafter referred to as “the Norm competiti Company”) by issuing shares to purchase assets, the Implem Food al on, Company has made the following commitments: 1. As of 2018-06 ent as Materials perfo related the issue date of this Commitment Letter, the Company -08 promis Group rman transacti and other enterprises controlled by the Company have ed ce ons and not engaged in any business or activity that directly or capital indirectly constitute horizontal competition to the Listed occupanc Company and its subsidiaries in the business, and y guarantees that it will not engage or induce any enterprise controlled by the Company to engage in any business or activity that directly or indirectly constitute 78 深圳市深粮控股股份有限公司 2021 年年度报告全文 horizontal competition to the Listed Company and its subsidiaries in the future. 2. If the business opportunity obtained by the Company and other enterprises controlled by the Company constitutes horizontal competition or may constitute horizontal competition to the main business of the Listed Company and its subsidiaries, the Company will immediately notify the Listed Company and try its best to give the business opportunity to the Listed Company to avoid horizontal competition or potential horizontal competition with the Listed Company and its subsidiaries and ensure the interests of Listed Company and other shareholders of Listed Company are not impaired. 3. If the main business of the Listed Company and its subsidiaries constitutes horizontal competition or may constitute horizontal competition to the Company and other enterprises controlled by the Company due to business development or extension, the Company and other enterprises controlled by the Company shall take the following feasible measures based on specific circumstance to avoid competition with the Listed Company: (1) Stop business that constitutes competition or may constitute competition to the Listed Company; (2)Transfer the competitive businesses and assets to the Listed Company at fair prices; (3) Transfer the competitive business to an unrelated third party; (4) Other ways to protect the interests of the Listed Company; 4. If the Company violates the above commitments and causes losses to the Listed Company, the Company will compensate the Listed Company for the incurred losses after the losses are determined. 5. The above commitments continue to be valid during the period when the Company is the controlling shareholder of the Listed Company. Commit Commitment Letter on Reducing and Regulating Related ments on Transactions: In view of the fact that Shenzhen Shenbao inter-ind Industrial Co., Ltd. (hereinafter referred to as “Listed Norm ustry Company”) intends to acquire 100% equity of Shenzhen Implem Food al competiti Cereals Group Co., Ltd. held by Shenzhen Food 2018-06 ent as Materials perfo on, Materials Group Co., Ltd(hereinafter referred to as “the -08 promis Group rman related Company”) by issuing shares to purchase assets, the ed ce transacti Company has made the following commitments: 1. The ons and enterprises directly or indirectly controlled or affected by capital the Company and the restructured company and its 79 深圳市深粮控股股份有限公司 2021 年年度报告全文 occupanc holding companies will regulate and minimize the y related transactions. For related transactions that cannot be avoided or have reasonable reasons to occur, the Company promises to follow the market-oriented principle of justice, fairness and openness, and sign agreements in accordance with relevant laws and regulations, regulatory documents and articles of association, perform legal procedures, fulfill information disclosure obligations and handle relevant approval procedures in accordance with the law, and ensure not to damage the legitimate rights and interests of the company and other shareholders through related transactions. 2. The enterprises directly or indirectly controlled or affected by the Company will strictly avoid borrowing from the company and its holding and shareholding companies, occupying the funds of the company and its holding and shareholding companies, or embezzling the company’s funds by taking advance payments and compensatory debts from the company and its holding and shareholding companies. 3. After the completion of this transaction, the Company will continue to exercise its shareholder rights in strict accordance with the relevant laws and regulations, regulatory documents and the relevant provisions of the Articles of Association; and fulfill its obligation of avoiding voting when the company’s general meeting of shareholders is voting on related transactions involving the Company. 4. The Company guarantees not to obtain any improper interests through the related transactions or cause the company and its holding and shareholding companies to bear any wrongful obligations. If the company or its holding and shareholding companies suffer loses or the interests of the company or its holding and shareholding companies are embezzled by related transactions, the Company will the losses of the company and its holding and shareholding companies. Commitment on the Standardized Operation of Listed Company: Shenzhen Shenbao Industrial Co., Ltd. Norm intends to purchase 100% equity of Shenzhen Cereals Implem Food Other al Group Co., Ltd. (hereinafter referred to as “SZCG”) held 2018-06 ent as Materials commitm perfo by Shenzhen Food Materials Group Co., Ltd (hereinafter -08 promis Group ents rman referred to as “the Company”) through issuance of ed ce shares. In response to the above transactions, the Company has made the following commitments: After 80 深圳市深粮控股股份有限公司 2021 年年度报告全文 the completion of this transaction, the committed person promises to ensure that the listed company will strictly follow the requirements of laws and regulations such as the “Guidelines for the Governance of Listed Companies” and the changes in internal management and external operation and development of listed company to revise the “Articles of Association” and related rules of procedure so as to adapt to the business operations and corporate governance requirements after the reorganization, continue to improve the governance structure of listed company, continuously strengthen the system construction to form a corporate governance structure that each performs their own duties, effectively checks and balances, makes scientific decisions and coordinates the operation so as to more effectively and feasibly protect the interests of the listed company and all its shareholders. The committed person will urge the listed company to perform the functions of the shareholders’ meeting in strict accordance with the “Articles of Association” and the “Rules of Procedures of the Shareholders Meeting”, ensure that all shareholders, especially small and medium shareholders, enjoy equal rights as stipulated by laws, administrative regulations and the Articles of Association, and ensure that all shareholders legally exercise their rights and interests. The committed person will also urge the listed company to further improve the institutional requirements of the board of directors, ensure that the board of directors fairly, scientifically and efficiently makes decisions, ensure that independent directors can perform their duties in accordance with laws and regulations during their employment, actively understand the various operations of the listed company, consciously perform responsibilities, play a positive role in the scientific decision-making of the board of directors and the development of the listed company, promote the sound development of the listed company, and effectively safeguard the overall interests of the listed company and the interests of small and medium-sized shareholders. In addition, the Company will urge the listed company to give full play to the positive role of independent directors in regulating the operation of the company, strictly abide by relevant national laws, regulations, rules and relevant provisions of the Articles 81 深圳市深粮控股股份有限公司 2021 年年度报告全文 of Association to select independent directors, and further enhance corporate governance. Commitment Letter on the Legal Compliance of the Underlying Asset Operation: Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “Shenshenbao”, “Listed Company”) intends to purchase 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “SZCG”, “Target Company”) held by Shenzhen Food Materials Group Co., Ltd (hereinafter referred to as “the Company”) through issuance of shares. The Company has made the following commitments: 1. The Target Company is a limited liability company established according to law and is validly existing, possesses statutory business qualifications, and the Target Company has obtained all the approvals, consents, authorizations and licenses required for its establishment and operation, and all approvals, consents and authorizations and licenses are valid and there is no reason or case that may result in the invalidation of the above approvals, consents, authorizations and licenses. 2. The Target Company has Norm no major violations of laws and regulations in the Implem Food Other al production and operation in the last three years, there is 2018-06 ent as Materials commitm perfo no case that the Target Company should be terminated -08 promis Group ents rman according to relevant laws, regulations, normative ed ce documents and the company’s articles of association. Except for litigations, arbitrations and administrative penalties disclosed in the Restructuring Report, the Target Company does not have any unsettled or foreseeable major litigation, arbitration and administrative penalty that adversely affect its operations or the amount is more than 10 million yuan. 3. The Target Company will perform the labor contracts with its employees independently and completely. 4. If the Target Company is subject to the fees or penalties of the relevant competent authorities in terms of industry and commerce, taxation, employee salaries, social security, housing provident fund, business qualifications or industry supervisors due to the facts already existing before the reorganization, the Company will fully compensates all the outstanding fees of the Target Company and bear all the losses suffered by Shenshenbao and the Target Company. 5. The Target Company legally owns the ownership and/or use rights 82 深圳市深粮控股股份有限公司 2021 年年度报告全文 of the offices, office equipment, trademarks and other assets required for normal production and operation, has independent and complete assets and business structure, and has legal ownership of its main assets, and the ownership of assets is clear. 6. There is no case that the Target Company impedes the transfer of ownership of the company, such as litigation, arbitration, judicial enforcement, etc., and there is no external guarantee that violates the law or the articles of association. After this reorganization, if the Company violates the above commitments and causes losses to Shenshenbao and the Target Company, the Company agrees to bear the aforementioned compensation/ liability for damage to Shenshenbao/ Target Company. Commitment on the Independence of Listed Company: In view of the fact that Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “Shenshenbao”) intends to acquire 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “Target Company”) held by Shenzhen Food Materials Group Co., Ltd (hereinafter referred to as “the Company”) by issuing shares to purchase assets, the Company has made the following commitments: 1. Guarantee the independence of the personnel of Shenshenbao and the Target Company (1) Guarantee that the labor, personnel and compensation management of Shenshenbao and Target Company are completely independent of the Company and other Norm companies and enterprises controlled by the Company or Implem Food Other al other economic organizations and related parties after the 2018-06 ent as Materials commitm perfo completion of this restructuring. (2) Guarantee that the -08 promis Group ents rman senior management personnel of Shenshenbao and ed ce Target Company are fully employed in Shenshenbao and Target Company and receive remuneration after the completion of this restructuring, and do not hold any post except for directors and supervisors in the Company and other companies, enterprises controlled by the Company or other economic organizations and related parties. (3) Ensure not to intervene into the shareholders’ meeting and the board of directors of Shenshenbao and Target Company to exercise their powers to determine the appointment and dismissal of personnel after the completion of this restructuring. 2. Guarantee the institutional independence of Shenshenbao and Target Company (1) After the completion of this restructuring, 83 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenshenbao and Target Company will establish a sound corporate governance structure and have an independent and complete organization. (2) After the completion of this restructuring, the shareholders meeting, the board of directors and the board of supervisors of Shenshenbao and Target Company shall independently exercise their functions and powers in accordance with the laws, regulations and the articles of association of Shenshenbao and Target Company. 3. Ensure that the assets of Shenshenbao and Target Company are independent and complete. (1) After the completion of this restructuring, Shenshenbao and Target Company shall have independent and complete assets related to production and operation. (2) Ensure that the site for business operation of Shenshenbao and Target Company are independent of the Company and other companies and enterprises controlled by the Company or other economic organizations and related parties after the completion of this restructuring. (3) In addition to normal business transactions, after the completion of this restructuring, Shenshenbao and Target Company do not have funds and assets which are occupied by the Company and other companies and enterprises controlled by the Company or other economic organizations and related parties. 4. Guarantee the business independence of Shenshenbao and Target Company (1) After the completion of this restructuring, Shenshenbao and Target Company shall have the relevant qualifications for independent business activities, and have the market-oriented independent, autonomous and sustainable operation capabilities. (2) After the completion of this restructuring, the Company and other companies and enterprises controlled by the Company or other economic organizations and related parties shall reduce the related transactions with Shenshenbao and Target Company and other companies and enterprises controlled by them or other economic organizations; for the necessary and unavoidable related transactions, guarantee the fair operation according to market principles and fair prices, and perform relevant approval procedures and information disclosure obligations in accordance with relevant laws, regulations and regulatory documents. 5. Guarantee the financial independence of Shenshenbao and Target Company (1) 84 深圳市深粮控股股份有限公司 2021 年年度报告全文 Ensure that Shenshenbao and Target Company will establish an independent financial department and an independent financial accounting system, and a standardized and independent financial accounting system after the completion of this restructuring. (2) Ensure that Shenshenbao and Target Company will open an independent bank account after the completion of this restructuring, and will not share bank accounts with the Company and other companies and enterprises controlled by the Company or other economic organizations and other related parties. (3) After the completion of this restructuring, the financial personnel of Shenshenbao and Target Company shall not take part-time jobs in the Company and other companies and enterprises controlled by the Company or other economic organizations and related parties. (4) After the completion of this restructuring, Shenshenbao and Target Company shall be able to make financial decisions independently, the Company shall not interfere with the use of funds of Shenshenbao and Target Company. (5) After the completion of this restructuring, Shenshenbao and Target Company shall pay taxes independently according to law. If the Company violates the above commitments, it will bear all the losses caused to Shenshenbao and Target Company. Commitment to Avoid Occupation of Non-operating Capital: Shenzhen Shenbao Industrial Co., Ltd. intends to acquire 100% equity of Shenzhen Cereals Group Co., Ltd. (hereinafter referred to as “SZCG”) held by Commit Shenzhen Food Materials Group Co., Ltd (hereinafter ments on referred to as “the Company”) through issuance of inter-ind shares. In response to the above transactions, Food Food ustry Materials Group and Agricultural Products have made Norm Materials competiti Implem the following commitments: 1. As of the issue date of al Group, on, 2018-06 ent as this commitment letter, the committed person and its perfo Agricult related -08 promis related person do not have any illegal use of funds and rman ural transacti ed assets of the listed company and SZCG, and there is no ce Products ons and case that the listed company and SZCG provide illegal capital guarantee for the committed person and its related occupanc person. 2. After the completion of the transaction, the y committed person guarantees that the committed person and its related person shall not illegally occupy the funds and assets of the listed company in any way, nor require the listed company to provide illegal guarantee for the 85 深圳市深粮控股股份有限公司 2021 年年度报告全文 committed person and its related person under any circumstances, nor engage in any act to damage the legitimate rights and interests of the listed company and other shareholders. If the committed person violates the above commitments, it will bear all losses caused to the listed company and the target company and other companies and enterprises controlled by them or other economic organizations. Commitme nts make in initial public offering or re-financing Equity incentive commitmen t Other commitmen ts for medium and small shareholder s Completed on time Y (Y/N) If the commitmen t is overdue and has not been fulfilled, the specific reasons for - incomplete performanc e and the work plan for next step shall be explained in 86 深圳市深粮控股股份有限公司 2021 年年度报告全文 detail 2. Concerning assets or project of the Company, which has profit forecast, and reporting period still in forecasting period, explain reasons of reaching the original profit forecast □ Applicable √Not applicable II. 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. III. External guarantee out of the regulations □ Applicable √ Not applicable No external guarantee out of the regulations occurred in the period. IV. Statement on the latest “modified audit report” by BOD □ Applicable √Not applicable V. Explanation from Board of Directors, Supervisory Committee and Independent Directors (if applicable) for “Qualified Opinion” that issued by CPA □ Applicable √Not applicable VI. Explanation of the changes in accounting polices, accounting estimates or correction of significant accounting errors compared with the financial report of the previous year √Applicable □ Not applicable Changes of important accounting policies (1) Implementation of the Accounting Standards for Business Enterprises No. 21 - Lease (2018 Revision) The Ministry of Finance revised the Accounting Standards for Business Enterprises No. 21 -- Lease ("New Lease Standards" for short) in 2018. The Company has implemented the new lease standards from January 1, 2021. According to the revised standards, the company chooses not to re-evaluate whether they are leases or include leases on the first execution date for contracts that already exist prior to the first execution date. The Company acts as the lessee The Company chooses to adjust the amount of retained earnings and other relevant items in its financial statements at the beginning of the year of the first implementation of the new lease standards based on the cumulative impact of the first implementation of the new lease standards, without adjusting the comparable period information. For an operating lease existing prior to the first execution date, the Company shall measure the lease liabilities at 87 深圳市深粮控股股份有限公司 2021 年年度报告全文 the first execution date based on the present value of the remaining lease payment discounted at the incremental borrowing rate of the Company at the first execution date, and measure the right-of-use assets according to one of the following two ways for each lease: Assume that the book value of the new lease standards is adopted on the start date of the lease term and the Company's incremental borrowing rate on the first execution date is used as the discount rate. Make necessary adjustments to the prepaid rent for the amount equal to the lease liability. Tip: Under each lease the enterprise may choose to measure the right-of-use assets according to either of the above For operating leases prior to the first execution date, the Company may choose one or more of the following simplified treatments for each lease in conjunction with the above method: Tip: the enterprises need to be modified according to the actual situation 1) The leases completed within 12 months after the first execution date shall be treated as short-term leases; 2) When measuring lease liabilities, leases with similar features shall use the same discount rate; 3) The measurement of the right-of-use assets does not include the initial direct cost; 4) Where there is an option to renew or terminate the lease, the lease term shall be determined according to the actual exercise of the option prior to the first exercise and other latest conditions; 5) As an alternative to the impairment test of the right-of-use asset, assess whether the contract containing the lease is a loss contract prior to the first execution date in accordance with the Notes "III (24). Estimated Liabilities" and adjust the right-of-use asset according to the amount of loss provisions recorded in the balance sheet prior to the first execution date; 6) The lease changes occurring before the first execution date shall not be retroactively adjusted, and the accounting treatment shall be conducted in accordance with the final arrangement of lease changes and the new lease standards. When measuring the lease liability, the Company uses the lessee’s incremental borrowing ate as of January 1, 2021 (weighted average: 4.15%) to discount the lease payments Outstanding minimum lease payments under significant operating lease as disclosed in the 2,520,375.75 consolidate financial statements as of December 31, 2020 Present value of the interest rate discounted at the incremental borrowing rate on January 1, 2021 2,120,031.14 Lease liability under the new leasing standards as of January 1, 2021 2,120,031.14 Difference between the present value of the above discount and the lease liability For the finance lease existing before the first execution date, the Company shall measure the right-of-use assets and lease liabilities respectively on the first execution date according to the original book value of the finance lease assets and the finance lease payments payable. The Company acts as the lessor For the subleases classified as operating leases prior to the first execution date and surviving after the first execution date, the Company will re-evaluate them on the first execution date on the basis of the remaining 88 深圳市深粮控股股份有限公司 2021 年年度报告全文 contract term and terms of the original lease and the sublease, and classify them in accordance with the provisions of the new lease standards. If they are reclassified as finance leases, the Company will treat them as new finance leases. Except for subleases, the Company does not need to adjust the leases on which it is the lessor in accordance with the new lease standards. The company shall conduct accounting treatment in accordance with the new lease standards from the first execution date. The main effects of the Company's implementation of the new lease standards on the financial statements are as follows: Content and reasons for Approval Statement items affected Impact on the amount on balance as of 1 Jan. 2021 changes in accounting procedure Consolidate Parent company policies (1) As a lessee, the Imple Right-of-use assets 2,120,031.14 adjustment of the mented Lease liability 1,839,885.54 operating leases existing in Non-current liabilities due in one before the date of fist accord year execution ance with the 280,145.60 Ministr y of Financ e (2) Implementation of the "Interpretation No. 14 of Accounting Standards for Business Enterprises" The Ministry of Finance promulgated the "Interpretation No. 14 of Accounting Standards for Business Enterprises" (CK[2021] No. 1, hereinafter referred to as "Interpretation No. 14") on February 2, 2021, which has taken effect as of the date of promulgation. The relevant business added from January 1, 2021 to the effective date shall be adjusted according to Interpretation No. 14. ① Public-private partnership (PPP) project contracts Interpretation No. 14 is applicable for the PPP project contracts that meet the "dual features" and "double controls" described in the interpretation at the same time, and makes retroactive adjustment on the relevant PPP project contracts that have been implemented before December 31, 2020 and have not been completed up to the implementation date, where the retroactive adjustment is not feasible, the application begins at the beginning of the earliest period of retroactive adjustment, cumulative impact adjusts the retained earnings at the beginning of the year of the implementation date and other related items in the financial statements, and information of comparable periods shall not be adjusted. The implementation of the provisions does not have a significant impact on the Company's financial situation and operating results. ② Interest rate benchmark reform Interpretation No. 14 provides a simplified accounting treatment for cases where the basis for determining cash 89 深圳市深粮控股股份有限公司 2021 年年度报告全文 flows related to financial instrument contracts and lease contracts is changed as a result of the interest rate benchmark reform. According to the provisions of this interpretation, businesses related to the interest rate benchmark reform occurring before December 31, 2020 shall be subject to retroactive adjustment, except where retroactive adjustment is not feasible, and there is no need to adjust the data in the previous comparative financial statements. On the implementation date of this interpretation, the difference between the original carrying value of financial assets and financial liabilities and the new carrying value shall be included in the retained earnings or other comprehensive income at the beginning of the annual reporting period of the implementation date of this interpretation. The implementation of the provisions does not have a significant impact on the Company's financial situation and operating results. (3) Execution of the “Notice on the Adjustment of the Scope of Application of the Provisions on the Accounting Treatment of COVID-19 Related Rent Concessions” On June 19, 2020, the Ministry of Finance issued the "Regulations on Accounting Treatment of Rental Concessions Related to the COVID-19 Epidemic" (CK (2020) No. 10), and enterprises can choose to adopt simplified methods for accounting treatments for rent concessions and deferred payment of rents directly caused by the COVID-19 epidemic that meet the conditions. On May 26, 2021, the Ministry of Finance promulgated the Notice on the Adjustment of the Scope of Application of the Provisions on the Accounting Treatment of COVID-19 Related Rent Concessions (CK [2021] No. 9), which has taken effective from May 26, 2021, the scope of application of COVID-19 pandemic-related rent concessions which are allowed to adopt the simplified method under the Provisions on the Accounting Treatment of COVID-19 Related Rent Concessions is adjusted from the "the concession applies only to lease payments payable before 30 June 2021" to "the concession only applies to lease payments payable before 30 June 2022" to "the concession only applies to lease payments payable before 30 June 2022", and other conditions remain unchanged. The Company has selected the simplified accounting treatment method for all the eligible lease contracts before the adjustment of scope of application, and adopted the simplified accounting treatment method for all the eligible and similar lease contracts after the adjustment of scope of application(Tip: if not all, the nature of the lease contract treated using the simplified method should also be disclosed, however, the choice for the simplified method should be applied consistently to similar leases that qualify before and after the adjustment to the scope of application of the "Regulations on Accounting Treatment of Rental Concessions Related to the COVID-19 Epidemic" ), and made retroactive adjustment on relevant lease contracts that had adopted lease change for accounting treatment before the release of the notice, but did not adjust the data of the previous comparative financial statement; The relevant rent concessions incurred between January 1, 2021 and the effective date of the notice of which accounting treatment are not conducted in accordance with the provisions of the notice shall be adjusted in accordance with the notice. 90 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4) Implementation of the Interpretation No. 15 of Accounting Standards for Business Enterprises on the related presentation of funds central management On December 30, 2021, the Ministry of Finance issued the Interpretation No. 15 of Accounting Standards for Business Enterprises (CK [2021] No. 35, hereinafter referred to as “Interpretation No. 15”), the content of the “related presentation of funds central management” came into force as of the date of its promulgation, and the financial statement data in the comparable period should be adjusted accordingly. Interpretation No. 15 has explicitly stipulated how the balance involved in the centralized and unified management of the funds of the parent company and member units through internal settlement centers and finance companies should be presented and disclosed in the balance sheet. The implementation of this stipulation has not had a significant impact on the financial condition and operating results of the Company. Changes of important accounting estimate Nil Adjustment on the relevant items of financial statement at beginning of the year when implemented the new leasing standards Consolidate balance sheet Item Balance at Balance at beginning Number adjusted end of last of the year Re-classified Re-measured Total year Right-of-use assets 2,120,031.14 2,120,031.14 2,120,031.14 Lease liability 1,839,885.54 1,839,885.54 1,839,885.54 Non-current liabilities due in 104,225,1 104,505,328.67 280,145.60 280,145.60 one year 83.07 The initial implementation of the new lease standard had no impact on the balance sheet of the parent company VII. Compare with last year’s financial report; explain changes in consolidation statement’s scope √Applicable □ Not applicable During the reporting period, newly established the Dongguan Shenliang Hualian Grain & Oil Trading Co., Ltd, acquired the Wuhan Jiacheng Biotechnology Co., Ltd and cancellation of the Heilongjiang Hongxinglong Nongken Shenxin Cereals Industrial Park Co., ltd and Shenzhen Shenbao Property Management Co., Ltd. VIII. Appointment and non-reappointment (dismissal) of CPA Accounting firm appointed Name of domestic accounting firm BDO China Shu Lun Pan Certified Public Accountant LLP 91 深圳市深粮控股股份有限公司 2021 年年度报告全文 Remuneration for domestic accounting firm (in 10 thousand 69 Yuan) Continuous life of auditing service for domestic accounting 3 firm Name of domestic CPA Qi Tao, Tao Guoheng Continuous life of auditing service for domestic CPA 3、2 Whether re-appointed accounting firms in this period or not □ Yes √ No Appointment of internal control auditing accounting firm, financial consultant or sponsor √Applicable □ Not applicable During the reporting period, BDO China Shu Lun Pan Certified Public Accountant LLP was hired as the internal control audit institutions of the Company, 290,000 Yuan for internal control audit fee. IX. Particular about delisting after annual report disclosed □ Applicable √Not applicable X. Bankruptcy reorganization □ Applicable √Not applicable No bankruptcy reorganization for the Company in reporting period XI. Significant lawsuits and arbitration of the Company √Applicable □ Not applicable Amount Executi Trial Disclos involved (in Resulted an accrual on of Disclosu Lawsuits (arbitration) Progress result and ure 10 thousand liability (Y/N) judgme re date influence index Yuan) nt As of 31 December Yes, the single loan The Company After 2021, other lawsuits contract dispute from actively comprehe that did not meet the subordinate enterprise makes use of nsive disclosure standards of the Company is the analysis, for significant expected to form an advantageous the It is lawsuits mainly accrual liability of 3.5 resources of outcome Not Not actively including: disputes 10,610.82 million yuan internal legal of the applicab applica advanci over purchase and approximately. Other affairs and cases le ble ng sales contract, lawsuit-related cases external laws involved disputes over are relatively small in firm to follow in the construction contracts, individual amount, and up and deal lawsuits franchise contract will not have a with the will not disputes and private significant impact on lawsuit-relate have a 92 深圳市深粮控股股份有限公司 2021 年年度报告全文 lending disputes, etc. the Company when d cases. At significan analyzed in conjunction present, the t impact with the progress of Company is on the these cases. responding to Company and dealing with the cases effectively in accordance with relevant laws and regulations XII. Penalty and rectification □ Applicable √Not applicable No penalty and rectification for the Company in reporting period. XIII. Integrity of the Company and its controlling shareholders and actual controllers □ Applicable √Not applicable XIV. 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 in the period 3. Related transaction of foreign investment □ Applicable √Not applicable No related transaction of foreign investment occurred in the period 4. Related credits and liabilities □ Applicable √ Not applicable No related credits and liabilities occurred in period 93 深圳市深粮控股股份有限公司 2021 年年度报告全文 5. Contact with the related finance companies □ Applicable √Not applicable There are no deposits, loans, credits or other financial business between the finance companies with associated relationship and related parties 6. Transactions between the finance company controlled by the Company and related parties □ Applicable √ Not applicable There are no deposits, loans, credits or other financial business between the finance companies controlled by the Company and related parties 7. Other major related transaction □ Applicable √Not applicable No other major related transaction in the Period. XV. 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 Unit: 10 thousand Yuan External Guarantee (not including guarantees to subsidiaries) Name of Related Comple Guaran Actual Count the Announc Actual Collateral te tee for Guarante date of Guarante Guarant Company ement guarantee er implem related e limit happenin e type (if any) ee term guarantee disclosur limit entation party g guara d e date or not (Y/N) 94 深圳市深粮控股股份有限公司 2021 年年度报告全文 ntee (if any) Guarantee for the subsidiaries Count Name of Related er Comple Guaran Actual the Announc Actual Collateral guara te tee for Guarante date of Guarante Guarant Company ement guarantee implem related e limit happenin e type (if any) ntee ee term guarantee disclosur limit entation party g d e date (if or not (Y/N) any) Donggua n Internatio nal Food Joint 2018-07- 14 Industrial 37,632 30,119 liability N/A N/A N N 27 years Park guaranty Develop ment Co., Ltd. Donggua n Shenliang Joint 2019-04- Oil & 11,417 4,220 liability N/A N/A 8 years N N 19 Food guaranty Trade Co., Ltd. Total amount of Total amount of actual approving guarantee occurred guarantee for 115,100 34,339 for subsidiaries in subsidiaries in report report period (B1) period (B2) Total amount of Total balance of actual approved guarantee guarantee for for subsidiaries at the 115,100 subsidiaries at the end 34,339 end of reporting of reporting period period (B3) (B4) Guarantee of the subsidiaries for the subsidiaries Count Name of Related er Comple Guaran Actual the Announc Actual Collateral guara te tee for Guarante date of Guarante Guarant Company ement guarantee implem related e limit happenin e type (if any) ntee ee term guarantee disclosur limit entation party g d e date (if or not (Y/N) any) 95 深圳市深粮控股股份有限公司 2021 年年度报告全文 Donggua n Joint 2015-07- Shenliang 27,300 9,921 liability N/A N/A 8 years N N 13 Logistics guaranty Co., Ltd. Donggua n Internatio nal Food Joint 2018-07- 14 Industrial 39,168 31,348 liability N/A N/A N N 27 years Park guaranty Develop ment Co., Ltd. Donggua n Joint 2020-10- 14 Shenliang 21,930 1,935 liability N/A N/A N N 20 years Logistics guaranty Co., Ltd. Donggua n Shenliang Joint 2019-04- Oil & 11,883 4,393 liability N/A N/A 8 years N N 19 Food guaranty Trade Co., Ltd. Total amount of Total amount of actual approving guarantee occurred guarantee for 52,700 792 for subsidiaries in subsidiaries in report report period (C1) period (C2) Total amount of Total balance of actual approved guarantee guarantee for for subsidiaries at the 152,981 subsidiaries at the end 47,597 end of reporting of reporting period period (C3) (C4) Total amount of guarantee of the Company (total of three above mentioned guarantee) Total amount of actual Total amount of approving occurred guarantee in guarantee in report period 167,800 35,131 report period (A1+B1+C1) (A2+B2+C3) Total balance of actual Total amount of approved guarantee at the end of guarantee at the end of report 268,081 81,936 report period period (A3+B3+C2) (A4+B4+C4) The proportion of the total amount of actually guarantee in the net assets of the Company (that 17.70% is A4+ B4+C4) Including: 96 深圳市深粮控股股份有限公司 2021 年年度报告全文 Balance of the guarantee provided for shareholder, actual controller and their related 0 parties (D) The debts guarantee amount provided for the guaranteed parties whose assets-liability ratio 81,936 exceed 70% directly or indirectly (E) Total amount of the aforesaid three guarantees 81,936 (D+E+F) Explanations on possibly bearing joint and several liquidating responsibilities for undue N/A guarantees (if applicable) Explanations on external guarantee against N/A regulated procedures (if applicable) Explanation on guarantee with composite way Nil 3. Cash asset management (1) Trust financing √ Applicable □Not applicable Trust financing in the period Unit: 10 thousand Yuan Impairment amount accrual Type Fund sources Amount occurred Undue balance Overdue amount for overdue financial management Bank financial Owned fund 29,000 22,000 0 0 products Total 29,000 22,000 0 0 Entrust financial expected to be unable to recover the principal or impairment might be occurred □ Applicable √Not applicable Unrecoverable principal or impairment possibility from entrust investment □ Applicable √Not applicable (2) Entrusted loans □ Applicable √Not applicable No entrusted loans in the Period 97 深圳市深粮控股股份有限公司 2021 年年度报告全文 4. Other material contracts □ Applicable √ Not applicable No other material contracts in the period. XVI. Explanation on other significant events √Applicable □ Not applicable 1. Personnel changes in BOD, BOS and senior managements On July 16, 2021, the company received a written resignation from Ms. Jin Zhenyuan, a director and the Chief Financial Officer of the company. Due to job transfer, Ms. Jin Zhenyuan applied to resign from her position as director and chief financial officer of the company. On the same day, the company held the 16th meeting of the tenth board of directors, deliberated and approved the Proposal on the Appointment of the Company's Chief Financial Officer and the Proposal on the Addition of the Company's Directors, and agreed to appoint Ms. Lu Yuhe as the company's chief financial officer for a term from the date of the approval of the board of directors to the expiration of the tenth board of directors; agreed to add Ms. Lu Yuhe as a director of the tenth board of directors of the company and submit it to the shareholders' meeting for approval. For details, see the Announcement of Resolutions of the 16th session of the 10th Board of Directors of the Company and the Announcement of Resignation of Directors and Chief Financial Officer of the Company and Appointment of Chief Financial Officer of the Company and the Addition of Directors of the Company published at www.cninfo.com.cn on July 17, 2021. The company held the first extraordinary shareholders' meeting of 2021 on August 2, 2021, which deliberated and approved the Proposal on the Addition of Directors of the Company and agreed to add Ms. Lu Yuhe as a director of the tenth board of directors of the company. The term of office shall be from the date of approval of the resolution at the shareholders' meeting of the company to the date of expiration of the tenth board of directors of the company. For details, see the Announcement of the Resolutions of the Company's First Extraordinary General Meeting of Shareholders in 2021 published at www.cninfo.com.cn on August 3, 2021. XVII. Significant event of subsidiary of the Company √Applicable □ Not applicable 1. The company held the 15th session of the 10th board of directors on June 1, 2021, which deliberated and approved the Proposal on the Company's Acquisition of 49% Equity of Dongguan Shenliang Logistics Co., Ltd., and agreed that the company acquires the 49% equity of Dongguan Shenliang Logistics Co., Ltd., held by Dongguan Fruits and Vegetables and Non-staple Food Trading Market Co., Ltd. in cash, the purchase price was 321.68 million yuan. For details, see the "Announcement of Resolutions of the 15th session of the 10th Board of Directors of the Company" and the "Announcement of the Company on the Acquisition of 49% Equity of Dongguan Shenliang Logistics Co., Ltd." published at www.cninfo.com.cn on June 2, 2021. 98 深圳市深粮控股股份有限公司 2021 年年度报告全文 2. The company held the 16th session of the 10th board of directors on July 16, 2021 and the first extraordinary shareholders’ meeting on August 2, 2021, which deliberated and approved the "Proposal on the Consolidation and Merger of Shenzhen Shenbao Technology Center Co., Ltd., agreed to the company’s consolidation and merger of the wholly-owned subsidiary of Shenzhen Shenbao Technology Center Co., Ltd. For details, please see the Announcement of Resolutions of the 16th session of the 10th Board of Directors of the Company and the Announcement of the Company’s Consolidation and Merger of Shenzhen Shenbao Technology Center Co., Ltd. published at www.cninfo.com.cn on July 17, 2021, and the Announcement of Resolutions of the Company’s First Extraordinary Shareholders’ Meeting in 2021 published at www.cninfo.com.cn on August 3, 2021. On January 19, 2022, the implementation of absorption and merger of Shenzhen Shenbao Technology Center Co., ltd through its wholly-owned subsidiary Shenzhen Shenbao Huacheng Technology Co., Ltd was completed, and the Shenzhen Shenbao Technology Center Co., ltd completed the cancellation of business registration. 3. On July 22, 2021, the company acquired 51% of the equity of Wuhan Jiacheng biotechnology Co.,Ltd in cash with the purchase price of 21,675,000 yuan. After the completion of the acquisition, the Company held a total of 51% of the equity of Wuhan Jiasheng biotechnology Co., Ltd. 99 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section VII. Changes in Shares and Particulars about Shareholders I. Changes in Shares 1. Changes in shares Unit: Share Increase/Decrease in the Change (+, Before the Change After the Change -) Capita New Bo lizatio share Sub Proportio nus n of Oth Proportio A mount s tota A mount n sha public ers n issue l res reserv d e I. Restricted shares 684,601,142 59.40% 0 0 0 0 0 684,601,142 59.40% 1. State-owned shares 0 0.00% 0 0 0 0 0 0 0.00% 2. State-owned corporate 684,569,567 59.40% 0 0 0 0 0 684,569,567 59.40% shares 3. Other domestic shares 31,575 0.00% 0 0 0 0 0 31,575 0.00% Including: Domestic legal 0 0.00% 0 0 0 0 0 0 0.00% person’s shares Domestic nature 31,575 0.00% 0 0 0 0 0 31,575 0.00% person’s shares 4. Foreign shares 0 0.00% 0 0 0 0 0 0 0.00% Including: Foreign 0 0.00% 0 0 0 0 0 0 0.00% corporate shares overseas nature 0 0.00% 0 0 0 0 0 0 0.00% person’s share II. Un-restricted shares 467,934,112 40.60% 0 0 0 0 0 467,934,112 40.60% 1. RMB common shares 416,184,832 36.11% 0 0 0 0 0 416,184,832 36.11% 2. Domestically listed 51,749,280 4.49% 0 0 0 0 0 51,749,280 4.49% foreign shares 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 1,152,535,254 100.00% 0 0 0 0 0 1,152,535,254 100.00% Reasons for share changed □ Applicable √ Not applicable Approval of share changed □ Applicable √ Not applicable Ownership transfer of share changed 100 深圳市深粮控股股份有限公司 2021 年年度报告全文 □ Applicable √ Not applicable 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 2. Changes of restricted shares □ Applicable √Not applicable II. Securities issuance and listing 1. Security offering (without preferred stock) in the report period □ Applicable √Not applicable 2. Changes of total shares and shareholders structure as well as explanation on changes of assets and liability structure □ Applicable √Not applicable 3. Existing internal staff shares □ Applicable √Not applicable III. Particulars about shareholder and actual controller of the Company 1. Number of shareholders and particulars about shares holding Unit: Share Total Total preference common Total preference shareholders Total stock shareholders with voting common shareholder with voting rights stock s at end of rights recovered recovered at 51,724 63,924 0 0 shareholders last month at end of end of last in reporting before reporting period month before period-end annual (if applicable) annual report report (found in note8) disclosed (if disclosed applicable) (found in 101 深圳市深粮控股股份有限公司 2021 年年度报告全文 note8) Particulars about shares held above 5% by shareholders or top ten shareholders Information of Total shares Proport shares pledged, hold at the Changes in Amount of Amount of Full name of Nature of ion of tagged or frozen end of report restricted un-restricted Shareholders shareholder shares State report period shares held shares held Amou held of period nt share Shenzhen Food State-owned Materials Group 63.79% 735,237,253 0 669,184,735 66,052,518 legal person Co., Ltd Shenzhen Agricultural State-owned 8.23% 94,832,294 0 15,384,832 79,447,462 Products Group legal person Co., Ltd Domestic Hu Ying nature 0.61% 7,000,000 7,000,000 0 7,000,000 person Domestic Lin Junbo nature 0.31% 3,600,000 33,300 0 3,600,000 person Domestic Zhong Zhenxin nature 0.29% 3,295,500 3,295,500 0 3,295,500 person Domestic Sun Huiming nature 0.28% 3,250,062 -186,400 0 3,250,062 person Domestic Jiang Zongyu nature 0.28% 3,198,200 3,198,200 0 3,198,200 person Domestic Chen Jiuyang nature 0.25% 2,856,700 112,000 0 2,856,700 person Hong Kong Securities Foreign Clearing 0.23% 2,662,587 -4,341,499 0 2,662,587 legal person Company Limited Domestic Xu Wenxing 0.15% 1,703,295 -347,085 0 1,703,295 nature 102 深圳市深粮控股股份有限公司 2021 年年度报告全文 person Strategy investors or general corporation comes top 10 common shareholders due to N/A rights issue (if applicable) (see note 3) Shenzhen SASAC directly holds 100% equity of Shenzhen Food Materials Group Co., Ltd., Explanation on associated and holds 34% of Shenzhen Agricultural Products Group Co., Ltd. indirectly through relationship among the aforesaid Shenzhen Food Materials Group Co., Ltd.; the Company was not aware of any related shareholders relationship between other shareholders above, and whether they belonged to parties acting in concert as defined by the Acquisition Management Method of Listed Company. Description of the above shareholders in relation to delegate/entrusted voting rights N/A and abstention from voting rights. Special note on the repurchase account among the top 10 N/A shareholders (if applicable) (see note 10) Particular about top ten shareholders with un-restrict shares held Amount of un-restrict shares held at Type of shares Shareholders’ name Period-end Type Amount Shenzhen Agricultural Products Group Co., RMB common 79,447,462 79,447,462 Ltd shares RMB common Shenzhen Food Materials Group Co., Ltd 66,052,518 66,052,518 shares RMB common Hu Ying 7,000,000 7,000,000 shares RMB common Lin Junbo 3,600,000 3,600,000 shares RMB common Zhong Zhenxin 3,295,500 3,295,500 shares Domestically listed Sun Huiming 3,250,062 3,250,062 foreign shares RMB common Jiang Zongyu 3,198,200 3,198,200 shares RMB common Chen Jiuyang 2,856,700 2,856,700 shares 103 深圳市深粮控股股份有限公司 2021 年年度报告全文 Hong Kong Securities Clearing Company RMB common 2,662,587 2,662,587 Limited shares RMB common Xu Wenxing 1,703,295 1,703,295 shares Expiation on associated Shenzhen SASAC directly holds 100% equity of Shenzhen Food Materials Group Co., Ltd., relationship or consistent actors and holds 34% of Shenzhen Agricultural Products Group Co., Ltd. indirectly through within the top 10 un-restrict Shenzhen Food Materials Group Co., Ltd.; the Company was not aware of any related shareholders and between top 10 relationship between other shareholders above, and whether they belonged to parties acting un-restrict shareholders and top in concert as defined by the Acquisition Management Method of Listed Company. 10 shareholders At the end of reporting period, Shareholder – Lin Junbo holds 3,600,000 shares of the Explanation on top 10 Company under customer credit trading secured securities account through China Merchants shareholders involving margin Securities Co., Ltd., common account holds 0 shares, and 3,600,000 shares are held in total business (if applicable) (see note at end of the Period. During the reporting period, the credit trading secured securities 4) account has 3,600,000 shares increased, and shares held in the common account has 3,566,700 shares decreased, shares held are increased 33,300 shares in total. Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back agreement dealing in reporting period □ Yes √ No The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no buy-back agreement dealing in reporting period. 2. Controlling shareholder of the Company Nature of controlling shareholders: local state-owned holding Type of controlling shareholders: legal person Legal person/pe Controlling rson in Date of foundation Organization code Main operation business shareholders charge of the unit The general business projects are: food safety infrastructure construction (including the upgrading of the farmers ’market, the upgrading of public places canteens, the Shenzhen Food He 91440300MA5EWWPXX construction of community cooked Materials Group 2017-12-14 Jianfeng 2 food centers, and the construction of Co., Ltd agricultural product bases); safe food circulation and terminal sales; the establishment of food distribution channel platforms; Food industry investment and operation (Including 104 深圳市深粮控股股份有限公司 2021 年年度报告全文 the M & A investment of the core resources of the food industry chain and the cultivation of enterprises in the future direction); Domestic trade (excluding franchised, monopolized, and exclusively controlled commodities); engaging in import and export business (except for items prohibited by laws, administrative regulations, and the State Council, restricted items can only be operated after obtaining permission); online business activities (excluding restricted items). Licensed business items are food sales and supply business; emergency material production and operation; production, purchase and sale of I, II and III medical devices; pharmaceutical wholesale; ordinary freight, professional transportation, warehousing and logistics. Equity of other domestic/oversea listed Company control by In addition to holding 63.79% equity of the company, Food Materials Group holds 34% equity of controlling Agricultural Products. shareholder as well as stock-joint in report period Changes of controlling shareholders in reporting period □ Applicable √Not applicable The controlling shareholder of the company has not changed during the reporting period. 3. Actual controller and persons acting in concert Nature of actual controller: local state-owned assets management Type of actual controller: legal person Legal person/person Main operation Actual controller Date of foundation Organization code in charge of the business unit Shenzhen Municipal People’s State-owned assets Wang Yongjian 2004-04-02 11440300K317280672 Government State-owned supervision and 105 深圳市深粮控股股份有限公司 2021 年年度报告全文 Assets Supervision & management Administration Commission Equity of other domestic/foreign listed - Company controlled by actual controller in reporting period Changes of actual controller in reporting period □ Applicable √Not applicable No changes of actual controllers for the Company in reporting period. Property right and controlling relationship between the actual controller and the Company is as follow Actual controller controlling the Company by entrust or other assets management □ Applicable √Not applicable 4. The total number of shares pledged by controlling shareholders or the first majority shareholder and its persons acting in concert accounts for 80% of the shares held by them □ Applicable √Not applicable 5. Particulars about other legal person shareholders with over 10% shares held □ Applicable √Not applicable 106 深圳市深粮控股股份有限公司 2021 年年度报告全文 6. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers, restructuring side and other commitment subjects □ Applicable √Not applicable IV. The specific implementation of shares buy-back during the reporting period Implementation progress of shares buy-back □ Applicable √ Not applicable Implementation progress of the reduction of repurchases shares by centralized bidding □ Applicable √ Not applicable 107 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section VIII. Preferred Stock □ Applicable √ Not applicable The Company had no preferred stock in the Period. 108 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section IX. Corporate Bonds □ Applicable √Not applicable 109 深圳市深粮控股股份有限公司 2021 年年度报告全文 Section X. Financial Report I. Audit Report Type of audit opinion Standard unqualified opinion Signing date of audit report 2022-04-24 Name of audit institute BDO China Shu Lun Pan Certified Public Accountant LLP Document serial of audit report BDO CPAs Zi[2022]No. ZL10167 Name of the CPA Qi Tao, Tao Guoheng Text of auditing report Auditor’s Report BDO CPAs Zi[2022]No.10167 To all shareholders of SHENZHEN CEREALS HOLDINGS CO., LTD.: 1. Auditing opinions We have audited the financial statement under the name of SHENZHEN CEREALS HOLDINGS CO., LTD. (hereinafter referred to as SZCH Company), including the consolidated and parent Company’s balance sheet of 31 December 2021 and profit statement, and cash flow statement, and statement on changes of shareholders’ equity for the year ended, and notes to the financial statements for the year ended. In our opinion, the Company’s financial statements have been prepared in accordance with the Accounting Standards for Business Enterprises, and they fairly present the financial status of the Company and of its parent company as of 31 December 2021 and its operation results and cash flows for the year ended. 2. Basis of opinion We conducted our audit in accordance with the Auditing Standards for Certified Public Accountants of China. Our responsibilities under those standards are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements” section of the auditor’s report. We are independent of the Company in accordance with the Certified Public Accountants of China’s Code of Ethics for Professional Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. 3. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the 110 深圳市深粮控股股份有限公司 2021 年年度报告全文 financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter. The key audit matters identified in our audit are summarized as follows: Key audit matters How to deal with the matter in audit (i) Revenue recognition The main audit procedures we implemented for the inventory and inventory falling price reserves include: (1) Understood, evaluated and tested the internal control design and implementation related to revenue recognition of SZCH Company; Details and analysis of accounting policy of revenue (2) Check the main sales contracts, identify terms related to transfer of the main risks and rewards on the recognition found more in the (39) in Note V and (61) in ownership of goods, and evaluate whether the revenue VII of consolidated financial statements. recognition policy conforms to the Accounting SZCH operating revenue for 2021 is 10,139,563,710.11 Standards for Business Enterprise; yuan, including: the grain and oil trading and processing (3) Carry out substantive analysis procedures for business is 8,898,880,048.64 yuan, accounting for operating revenue and gross profit rate by month, 87.76% of the operating revenue. The grain and oil products, etc., identify whether there is significant or abnormal fluctuation, and review the rationality of trading and processing business has a significant impact revenue; on the financial statement, and it is one of the key index (4) We use sampling method to check the supporting of performance of SZCH, which has a special risks in documents related to revenue recognition, including manipulation for achieving the predicted target, sales contract, sales invoice, delivery order, goods right therefore, the identify of operating income will be listed transfer document and accounting voucher, etc.; as the key auditing event. (5) In combination with the L/C receivable, confirm the sales volume of the current period to the main customers by sampling; (6) Carry out a cut-off test on the business income recognized before and after the balance sheet date to assess whether the business income is recognized in the appropriate accounting period. (ii) Inventory and inventory falling price reserves Details of inventory and inventory impairment found The main audit procedures we implemented for the more in the (15) in Note V and (9) of consolidated inventory and inventory falling price reserves of SZCH financial statements. Company include: (1) Understood, evaluated and tested the internal control As of December 31, 2021, the inventory book balance design and implementation related to inventory falling presented on the consolidated financial statements of price reserves of SZCH Company; SZCH Company was 3580.1586 million yuan, and the (2) We performed the inventory monitoring procedures amount of inventory falling price reserves was 119.5399 for inventory, and checked the quantity and condition; million yuan, book value of inventories was 3460.6187 (3) Acquired the calculation table of inventory falling million yuan, accounting for 45.12% of the total assets. price reserve, implemented the inventory impairment test procedure, and analyzed whether provision for 111 深圳市深粮控股股份有限公司 2021 年年度报告全文 Inventory is measured at the lower one between the cost inventory falling price reserves was sufficient; and the net realizable value, due to the large amount of (4) We obtained the year-end inventory age list, money of inventory, the SZCH management (Hereinafter conducted an analytical review of the inventory with long inventory age combine with the condition of referred to as "management") needed to make significant products, and analyzed whether inventory falling price judgments when determining the decrease in value of reserves was sufficient; inventory, including the consideration of government (5) For the products that can obtain the selling price in reserve as grain & oil, food and vegetable oil included, open market, select samples, independently query the that affected by futures market, these important public market price information and compare it with the judgments have a significant impact on the valuation of estimated selling price.。 inventory and provision for inventory depreciation at period-end; therefore, we determined the inventory and inventory falling price reserves as key audit matters. 4. Other information The management of SZCH Company (hereinafter referred to as the management) is responsible for other information which includes the information covered in the Company’s 2021 annual report excluding the financial statement and our audit report. The audit opinion issued by us for the financial statement has not covered other information, for which we do not issue any form of assurance opinions. Considering our audit on financial statements, we are liable to read other information, during which, we shall consider whether other information differs materially from the financial statements or that we understand during our audit, or whether there is any material misstatement. Based on the works executed by us, we should report the fact if we find any material misstatement in other information. In this regards, we have nothing to report. 5. Responsibilities of management and those charged with governance for the financial statements The management of SZCH Company is responsible for the preparation of the financial statements in accordance with the Accounting Standards for Enterprise to secure a fair presentation, and for the design, establishment and maintenance of the internal control necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the management is responsible for assessing the Company’s ability to continue as a going concern (if applicable), disclosing matters related to going concern and using the going concern assumption unless the management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. 112 深圳市深粮控股股份有限公司 2021 年年度报告全文 Those charged with governance are responsible for overseeing the Company’s financial reporting process. 6. Responsibilities of the auditor for the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an audit report that includes our audit opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the CAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. As part of an audit in accordance with the CAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: (i) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. (ii) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances (iii) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management. (iv) Conclude on the appropriateness of the management’s use of the going concern assumption and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required by the CAS to draw users’ attention in audit report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify audit opinion. Our conclusions are based on the information obtained up to the date of audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. (v) Evaluate the overall presentation, including the disclosures, structure and content of the financial statements and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. (vi) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express audit opinion on the financial statements. We are responsible for the 113 深圳市深粮控股股份有限公司 2021 年年度报告全文 direction, supervision and performance of the group audit. We remain solely responsible for audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and relevant countermeasures (if applicable). From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in the auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in the auditor’s report because of the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. BDO China Shu Lun Pan CPAs Chinese CPA:Qi Tao (LLP) (Engagement partner) Chinese CPA: Tao Guoheng ShanghaiChina 24 April 2022 II. Financial Statement Statement in Financial Notes are carried in RMB/CNY 1. Consolidated Balance Sheet Prepared by SHENZHEN CEREALS HOLDINGS CO., LTD. Unit: RMB/CNY Item December 31, 2021 December 31, 2020 Current assets: 114 深圳市深粮控股股份有限公司 2021 年年度报告全文 Monetary funds 50,409,923.65 190,494,225.94 Settlement provisions Capital lent Trading financial assets 211,060,770.50 160,621,806.51 Derivative financial assets Note receivable 687,242.00 2,213,426.00 Account receivable 283,047,341.62 198,311,102.17 Receivable financing Accounts paid in advance 115,894,774.61 27,136,263.84 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Other account receivable 32,377,838.35 22,631,043.66 Including: Interest receivable Dividend receivable Buying back the sale of financial assets Inventories 3,460,618,674.81 3,418,328,974.27 Contract assets Assets held for sale Non-current asset due within one year Other current assets 88,457,984.90 119,750,603.31 Total current assets 4,242,554,550.44 4,139,487,445.70 Non-current assets: Loans and payments on behalf Debt investment Other debt investment Long-term account receivable Long-term equity investment 73,490,443.49 73,215,147.84 Investment in other equity instrument Other non-current financial 57,500.00 57,500.00 assets 115 深圳市深粮控股股份有限公司 2021 年年度报告全文 Investment real estate 233,096,698.49 253,037,899.57 Fixed assets 2,127,831,149.19 1,122,692,490.55 Construction in progress 207,946,539.97 1,045,643,295.57 Productive biological asset 378,001.80 387,694.20 Oil and gas asset Right-of-use assets 97,648,674.06 Intangible assets 609,405,194.82 599,306,223.04 Expense on Research and Development Goodwill 1,953,790.56 Long-term expenses to be 28,795,206.45 31,732,325.01 apportioned Deferred income tax asset 40,529,425.47 41,347,952.12 Other non-current asset 5,931,731.58 2,476,174.33 Total non-current asset 3,427,064,355.88 3,169,896,702.23 Total assets 7,669,618,906.32 7,309,384,147.93 Current liabilities: Short-term loans 504,766,782.25 110,318,727.12 Loan from central bank Capital borrowed Trading financial liability Derivative financial liability Note payable Account payable 426,906,669.71 480,896,517.64 Accounts received in advance 2,379,891.67 3,376,262.66 Contract liability 182,972,314.85 108,975,866.82 Selling financial asset of repurchase Absorbing deposit and interbank deposit Security trading of agency Security sales of agency Wage payable 320,706,055.47 260,514,559.66 Taxes payable 86,813,588.15 66,904,735.29 Other account payable 376,607,198.99 397,325,719.50 116 深圳市深粮控股股份有限公司 2021 年年度报告全文 Including: Interest payable Dividend payable 2,933,690.04 2,933,690.04 Commission charge and commission payable Reinsurance payable Liability held for sale Non-current liabilities due 128,732,475.16 104,225,183.07 within one year Other current liabilities 4,367,576.91 7,250,420.68 Total current liabilities 2,034,252,553.16 1,539,787,992.44 Non-current liabilities: Insurance contract reserve Long-term loans 730,521,692.22 841,864,531.75 Bonds payable Including: Preferred stock Perpetual capital securities Lease liability 80,173,743.75 Long-term account payable 17,266,921.98 16,126,146.20 Long-term wages payable Accrual liability 3,500,000.00 3,500,000.00 Deferred income 93,129,536.68 100,710,038.32 Deferred income tax liabilities 13,868,191.82 12,150,035.13 Other non-current liabilities Total non-current liabilities 938,460,086.45 974,350,751.40 Total liabilities 2,972,712,639.61 2,514,138,743.84 Owner’s equity: Share capital 1,152,535,254.00 1,152,535,254.00 Other equity instrument Including: Preferred stock Perpetual capital securities Capital public reserve 1,259,639,656.65 1,422,892,729.36 Less: Inventory shares Other comprehensive income 117 深圳市深粮控股股份有限公司 2021 年年度报告全文 Reasonable reserve Surplus public reserve 405,575,490.42 382,367,575.37 Provision of general risk Retained profit 1,812,541,701.27 1,637,536,441.03 Total owner’ s equity attributable to 4,630,292,102.34 4,595,331,999.76 parent company Minority interests 66,614,164.37 199,913,404.33 Total owner’ s equity 4,696,906,266.71 4,795,245,404.09 Total liabilities and owner’ s equity 7,669,618,906.32 7,309,384,147.93 Legal Representative: Zhu Junming Person in charge of accounting works: Lu Yuhe Person in charge of accounting institute: Wen Jieyu 2. Balance Sheet of Parent Company Unit: RMB/CNY Item December 31, 2021 December 31, 2020 Current assets: Monetary funds 2,264,388.89 5,312,806.71 Trading financial assets 181,047,789.68 621,806.51 Derivative financial assets Note receivable Account receivable 135,678,426.30 4,087,681.18 Receivable financing Accounts paid in advance Other account receivable 983,939,717.84 892,105,968.23 Including: Interest receivable Dividend 540,000,000.00 390,000,000.00 receivable Inventories Contract assets Assets held for sale Non-current assets maturing within one year 118 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other current assets 1,083,482.32 1,497,597.50 Total current assets 1,304,013,805.03 903,625,860.13 Non-current assets: Debt investment Other debt investment Long-term receivables Long-term equity investments 4,048,519,425.09 3,707,714,425.09 Investment in other equity instrument Other non-current financial assets Investment real estate 16,514,913.76 16,986,504.04 Fixed assets 32,097,138.18 33,125,275.65 Construction in progress 239,282.75 Productive biological assets 378,001.80 387,694.20 Oil and natural gas assets Right-of-use assets Intangible assets 19,338,264.04 12,842,693.98 Research and development costs Goodwill Long-term deferred expenses 1,538,731.98 1,040,708.20 Deferred income tax assets Other non-current assets 4,602,630.58 Total non-current assets 4,123,228,388.18 3,772,097,301.16 Total assets 5,427,242,193.21 4,675,723,161.29 Current liabilities: Short-term borrowings 28,175,026.24 Trading financial liability Derivative financial liability Notes payable Account payable Accounts received in advance Contract liability 411.00 Wage payable 29,472,163.62 26,535,794.31 Taxes payable 2,801,612.80 2,736,075.65 119 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other accounts payable 764,330,925.37 45,560,514.82 Including: Interest payable Dividend payable 2,933,690.04 2,933,690.04 Liability held for sale Non-current liabilities due within one year Other current liabilities Total current liabilities 824,779,728.03 74,832,795.78 Non-current liabilities: Long-term loans Bonds payable Including: Preferred stock Perpetual capital securities Lease liability Long-term account payable Long term employee compensation payable Accrued liabilities 3,500,000.00 3,500,000.00 Deferred income Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 3,500,000.00 3,500,000.00 Total liabilities 828,279,728.03 78,332,795.78 Owners’ equity: Share capital 1,152,535,254.00 1,152,535,254.00 Other equity instrument Including: Preferred stock Perpetual capital securities Capital public reserve 3,018,106,568.27 3,018,106,568.27 Less: Inventory shares Other comprehensive income Special reserve Surplus reserve 133,171,062.28 109,963,147.23 120 深圳市深粮控股股份有限公司 2021 年年度报告全文 Retained profit 295,149,580.63 316,785,396.01 Total owner’s equity 4,598,962,465.18 4,597,390,365.51 Total liabilities and owner’s equity 5,427,242,193.21 4,675,723,161.29 3. Consolidated Profit Statement Unit: RMB/CNY Item 2021 2020 I. Total operating income 10,139,563,710.11 11,884,527,506.34 Including: Operating income 10,139,563,710.11 11,884,527,506.34 Interest income Insurance gained Commission charge and commission income II. Total operating cost 9,504,004,530.36 11,255,304,140.15 Including: Operating cost 8,859,285,309.43 10,725,012,933.34 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 Tax and extras 16,709,081.11 12,377,202.41 Sales expense 250,216,473.67 201,304,842.30 Administrative expense 300,735,585.34 285,083,453.91 R&D expense 20,689,494.13 16,617,944.25 Financial expense 56,368,586.68 14,907,763.94 Including: Interest 57,185,980.70 16,958,179.81 expenses Interest 2,369,604.37 3,529,030.44 income Add: Other income 15,739,392.31 18,615,426.79 121 深圳市深粮控股股份有限公司 2021 年年度报告全文 Investment income (Loss is 4,289,604.50 17,401,645.38 listed with “-”) Including: Investment income on affiliated company and joint 275,295.65 2,065,265.42 venture The termination of income recognition for financial assets measured by amortized cost Exchange income (Loss is listed with “-”) Net exposure hedging income (Loss is listed with “-”) Income from change of fair 299,292.76 -544,403.21 value (Loss is listed with “-”) Loss of credit impairment 2,154,887.55 1,012,688.03 (Loss is listed with “-”) Losses of devaluation of -184,486,526.84 -210,190,362.81 asset (Loss is listed with “-”) Income from assets disposal 29,437,150.82 -47,312.84 (Loss is listed with “-”) III. Operating profit (Loss is listed with 502,992,980.85 455,471,047.53 “-”) Add: Non-operating income 14,640,665.53 3,925,937.84 Less: Non-operating expense 1,505,363.93 1,554,552.82 IV. Total profit (Loss is listed with “-”) 516,128,282.45 457,842,432.55 Less: Income tax expense 79,817,640.62 54,070,586.10 V. Net profit (Net loss is listed with 436,310,641.83 403,771,846.45 “-”) (i) Classify by business continuity 1.continuous operating net profit 436,310,641.83 403,771,846.45 (net loss listed with ‘-”) 2.termination of net profit (net loss listed with ‘-”) (ii) Classify by ownership 1.Net profit attributable to 428,720,226.09 405,088,385.54 owner’s of parent company 2.Minority shareholders’ gains 7,590,415.74 -1,316,539.09 and losses 122 深圳市深粮控股股份有限公司 2021 年年度报告全文 VI. Net after-tax of other comprehensive income Net after-tax of other comprehensive income attributable to owners of parent company (I) Other comprehensive income items which will not be reclassified subsequently to profit of loss 1.Changes of the defined benefit plans that re-measured 2.Other comprehensive income under equity method that cannot be transfer to gain/loss 3.Change of fair value of investment in other equity instrument 4.Fair value change of enterprise's credit risk 5. Other (ii) Other comprehensive income items which will be reclassified subsequently to profit or loss 1.Other comprehensive income under equity method that can transfer to gain/loss 2.Change of fair value of other debt investment 3.Amount of financial assets re-classify to other comprehensive income 4.Credit impairment provision for other debt investment 5.Cash flow hedging reserve 6.Translation differences arising on translation of foreign currency financial statements 7.Other Net after-tax of other comprehensive income attributable to minority 123 深圳市深粮控股股份有限公司 2021 年年度报告全文 shareholders VII. Total comprehensive income 436,310,641.83 403,771,846.45 Total comprehensive income attributable to owners of parent 428,720,226.09 405,088,385.54 Company Total comprehensive income 7,590,415.74 -1,316,539.09 attributable to minority shareholders VIII. Earnings per share: (i) Basic earnings per share 0.3720 0.3515 (ii) Diluted earnings per share 0.3720 0.3515 As for the enterprise combined under the same control, net profit of 0 Yuan achieved by the merged party before combination while 0 Yuan achieved last period. Legal Representative: Zhu Junming Person in charge of accounting works: Lu Yuhe Person in charge of accounting institute: Wen Jieyu 4. Profit Statement of Parent Company Unit: RMB/CNY Item 2021 2020 I. Operating income 152,755,423.01 6,787,646.23 Less: Operating cost 471,590.28 3,407,360.30 Taxes and surcharge 683,515.34 342,277.58 Sales expenses 1,557.53 Administration expenses 67,332,547.72 69,040,444.78 R&D expenses Financial expenses 3,532,095.48 -299,837.13 Including: Interest 4,179,277.98 expenses Interest 702,381.08 363,508.65 income Add: Other income 194,374.00 1,153,678.06 Investment income (Loss is 151,392,969.32 393,154,397.74 listed with “-”) Including: Investment income on affiliated Company and 124 深圳市深粮控股股份有限公司 2021 年年度报告全文 joint venture The termination of income recognition for financial assets measured by amortized cost (Loss is listed with “-”) Net exposure hedging income (Loss is listed with “-”) Changing income of fair 299,292.76 -544,403.21 value (Loss is listed with “-”) Loss of credit impairment -393,159.80 -468,842.76 (Loss is listed with “-”) Losses of devaluation of -5,500,000.00 asset (Loss is listed with “-”) Income on disposal of -27,216.57 assets (Loss is listed with “-”) II. Operating profit (Loss is listed 232,229,150.47 322,063,456.43 with “-”) Add: Non-operating income 417,499.86 Less: Non-operating expense 150,000.00 681,213.11 III. Total Profit (Loss is listed with 232,079,150.47 321,799,743.18 “-”) Less: Income tax IV. Net profit (Net loss is listed with 232,079,150.47 321,799,743.18 “-”) (i) continuous operating net 232,079,150.47 321,799,743.18 profit (net loss listed with ‘-”) (ii) termination of net profit (net loss 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 of the defined benefit plans that re-measured 2.Other comprehensive income under equity method that cannot be transfer to gain/loss 3.Change of fair value of 125 深圳市深粮控股股份有限公司 2021 年年度报告全文 investment in other equity instrument 4.Fair value change of enterprise's credit risk 5. Other (ii) Other comprehensive income items which will be reclassified subsequently to profit or loss 1.Other comprehensive income under equity method that can transfer to gain/loss 2.Change of fair value of other debt investment 3.Amount of financial assets re-classify to other comprehensive income 4.Credit impairment provision for other debt investment 5.Cash flow hedging reserve 6.Translation differences arising on translation of foreign currency financial statements 7.Other VI. Total comprehensive income 232,079,150.47 321,799,743.18 VII. Earnings per share: (i) Basic earnings per share (ii) Diluted earnings per share 5. Consolidated Cash Flow Statement Unit: RMB/CNY Item 2021 2020 I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 10,872,515,643.46 11,286,443,589.59 services Net increase of customer deposit and interbank deposit 126 深圳市深粮控股股份有限公司 2021 年年度报告全文 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 Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Net cash received by agents in sale and purchase of securities Write-back of tax received 45,244,428.95 21,596,382.78 Other cash received concerning 479,459,925.25 361,167,179.98 operating activities Subtotal of cash inflow arising from 11,397,219,997.66 11,669,207,152.35 operating activities Cash paid for purchasing commodities and receiving labor 9,852,107,611.52 10,694,549,697.89 service Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Net increase of capital lent Cash paid for interest, commission charge and commission Cash paid for bonus of guarantee slip Cash paid to/for staff and 300,172,388.98 260,761,173.53 workers 127 深圳市深粮控股股份有限公司 2021 年年度报告全文 Taxes paid 169,922,331.66 75,567,816.93 Other cash paid concerning 634,621,635.96 351,800,241.73 operating activities Subtotal of cash outflow arising from 10,956,823,968.12 11,382,678,930.08 operating activities Net cash flows arising from operating 440,396,029.54 286,528,222.27 activities II. Cash flows arising from investing activities: Cash received from recovering 470,050,000.00 874,500,000.00 investment Cash received from investment 3,814,981.00 13,047,809.64 income Net cash received from disposal of fixed, intangible and other 43,950,678.81 39,017.83 long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning 337,500.00 investing activities Subtotal of cash inflow from 517,815,659.81 887,924,327.47 investing activities Cash paid for purchasing fixed, 203,585,664.63 330,306,167.83 intangible and other long-term assets Cash paid for investment 841,680,000.00 655,000,000.00 Net increase of mortgaged loans Net cash received from 16,512,205.96 subsidiaries and other units obtained Other cash paid concerning 6,600.00 investing activities Subtotal of cash outflow from 1,061,777,870.59 985,312,767.83 investing activities Net cash flows arising from investing -543,962,210.78 -97,388,440.36 activities III. Cash flows arising from financing activities: Cash received from absorbing 2,401,000.00 investment 128 深圳市深粮控股股份有限公司 2021 年年度报告全文 Including: Cash received from absorbing minority shareholders’ 2,401,000.00 investment by subsidiaries Cash received from loans 3,189,591,562.34 1,252,948,640.66 Other cash received concerning financing activities Subtotal of cash inflow from 3,191,992,562.34 1,252,948,640.66 financing activities Cash paid for settling debts 2,907,274,264.53 1,125,297,927.31 Cash paid for dividend and 301,598,845.09 281,115,923.63 profit distributing or interest paying Including: Dividend and profit of minority shareholder paid by 3,811,557.09 subsidiaries Other cash paid concerning 20,527,342.78 58,702.23 financing activities Subtotal of cash outflow from 3,229,400,452.40 1,406,472,553.17 financing activities Net cash flows arising from financing -37,407,890.06 -153,523,912.51 activities IV. Influence on cash and cash equivalents due to fluctuation in -150,074.44 -76,401.31 exchange rate V. Net increase of cash and cash -141,124,145.74 35,539,468.09 equivalents Add: Balance of cash and cash 190,494,225.94 154,954,757.85 equivalents at the period -begin VI. Balance of cash and cash 49,370,080.20 190,494,225.94 equivalents at the period -end 6. Cash Flow Statement of Parent Company Unit: RMB/CNY Item 2021 2020 I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 137,263,979.66 3,366,464.12 services 129 深圳市深粮控股股份有限公司 2021 年年度报告全文 Write-back of tax received 1,637,543.02 103,987.33 Other cash received concerning 1,956,978,556.11 341,811,436.11 operating activities Subtotal of cash inflow arising from 2,095,880,078.79 345,281,887.56 operating activities Cash paid for purchasing commodities and receiving labor 45,095,000.00 76,108.23 service Cash paid to/for staff and 54,555,323.35 40,060,609.61 workers Taxes paid 7,083,053.22 9,318,111.37 Other cash paid concerning 1,252,879,663.51 330,103,954.85 operating activities Subtotal of cash outflow arising from 1,359,613,040.08 379,558,784.06 operating activities Net cash flows arising from operating 736,267,038.71 -34,276,896.50 activities II. Cash flows arising from investing activities: Cash received from recovering 122,550,000.00 14,500,000.00 investment Cash received from investment 815,223.96 260,865,827.42 income Net cash received from disposal of fixed, intangible and other 2,703.87 long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning 337,500.00 investing activities Subtotal of cash inflow from 123,365,223.96 275,706,031.29 investing activities Cash paid for purchasing fixed, 12,812,134.53 11,789,428.69 intangible and other long-term assets Cash paid for investment 643,355,000.00 10,000,000.00 Net cash received from subsidiaries and other units obtained Other cash paid concerning 130 深圳市深粮控股股份有限公司 2021 年年度报告全文 investing activities Subtotal of cash outflow from 656,167,134.53 21,789,428.69 investing activities Net cash flows arising from investing -532,801,910.57 253,916,602.60 activities III. Cash flows arising from financing activities: Cash received from absorbing investment Cash received from loans 757,196,852.36 Other cash received concerning financing activities Subtotal of cash inflow from 757,196,852.36 financing activities Cash paid for settling debts 729,024,633.14 Cash paid for dividend and 234,673,618.10 230,507,050.80 profit distributing or interest paying Other cash paid concerning 58,702.23 financing activities Subtotal of cash outflow from 963,698,251.24 230,565,753.03 financing activities Net cash flows arising from financing -206,501,398.88 -230,565,753.03 activities IV. Influence on cash and cash equivalents due to fluctuation in -12,147.08 -33,541.26 exchange rate V. Net increase of cash and cash -3,048,417.82 -10,959,588.19 equivalents Add: Balance of cash and cash 5,312,806.71 16,272,394.90 equivalents at the period -begin VI. Balance of cash and cash 2,264,388.89 5,312,806.71 equivalents at the period -end 7. Statement of Changes in Owners’ Equity (Consolidated) Current period Unit: RMB/CNY 2021 Item Owners’ equity attributable to the parent Company Min Tota 131 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other ority l equity inter own Othe instrument Less ests ers’ r Prov Per : Reas equit Sha Capi com Surp ision Reta pet Inve onab y re Pre tal preh lus of ined Othe Subt ual ntor le cap fer reser ensi reser gene profi r otal cap Ot y reser ital red ve ve ve ral t ital her shar ve sto inco risk sec es ck me urit ies 1,1 52, 1,42 382, 1,63 4,59 199, 4,79 I. The ending 535 2,89 367, 7,53 5,33 913, 5,24 balance of the ,25 2,72 575. 6,44 1,99 404. 5,40 previous year 4.0 9.36 37 1.03 9.76 33 4.09 0 Add: Changes of accounting policy Error correction of the last period Enterprise combine under the same control Other 1,1 II. The 52, 1,42 382, 1,63 4,59 199, 4,79 beginning 535 2,89 367, 7,53 5,33 913, 5,24 balance of the ,25 2,72 575. 6,44 1,99 404. 5,40 current year 4.0 9.36 37 1.03 9.76 33 4.09 0 III. Increase/ Decrease in -163 23,2 175, 34,9 -133 -98, the period ,253, 07,9 005, 60,1 ,299, 339, (Decrease is 072. 15.0 260. 02.5 239. 137. listed with 71 5 24 8 96 38 “-”) (i) Total 428, 428, 7,59 436, comprehensiv 720, 720, 0,41 310, 132 深圳市深粮控股股份有限公司 2021 年年度报告全文 e income 226. 226. 5.74 641. 09 09 83 (ii) Owners’ -163 -163 -137 -300 devoted and ,253, ,253, ,078, ,331, decreased 072. 072. 098. 171. capital 71 71 61 32 1.Common 21,3 21,3 shares 48,8 48,8 invested by 28.6 28.6 shareholders 8 8 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment -163 -163 -158 -321 ,253, ,253, ,426, ,680, 4. Other 072. 072. 927. 000. 71 71 29 00 23,2 -253 -230 -3,8 -234 (iii) Profit 07,9 ,714, ,507, 11,5 ,318, distribution 15.0 965. 050. 57.0 607. 5 85 80 9 89 23,2 -23, 1. Withdrawal 07,9 207, of surplus 15.0 915. reserves 5 05 2. Withdrawal of general risk provisions 3. -230 -230 -3,8 -234 Distribution ,507, ,507, 11,5 ,318, for owners (or 050. 050. 57.0 607. shareholders) 80 80 9 89 133 深圳市深粮控股股份有限公司 2021 年年度报告全文 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. Carry-over retained earnings from the defined benefit plans 5. Carry-over retained earnings from other comprehensiv e income 6. Other (v) Reasonable reserve 1. Withdrawal 1,28 1,28 1,28 in the report 3,50 3,50 3,50 period 2.97 2.97 2.97 2. Usage in 1,28 1,28 1,28 the report 3,50 3,50 3,50 period 2.97 2.97 2.97 134 深圳市深粮控股股份有限公司 2021 年年度报告全文 (vi) Others 1,1 52, 1,25 405, 1,81 4,63 66,6 4,69 VI. Balance at 535 9,63 575, 2,54 0,29 14,1 6,90 the end of the ,25 9,65 490. 1,70 2,10 64.3 6,26 period 4.0 6.65 42 1.27 2.34 7 6.71 0 Last period Unit: RMB/CNY 2020 Owners’ equity attributable to the parent Company Other equity instrument Pe Othe Less rpe r Prov Total : Reas Mino Sha tua Capi com Surp ision Reta owne Item Inve onab rity Pr re l tal preh lus of ined Othe Subt rs’ efe ntor le intere cap ca reser ensi reser gene profi r otal equit rre Oth y reser sts ital pit ve ve ve ral t y d er shar ve al inco risk sto es sec me ck uri tie s 1,1 I. The ending 52, 1,42 350, 1,49 4,42 4,623 202,6 balance of 535 2,89 522. 187, 5,13 0,75 ,438, 86,94 the previous ,25 2,72 55 601. 5,08 1,18 130.9 3.42 year 4.0 9.36 06 0.60 7.57 9 0 Add: Changes of accounting policy Error correction of the last period Enterprise combine 135 深圳市深粮控股股份有限公司 2021 年年度报告全文 under the same control Other 1,1 II. The 52, 1,42 350, 1,49 4,42 4,623 beginning 202,6 535 2,89 522. 187, 5,13 0,75 ,438, balance of 86,94 ,25 2,72 55 601. 5,08 1,18 130.9 the current 3.42 4.0 9.36 06 0.60 7.57 9 year 0 III. Increase/ Decrease in 32,1 142, 174, -2,77 171,8 the period -522 79,9 401, 580, 3,539 07,27 (Decrease is .55 74.3 360. 812. .09 3.10 listed with 1 43 19 “-”) 405, 405, (i) Total -1,31 403,7 088, 088, comprehensi 6,539 71,84 385. 385. ve income .09 6.45 54 54 (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 32,1 -262 -230 -1,45 -231, distribution 79,9 ,687, ,507 7,000 964,0 136 深圳市深粮控股股份有限公司 2021 年年度报告全文 74.3 025. ,050 .00 50.80 1 11 .80 1. 32,1 -32, Withdrawal 79,9 179, of surplus 74.3 974. reserves 1 31 2. Withdrawal of general risk provisions 3. -230 -230 Distribution -1,45 -231, ,507, ,507 for owners 7,000 964,0 050. ,050 (or .00 50.80 80 .80 shareholders) 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. Carry-over retained earnings from the defined 137 深圳市深粮控股股份有限公司 2021 年年度报告全文 benefit plans 5. Carry-over retained earnings from other comprehensi ve income 6. Other (v) -522 -522 -522. Reasonable .55 .55 55 reserve 1. 1,12 1,12 1,124 Withdrawal 4,32 4,32 ,329. in the report 9.18 9.18 18 period 2. Usage in 1,12 1,12 1,124 the report 4,85 4,85 ,851. period 1.73 1.73 73 (vi) Others 1,1 52, 1,42 382, 1,63 4,59 4,795 VI. Balance 199,9 535 2,89 367, 7,53 5,33 ,245, at the end of 13,40 ,25 2,72 575. 6,44 1,99 404.0 the period 4.33 4.0 9.36 37 1.03 9.76 9 0 8. Statement of Changes in Owners’ Equity (Parent Company) Current period Unit: RMB/CNY 2021 Other equity instrument Other Perp Capita Less: Share compr Reaso Surplu Retai Item l Invent Total etual ehensi nable s ned capit Prefe Other owners’ capit Othe reserv ory ve reserv reserv profi al rred equity al r e shares incom e e t stock e secur ities I. The ending 1,152 3,018, 109,96 316, 4,597,39 balance of the ,535, 106,56 3,147. 785, 0,365.51 138 深圳市深粮控股股份有限公司 2021 年年度报告全文 previous year 254.0 8.27 23 396. 0 01 Add: Changes of accounting policy Error correction of the last period Other II. The 1,152 316, 3,018, 109,96 beginning ,535, 785, 4,597,39 106,56 3,147. balance of the 254.0 396. 0,365.51 8.27 23 current year 0 01 III. Increase/ Decrease in -21,63 23,207, 1,572,099. the period 5,815. 915.05 67 (Decrease is 38 listed with “-”) (i) Total 232,0 232,079,1 comprehensive 79,15 50.47 income 0.47 (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 139 深圳市深粮控股股份有限公司 2021 年年度报告全文 4. Other -253,7 (iii) Profit 23,207, -230,507 14,96 distribution 915.05 ,050.80 5.85 1. Withdrawal -23,20 23,207, of surplus 7,915. 915.05 reserves 05 -230, 2. Distribution 507, -230,507 for owners (or 050. ,050.80 shareholders) 80 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. Carry-over retained earnings from the defined benefit plans 5. Carry-over retained earnings from other comprehensive income 6. Other 140 深圳市深粮控股股份有限公司 2021 年年度报告全文 (v) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (vi) Others 1,152 VI. Balance at 3,018, 295,1 ,535, 133,171 4,598,962, the end of the 106,56 49,58 254.0 ,062.28 465.18 period 8.27 0.63 0 Last period Unit: RMB/CNY 2020 Other equity instrument Perp Other Shar Capit Less: Pref etual compr Surpl Item e al Invent Reason Total ehensi us Retaine erre capit able Other owners’ capit Othe reserv ory ve reserv d profit d al reserve equity al r e shares incom e stoc secu e k ritie s 1,15 I. The ending 3,018, 77,78 257,67 2,53 4,506,09 balance of the 106,5 3,172 2,677.9 5,25 7,673.13 previous year 68.27 .92 4 4.00 Add: Changes of accounting policy Error correction of the last period Other II. The 1,15 3,018, 77,78 257,67 4,506,09 beginning 2,53 106,5 3,172 2,677.9 7,673.13 balance of the 5,25 68.27 .92 4 141 深圳市深粮控股股份有限公司 2021 年年度报告全文 current year 4.00 III. Increase/ Decrease in 32,17 the period 59,112, 91,292,6 9,974 (Decrease is 718.07 92.38 .31 listed with “-”) (i) Total 321,79 321,799, comprehensiv 9,743.1 743.18 e income 8 (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 32,17 -262,68 (iii) Profit -230,507, 9,974 7,025.1 distribution 050.80 .31 1 1. 32,17 Withdrawal -32,179 9,974 of surplus ,974.31 .31 reserves 2. -230,50 Distribution -230,507, 7,050.8 for owners 050.80 0 (or 142 深圳市深粮控股股份有限公司 2021 年年度报告全文 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. Carry-over retained earnings from the defined benefit plans 5. Carry-over retained earnings from other comprehensiv e income 6. Other (v) Reasonable reserve 1. Withdrawal in the report period 2. Usage in 143 深圳市深粮控股股份有限公司 2021 年年度报告全文 the report period (vi) Others 1,15 VI. Balance 3,018, 109,9 316,78 2,53 4,597,39 at the end of 106,5 63,14 5,396.0 5,25 0,365.51 the period 68.27 7.23 1 4.00 III. Basic information of Company 1. Company profile Shenzhen Cereals Holdings Co., Ltd. (formerly the Shenzhen Shenbao Industrial Co., Ltd., hereinafter referred to as “SZCH”, “Company” or “the Company” ), formerly named Shenzhen Shenbao Canned Food Company, obtained approval (Document (1991) No.978) from Shenzhen Municipal People’s Government to change to the name as Shenzhen Shenbao Industrial Co., ltd. 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 Company belongs to the grain, oil, food and beverage industry. As of 31 December 2021, the cumulative amount of shares issued by the Company was 1,152,535,254 shares with registered capital of 1,152,535,254.00 yuan. Registered address: Shenzhen, Guangdong Province; HQ of the Company: 8/F, Tower B, No.4 Building, Software Industry Base, South District, Science & Technology Park, Xuefu Rd., Yuehai Street, Nanshan District, Shenzhen. Main business of the Company: general operating items: Purchase and sales of grain and oil, grain & oil reserves; operation and processing of grain & oil products; production of tea, tea products, tea and natural plant extract, canned foods, beverages and native products (business license of the production place shall be separately applied for); feed management and processing (outsourcing); investment, operation and development of grain & oil logistics, feed logistics and tea garden etc.; sales of feed and tea; warehousing services; food circulation services; modern food supply chain services; technology development and services of grain & oil, tea, plant products, soft drinks and foods; construction of E-commerce and information, IT development and supporting services; industrial investment (specific items will be declared separately); domestic trade; operating the import and export business; engaged in real estate development and operation on the lands where the right-to-use has been legally acquired; development, operation, leasing and management of the own property; property management; providing management services to hotels.(items mentioned above which are involved in approval from national laws, administrative regulations and decision of the state council, must be submitted for examination and approval before operation ). Licensed business item: wholesale of prepackaged food (excluding reheating prepackaged food) (in non-physical way); information service (internet information service only); general freight, professional transportation (refrigeration and fresh-keeping). Parent enterprise of the Company: Shenzhen Food Materials Group Co., Ltd; actual controller of the Company: Assets Supervision and Administration Commission of Shenzhen municipal People’s Government. 144 深圳市深粮控股股份有限公司 2021 年年度报告全文 The financial statement has been approved by BOD of the company for reporting on 24 April 2022. 2. Consolidate scope for the financial statement Change of the consolidate scope in the Period found more in “Note VIII. Change of consolidate scope” Information with subsidiaries concerned found more in the “Note IX. Equity in other entity” IV. Basis of preparation of financial statements 1. Basis of preparation The financial statement are prepared in line with the Accounting Standards for Business Enterprise -Basic Standard issued by Ministry of Finance 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 Accounting Standards for Business Enterprise), combining the Information Disclosure Preparation Rules for Company Public Issuing Securities No.15-General Rules for Financial Report of the CSRC 2. Going concern The financial statement has been prepared on a going concern basis. V. Major accounting policy, accounting estimation 1. Statement for observation of Accounting Standard for Business Enterprise The financial statements prepared by the Company are in accordance to requirements of Accounting Standard for Business Enterprise issued by Ministry of Finance, which truly and completely reflect the financial status of the Company and parent company on 31 December 2021, as well as the consolidate and parent company’s operational results and cash flow for year of 2021. 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. 145 深圳市深粮控股股份有限公司 2021 年年度报告全文 3. Operating cycle Operating cycle of the Company was 12 months 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 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 . Business combination not under the same control: Combination cost is the fair value of the assets paid, the liabilities incurred or assumed by the purchaser for the acquisition of the control of the purchaser and the equity securities issued on the purchase date. 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. Each identifiable assets, liabilities and contingent liability of the acquiree acquired in a combination that qualifies for recognition is measured at fair value at the date of purchase. The directed expenses incurred in the business combination are recorded into current gains/losses; the trading fees for issuing equity securities or debt securities for the business combination shall be recorded into the initial confirmation amount of equity securities or debt securities. 6. Methods for preparation of consolidated financial statements Consolidated scope The consolidation scope of the consolidated financial statements of the Company is fixed on the basis of control, which includes the Company and all subsidiaries. Control means that the Company has power over the investee, enjoys variable returns through its participation in the investee’s related activities, and has the ability to influence the amount of returns by using the power over the investee. Consolidated procedure 146 深圳市深粮控股股份有限公司 2021 年年度报告全文 The Company regards the entire enterprise group as an accounting entity and prepares consolidated financial statements in accordance with unified accounting policies to reflect the overall financial status, operating results and cash flow of the enterprise group. The influence of internal transactions between the company and its subsidiaries and among the subsidiaries shall be offset. If internal transactions indicate that the relevant assets have suffered impairment losses, the partial losses shall be confirmed in full. If the accounting policy and accounting period adopted by the subsidiary are inconsistent with the Company, when preparing the consolidated financial statements, make necessary adjustments in accordance with the Company's accounting policy and accounting period. 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. (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, the operation results and cash flow of the subsidiaries or business from beginning to the end of the reporting shall be included in the consolidated profit statement; also adjust the opening figures of the consolidated financial statements and the related items in the comparative statements, the consolidated reporting body is considered to have existed since the point when the ultimate controller began to control it. If additional investment and other reasons can lead investee to be controlled under the same 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 combined party and combinee 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, if a subsidiary or business is added due to a business combination not under the same control, it shall be included in the consolidated financial statements on the basis of the fair value of various identifiable assets, liabilities and contingent liabilities determined on the purchase date. 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 changes in owner’s equity under the equity method of accounting that can be reclassified to profit or loss at a later date are transferred to investment income for the period to which they belong at the date of purchase. 147 深圳市深粮控股股份有限公司 2021 年年度报告全文 (2) Disposal of subsidiaries ① The general approach 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 changes in owner’s equity under the equity method of accounting related to equity investments in former subsidiaries that can be reclassified to profit or loss in the future are transferred to investment income in the current period when control is lost. 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: i. These transactions are made considering at the same time or in the case of mutual impact; ii. These transactions only reach a complete business results when as a whole; iii. A transaction occurs depending on the occurrence of at least one other transaction; iv. Single transaction is not economical, but considered together with other transactions it is economical. If each transaction is a package transaction, each transaction is accounted for as a disposal of a subsidiary and loss of control; 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 each 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 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 148 深圳市深粮控股股份有限公司 2021 年年度报告全文 earnings. 7. Classification of joint venture arrangement and accounting for joint operations The joint venture arrangement are divided into joint operations and joint ventures. The joint operation, a joint venture arrangement in which the joint ventures enjoys the assets and bear the liabilities associated with the arrangement. The Company recognized the following items related to its shares of interest in the joint operation: (1) Recognition of the assets held separately by the Company, and recognition of the jointly held assets based on the share of the Company; (2) Recognition of the liabilities borne by the Company individually and liabilities borne jointly in proportion to the shares; (3)Recognition of revenue from the sales of the shares of common operating output; (4) Recognition of the revenue from joint operation arising from the sale of the output at the shares; (5) Recognition of the separately incurred costs and recognition ot the expenses incurred in joint operations based on the shares; Investment in joint venture is accounted for using the equity method, found more in “V(22) Long-term equity investment” 8. Recognition standards for cash and cash equivalents Cash refers to the cash on hand and cash equivalents of deposits that can be used for payment at any time. Cash equivalent refers to the investment held by the Company with short maturity and strong liquidity that are easy to be converted into known amounts with little risk of change in cash value. 9. Foreign currency business and conversion of foreign currency statement Foreign currency business The foreign currency business uses the spot exchange rate (or: using an exchange rate determined in accordance with a systematic and reasonable method that approximates the spot rate on the date of the transaction. Tip: if the method is used, what method and what caliber should be specified) on the transaction date as the conversion rate to convert the foreign currency amount into RMB. The balance of foreign currency monetary items on the balance sheet date is converted at the spot exchange rate on the balance sheet date. The resulting exchange differences, except that the balance of exchange generated from the foreign currency special borrowings related to the assets whose acquisition and construction are eligible for capitalization is disposed in accordance with the principle of borrowing costs capitalization, are included in the current profit and loss. Conversion of foreign currency financial statements Assets and liabilities in the balance sheet are converted at the spot exchange rate on the balance sheet date; except for the “undistributed profit” item, other items of the owner's equity items are converted at the spot exchange rate at 149 深圳市深粮控股股份有限公司 2021 年年度报告全文 the time of occurrence. Income and expense items in the income statement are converted at the spot exchange rate (or: using an exchange rate determined in accordance with a systematic and reasonable method that approximates the spot rate on the date of the transaction. Tip: if the method is used, what method and what caliber should be specified)on the transaction date. When disposing an overseas operation, the translation difference of the foreign currency financial statements related to the overseas operation is transferred from the owner's equity items to the disposal of the current profit and loss. 10. Financial instruments The Company recognizes a financial assets, financial liabilities or equity instrument when it becomes a party to a financial instrument contract. Categories of financial instruments According to the business model of managing financial assets and the contractual cash flow characteristics of financial assets, at initial recognition, the Company classifies the financial assets into the financial assets measured at amortized cost, the financial assets(debt instrument) measured at fair value and whose changes are included in other comprehensive income, and the financial assets measured at fair value and whose changes are included in current gain or loss. The Company classifies the financial assets that meet the following conditions and are not designated to be measured at fair value and whose changes are recorded into the current gain/losses as financial assets measured at amortized cost: - the business mode is aimed at collecting contractual cash flows; - contractual cash flows represent only payments of principal and interest based on the outstanding principal amount. The Company classifies the financial assets (debt instruments) that meet the following conditions and are not specified as measured at fair value and whose changes are recorded into the current gain/losses as financial assets (debt instruments) measured at fair value and whose changes are recorded into other comprehensive income: - the business model is aimed at both the collection of contractual cash flows and the sales of the financial assets; - contractual cash flows represent only payments of principal and interest based on the outstanding principal amount. For non-trading equity instrument investment, the Company determines whether it is designated as a financial asset (equity instrument) measured at fair value and whose changes are included in other comprehensive income at the initial recognition. The designation is made on a single investment basis and the related investment meet the 150 深圳市深粮控股股份有限公司 2021 年年度报告全文 definition of an equity instrument from an issuer’s perspective. Except for the above-mentioned financial assets measured at amortized cost and at fair value with changes included in other comprehensive income, the Company classifies all other financial assets as financial assets measured at fair value and with changes included in current profits and losses. At the time of initial recognition, if accounting mismatches can be eliminated or significantly reduced, the Company can irrevocably designate the financial assets that should be classified as financial assets measured at amortized cost or measured at fair value and whose changes are included in other comprehensive income as the financial assets measured at fair value and whose changes are included in the current profit and loss. In the initial recognition, financial liabilities are classified as the financial liabilities measured at fair value and whose changes are included in current profit and loss and the financial liabilities measured at amortized cost. Financial liabilities that meet one of the following conditions can be designated as financial liabilities measured at fair value and whose changes are included in current profit and loss in the initial measurement: 1) The designation can eliminate or significantly reduce accounting mismatches. 2) According to the enterprise risk management or investment strategy specified in the official written document, manage and make performance evaluation of the financial liability portfolio or financial assets and financial liability portfolio based on fair value, and report to the key management personnel based on this. 3) The financial liability includes embedded derivatives that need to be separately split. Recognition and measurement for financial instrument (1) Financial assets measured at amortized cost Financial assets measured at amortized cost include notes receivable, accounts receivable, other receivables, long-term receivables, and debt investment, which are initially measured at fair value, and related transaction costs are included in the initial recognition amount. The accounts receivable not including major financing components and the accounts receivable that the Company decides not to consider the financing component of not more than one year are initially measured at the contract transaction price. Interest calculated by the effective interest method during the holding period is included in the current profit and loss. When recovering or disposing, the difference between the price obtained and the book value of the financial asset is included in the current profit and loss. (2) Financial assets (debt instruments) measured at fair value and whose changes are included in other comprehensive income Financial assets (debt instruments) measured at fair value and whose changes are included in other comprehensive 151 深圳市深粮控股股份有限公司 2021 年年度报告全文 income, including receivables financing, other debt investment, etc., are initially measured at fair value, and related transaction expenses are included in the initial recognition amount. The financial assets are subsequently measured at fair value, the changes in fair value are included in other comprehensive income except for interest, impairment losses or gains and exchange gains and losses calculated by using the effective interest method. When a financial asset is terminated for recognition, the accumulated gain or loss previously included in other comprehensive income is transferred from other comprehensive income and included in current profit and loss. (3) Financial assets (equity instruments) measured at fair value and whose changes are included in other comprehensive income Financial assets (equity instruments) measured at fair value and whose changes are included in other comprehensive income, including other equity instruments, etc., are initially measured at fair value, and related transaction expenses are included in the initially recognized amount. The financial assets are subsequently measured at fair value, and changes in fair value are included in other comprehensive income. The dividends obtained are included in the current profits and losses. When a financial asset is terminated for recognition, the accumulated gain or loss previously included in other comprehensive income is transferred from other comprehensive income and included in retained earnings. (4) Financial assets measured at fair value and whose changes are included in current profit and loss Financial assets measured at fair value and whose changes are included in current profit and loss, including Tradable financial assets, derivative financial assets and other non-current financial assets, etc., are initially measured at fair value, and related transaction expenses are included in the initial recognition amount. The financial assets are subsequently measured at fair value, and changes in fair value are recognized in current profit and loss. (5) Financial liabilities measured at fair value and whose changes are included in current profit and loss Financial liabilities measured at fair value and whose changes are included in current profit and loss, including transaction financial liabilities, derivative financial liabilities, etc., are initially measured at fair value, and related transaction expenses are included in current profit and loss. The financial liabilities are subsequently measured at fair value, and changes in fair value are included in current profit and loss. When a financial liability is terminate for recognition, the difference between book value and the consideration paid shall be recorded into the current profit and loss. (6) Financial liabilities measured at amortized cost Financial liabilities measured at amortized cost, including short-term borrowings, bills payable, accounts payable, other payable, long-term borrowings, bonds payable, and long-term payable, are initially measured at fair value, and 152 深圳市深粮控股股份有限公司 2021 年年度报告全文 related transaction expenses are included in the initial recognition amount. Interest calculated by the effective interest method during the holding period is included in the current profit and loss. When a financial liability is terminate for recognition, the difference between the consideration paid and the book value of the financial liability is included in current profit and loss. Termination of recognition and transfer of financial assets If one of the following conditions is satisfied, the Company shall terminate the recognition of financial assets: - the contractual rights to receive cash flows from financial assets terminates; - the financial asset has been transferred and virtually all the risks and rewards of the ownership of the financial asset have been transferred to the transferee; - the financial assets have been transferred. Although the company has neither transferred nor retained nearly all the risks and rewards of ownership of the financial assets, it has not retained control of the financial assets When transfer of financial assets occurs, if substantially all the risks and rewards of ownership of the financial asset are retained, the recognition of the financial asset shall not be terminated. 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 over weighs 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 for the financial assets (debt instrument) measured at fair value and whose changes are recorded into other comprehensive income) 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 153 深圳市深粮控股股份有限公司 2021 年年度报告全文 assets involved in transfer belong to financial assets (debt instrument) measured at fair value and whose changes are included in other comprehensive income). 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. Terminating the recognition of financial liability As for the financial liabilities with its whole or part present obligations released, the company shall terminate the recognition for 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 terminate the recognition for the existing financial liabilities and recognized 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 terminate the recognition for 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 terminate the recognition of financial liabilities in whole or part, the difference between the carrying value of such 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. Recognition method for fair value of financial assets and financial liabilities As for the financial instrument with an active market, the fair value is determined by the offer of the active market; there is no active market for a financial instrument, 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 of un-observable inputs. Testing of the financial assets impairment and accounting treatment The Company estimates the expected credit losses of financial assets measured at amortized cost, financial assets (debt instruments) measured at fair value and whose changes are included in other comprehensive income, and 154 深圳市深粮控股股份有限公司 2021 年年度报告全文 financial guarantee contracts in a single or combined way. The Company considers reasonable and well-founded information about past events, current conditions, and forecasts of future economic conditions, and uses the risk of default as the weight to calculate the probability-weighted amount of the present value of the difference between the cash flow receivable from the contract and the cash flow expected to be received to confirm the expected credit loss. If the credit risk of the financial instrument has increased significantly since the initial recognition, the Company measures its loss provision based on the amount equivalent to the expected credit losses for the entire duration of the financial instrument; if the credit risk of the financial instrument has not increased significantly since the initial recognition, the Company measures its loss provision based on the amount equivalent to the expected credit losses of the financial instrument in the next 12 months. The increase or reversal amount of the resulting loss provision is included in the current profit and loss as an impairment loss or gain. The Company compares the risk of default on the balance sheet date of financial instruments with the risk of default on the date of initial recognition to determine the relative change in the risk of default during the expected life of the financial instrument so as to assess whether the credit risk of the financial instrument has increased significantly since the initial recognition. Usually, if it s overdue for more than 30 days, the Company shall believe that the credit risk of the financial instrument has increased significantly, unless there is conclusive evidence that the credit risk of the financial instrument has not increased significantly since the initial recognition. If the financial instrument's credit risk at the balance sheet date is low, the Company shall believe that the credit risk of the financial instrument has not increased significantly since the initial recognition. If there is objective evidence that a financial asset has suffered credit impairment, the Company shall make provision for impairment of the financial asset on a single basis. Regarding the accounts receivable and contract assets formed from transactions regulated by the "Accounting Standards for Business Enterprises No. 14-Revenue" (2017), regardless of whether it contains a significant financing component, the Company always measure its loss reserves at the amount equivalent to the expected credit loss during the entire duration. For lease receivables, the Company always chooses to measure its loss reserves at an amount equivalent to expected credit losses during the entire duration. If the Company no longer reasonably expects whether the contractual cash flow of a financial asset can be recovered in whole or in part, it will directly write down the book balance of the financial asset. 155 深圳市深粮控股股份有限公司 2021 年年度报告全文 11. Note receivable 12. Account receivable 13. Receivable financing 14. Other account receivable 15. Inventory Classification and costs of inventory Inventory includes raw materials, revolving material, goods in process, goods in transit and work in process-outsourced and so on. Inventory is initially measured at cost, which includes the costs of purchase, processing costs and other expenditures incurred in bringing the inventories to their present location and condition. Valuation methods for delivery of inventory The weighted average or individual valuation method is used when the inventory is issued according to the nature of the business. Recognition standards of the net realizable value for inventory On the balance sheet date, inventories shall be measured at the lower of cost and net realizable value. When the cost of inventories is higher than its net realizable value, make provisions for inventory write-down. The net realizable value refers to the amount of the estimated selling price of the inventory minus the estimated cost, estimated selling expenses and related taxes and fees at the time of completion in daily activities. The net realizable value of inventory products and materials for sale, 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 for-sale 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. After making provisions for inventory write-down, if the factors that previously affected the write-down of the inventory value have disappeared, causing the net realizable value of the inventory to be higher than its book value, it shall be reversed within the amount of the inventory write-down that has been withdrawn, and the 156 深圳市深粮控股股份有限公司 2021 年年度报告全文 reversed amount is included in the current profit and loss. Inventory system Inventory system is the perpetual inventory system. Amortization of low-value consumables and packaging materials (1) Low-value consumables adopts the method of primary resale; (2) Wrappage adopts the method of primary resale. 16. Contract asset Methods and criteria for recognition of a contract asset The Company lists contract assets or contract liabilities in the balance sheet based on the relationship between performance obligations and customer payments. The Company lists the right (and the right depends on other factors other than the passage of time) to receive consideration for the transfer of goods or services to customers as contract assets. Contract assets and contract liabilities under the same contract are presented in net amount. The Company's unconditional (only depending on the passage of time) right to collect consideration from customers are separately listed as receivables. Determination method and accounting treatment method of expected credit loss of contract assets Found more in the 10.6 Testing of the financial assets impairment and accounting treatment carried under V(10) Financial instrument 17. Contract cost Contract cost includes contract performance cost and contract acquisition cost. The cost incurred by the Company for the performance of the contract does not fall within the scope of relevant standards and norms such as inventory, fixed assets or intangible assets, and shall be recognized as an asset as contract performance cost when the following conditions are met: The cost is directly related to a current or anticipated contract. This cost increases the Company's resources for future performance obligations. This cost is expected to be recovered. The incremental cost incurred by the Company to acquire the contract which is expected to be recovered shall be recognized as an asset as the contract acquisition cost. Assets related to contract cost are amortized on the same basis as revenue recognition for the goods or services related to the assets; However, if the amortization period of the contract acquisition cost does not exceed one year, the Company shall record it into the profit and loss of the current period when it occurs. (Tip: for the contracts 157 深圳市深粮控股股份有限公司 2021 年年度报告全文 with acquisition costs amortized over a period not exceeding one year, the Company may also choose to recognized an asset first, and amortized using the same basis as revenue recognition for the goods or services associated with the assets. The enterprises should make disclosure according to the actual situation) If the carrying value of the assets related to the contract cost is higher than the difference between the following two items, the Company shall make an impairment provision for the excess part and recognize it as an asset impairment loss: (1) the remaining consideration expected to be obtained from the transfer of the goods or services related to the asset; (2) the cost estimated to occur for the transfer of the relevant goods or services. If the said difference is higher than the book value of the asset due to the changes in the factors of impairment in the previous period, the Company shall reverse the original provision for impairment which has been set aside and record it into the profits and losses of the current period, provided that the book value of the asset after being reversed shall not exceed the book value of the asset on the date of reversal under the assumption that no impairment provision is set aside. 18. Assets held for sale 19. Creditors’ investment 20. Other creditors’ investment 21. Long-term account receivable 22. Long-term equity investment Criteria for judgment of the common control and significant influence Common control refers to the control that is common to an arrangement in accordance with the relevant agreement, and the relevant activities of the arrangement must be agreed upon by the participants sharing the control rights before making a decision. Where the Company and other joint venture parties jointly control the invested entity and have rights to the net assets of the invested entity, the invested entity is the joint venture of the Company. Significant influence refers to the right to participate in making decisions relating to the financial and operational policies of an enterprise, while not able to control or jointly control (with others) establishment of these policies. If the Company has significant influence on the invested enterprises, than such invested enterprises shall be the joint venture of the Company. 158 深圳市深粮控股股份有限公司 2021 年年度报告全文 Determination of initial investment cost (1) Long-term equity investment formed by business combination For a long-term equity investment in a subsidiary formed by a business combination under the same control, the initial investment cost of the long-term equity investment is based on the share of the book value of the owner’s equity of the combined party obtained in the consolidated financial statements of the ultimate controlling party on the combining date. The difference between the initial investment cost of long-term equity investment and the book value of the consideration paid shall be used to adjust the equity premium in the capital reserve; when the equity premium in the capital reserve is insufficient to offset, adjust the retained earnings. If it is possible to exercise control over an investee under the same control due to additional investment, etc., adjust the equity premium based on the difference between the initial investment cost of the long-term equity investment confirmed in accordance with the above principles and the book value of the long-term equity investment before the combination plus the sum of the book value of the new valuable consideration for the shares obtained on the combining date, if the equity premium is not enough to offset, offset the retained earnings. For long-term equity investment in a subsidiaries formed by business combination not under the same control, the initial investment cost is based on the cost of the combination determined at the date of purchase. If it is possible to exercise control over an investee not under the same control due to additional investment, the sum of book value of the equity investment originally held plus the cost of the additional investment is used as the initial investment cost. (2) Long-term equity investment required by means other than business combination For long-term equity investments obtained through payment with cash, then the actual payment shall be viewed as initial investment cost. 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 Subsequent measurement and recognition of gains and losses (1) Long-term equity investment measured by cost The long-term equity investment for subsidiary shall be measured by cost, unless the investment qualities as held for sale. 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) Long-term equity investment measured by equity The Company calculates long term equity investment in associates and joint ventures under equity method. 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. 159 深圳市深粮控股股份有限公司 2021 年年度报告全文 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. And adjusted the costs of long-term equity investment at the same time. 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, 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 (abbreviated as other changes of owners’ equity), and is to report in owners’ equity accordingly. When confirming the share of the net profit and loss, other comprehensive income and other owner’s equity changes that should be enjoyed by the investee, adjust the net profit and other comprehensive income of the investee based on the fair value of the investee’s identifiable net assets at the time when the investment is obtained and in accordance with the company’s accounting policies and accounting period before confirmation. 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(except where the assets invested or sold constitute a business). If the unrealized internal transaction losses with the investee are assets impairment losses, they will be fully recognized. In addition to assuming obligations for additional losses, the company’s net losses to joint ventures or associates are limited to the book value of long-term equity investments and other long-term equity that actually constitutes net investment in joint ventures or associates write down to zero. If a joint venture or an associated enterprise realizes net profits in the future, the company resumes recognizing its share of profits after the share of profits makes up for the share of unrecognized losses. (3) 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. Long-term equity investment accounted for by equity method For long-term equity investments accounted for by partial disposition equity method, the remaining equity is still accounted for by the equity method, the other comprehensive income recognized by the original equity method shall be carried forward in a corresponding proportion on the same basis as the direct disposal of related assets or 160 深圳市深粮控股股份有限公司 2021 年年度报告全文 liabilities by the investee, other changes in owner's equity are carried forward to the current profit and loss on a pro rata basis. If the joint control or significant influence on the investee is lost due to the disposal of equity investment, for the other comprehensive income recognized by the original equity investment due to the adoption of the equity method, use the same basis as the investee to directly dispose of related assets or liabilities for accounting treatment when terminating the adoption of the equity method, the same basis as the direct disposal of related assets or liabilities by the investee is used for accounting treatment, all other changes in owner's equity are transferred to the current profit and loss when terminating the adoption of the equity method. If the control of the investee is lost due to the disposal of part of the equity investment, and the remaining equity can exercise joint control or exert significant influence on the investee when preparing individual financial statements, the equity method shall be used for accounting and the remaining equity shall be deemed to be accounted for by the equity method for adjustment since the acquisition, and the other comprehensive income recognized before obtaining the control of the investee is carried forward on the same basis as the direct disposal of related assets or liabilities by the investee in proportion, changes in other owners’ equity confirmed by the equity method are carried forward to the current profit and loss on a pro rata basis; if the remaining equity cannot exercise joint control or exert significant influence on the investee, it shall be recognized as a financial asset, and the difference between its fair value and book value on the day when the control is lost is included in the current profit and loss, and all other comprehensive income and other owner's equity changes recognized before obtaining the control of the investee are carried forward. If the equity investment in a subsidiary is disposed of through multiple transactions until it loses control, and it is a package transaction, each transaction shall be accounted for as a transaction that disposes of the equity investment of the subsidiary and loses control. The difference between the cost of each disposal before the loss of control and the book value of the long-term equity investment corresponding to the equity being disposed of is first recognized as other comprehensive income in individual financial statements, and then transferred to the current profit and loss of the loss of control when the control is lost. If it is not a package transaction, each transaction shall be accounted for separately. 23. 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 (including the buildings for rent after completion of self-construction or 161 深圳市深粮控股股份有限公司 2021 年年度报告全文 development activities and the buildings under construction or development for future lease). Subsequent expenditures related to investment real estate are included in the cost of investment real estate when it is probable that the related economic benefits will flow and the cost can be measured; otherwise, charged to current gain/loss as incurred. Current investment real estate of the Company are measured by cost. As for the investment real estate-rental building measured by cost, the depreciation policy is same as the fixed assets of the Company, the land use right for rental has the same amortization policy as intangible assets. 24. Fix assets (1) Recognition 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 assets can be measured reliably. Fixed assets are initially measured at cost (and considering the impact of expected abandonment cost factors). Subsequent expenditures related to fixed assets are included in the cost of fixed assets when the related economic benefits are likely to flow in and their costs can be reliably measured; the book value of the replaced part is derecognized; all other subsequent expenditures are included in the current profit and loss when incurred. (2)Depreciation methods The Company provides for depreciation of fixed assets by category using the straight-line method, and determines the depreciation rate on the category, estimated useful life and estimated net residual value of fixed assets. For fixed assets with the provision for impairment, the depreciation amount will be determined in the future based on the carrying amount after deduction of the provision for impairment and remaining useful life. Where individual component parts of an item of fixed asset have different useful lives or provide benefits to the enterprise in different manners thus necessitating use of different depreciation rates or methods, the depreciation of the fixed asset is respectively provided. Depreciation methods, periods, residual value rate and annual depreciation rates of fixes assets are as follows Yearly depreciation Category Method Years of depreciation Scrap value rate rate 162 深圳市深粮控股股份有限公司 2021 年年度报告全文 Straight-line House and buildings depreciation Straight-line Production buildings 20-35 5.00 2.71-4.75 depreciation Non-production Straight-line 20-40 5.00 2.38-4.75 buildings depreciation Temporary dormitory Straight-line 5-15 5.00 6.33-19.00 and simple room etc. depreciation Straight-line Gas storage bin 20 5.00 4.75 depreciation Straight-line Silo 50 5.00 1.90 depreciation Wharf and supporting Straight-line 50 5.00 1.90 facilities depreciation Straight-line Machinery equipment depreciation Other machinery Straight-line 10-20 5.00 4.75-9.50 equipment depreciation Warehouse Straight-line transmission 20 5.00 4.75 depreciation equipment Straight-line Transport equipment 3-10 5.00 9.50-31.67 depreciation Electronic equipment Straight-line 2-10 5.00 9.50-47.50 and others depreciation (3) Recognition, measurement and depreciation of fixed assets held under finance lease 25. Construction in progress Construction in progress is measured at the actual cost incurred. The actual cost includes construction cost, installation cost, borrowing costs that meet the capitalization conditions, and other necessary expenditures incurred before the construction in progress reaches its intended usable state. When the construction in progress reaches the intended usable state, it will be transferred to fixed assets and depreciation will be accrued from the next month. 26. Borrowing expenses Recognition of the borrowing expenses capitalization 163 深圳市深粮控股股份有限公司 2021 年年度报告全文 Borrowing expenses that attributed for purchasing or construction of assets that are complying start to be capitalized and counted as relevant assets 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. Period of capitalization Capitalizing period was from the time star capitalizing until the time of suspended capitalization. The period for borrowing expenses suspended excluded in the period. 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. 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. 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 for-sale 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. Capitalization rate of the borrowing costs, measurement of the capitalized amount As for the special loans borrowed for the purchase, construction or production of assets eligible for capitalization, the borrowing costs are capitalized by deducting the actual borrowing costs incurred in current period of special borrowing, the interest income earned by borrowing funds that have not ye been used, deposited in the bank or the investment income obtained from the temporary investment. For the general borrowings used for the acquisition, construction or production of assets eligible for capitalization, the amount of borrowing costs that should be capitalized for general borrowings is calculated and determined according to the weighted average of the asset expenditures of accumulated asset expenditures over the special 164 深圳市深粮控股股份有限公司 2021 年年度报告全文 borrowings multiplying by the capitalization rate of the occupied general borrowings. The capitalization rate is determined based on the weighted average interest rate of general borrowings. During the capitalization period, the exchange difference of the principal and interest of the specialized foreign currency borrowing is capitalized and included in the cost of the assets that meet the capitalization conditions. Exchange differences arising from the principal and interest of foreign currency borrowings other than specialized foreign currency borrowing are included in the current profits and losses. 27. Biological assets (1) The Company's biological assets are productive biological assets, which are classified into productive biological assets, consumptive biological assets and biological assets for commonweal according to the purpose of holding and the way in which economic benefits are realized. (2) Biological assets are initially measured at cost. (3) The necessary expenditures incurred by productive biological assets before reaching the intended production and operation purposes constitute the cost of the productive biological assets. Subsequent expenditures incurred after achieving the intended production purposes shall be included in the current profit and loss. (4) The necessary expenditures for consumptive biological assets before closure constitute the cost of consumptive biological assets, and subsequent expenditures incurred after closure are included in the current profit and loss. The consumptive biological assets are carried at cost when harvested using the proportional method of accumulation. (5) The Company’s biological assets are mainly tea trees. The company’s productive biological assets that achieve the intended production and operation purposes are depreciated according to the average service life method, and the service life is determined as the remaining period of land use after deducting the immature tea tree period (5 years), the residual value rate is 5%. At the end of each year, the company reviews the service life, expected net residual value and depreciation methods. If the service life and expected net output value are different from the original estimate, or there is a significant change in the realization of economic benefits, it will be used as an accounting estimate change to adjust the service life or estimated net output value or change the depreciation method. 165 深圳市深粮控股股份有限公司 2021 年年度报告全文 (6)Biological assets for commonweal refer to biological assets whose main purpose is protection and environmental protection, including wind-breaking and sand-fixing forests, soil and water conservation forests, and water conservation forests. The cost of self-constructed biological assets for commonweal shall be determined in accordance with the necessary expenditures such as cost of planting, tending fees, forest protection fees, forest culture and management facility fees, improved seed experiment fees, survey design fees, and indirect costs that should be apportioned before the closure, including borrowing costs that meet the conditions for capitalization. Biological assets for commonweal are subsequently measured at cost. There is no need to withdraw the asset impairment reserve for biological assets for commonweal. (7)The balance of the disposal consideration from the sale, inventory loss, death or damage of biological assets after deducting the book value and relevant taxes shall be included in the current profit and loss. 28. Oil and gas assets 29. Right-of-use assets 30. Intangible assets (1) Measurement, use of life and impairment testing Measurement (1)Initial measurement is made at cost when the Company acquires 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 assets. (2)Subsequent measurement Analyzing and judging the service life of an intangible asset when they are acquired. Those intangible assets with limited useful life are evenly amortized on straight basis from the date when they become usable to the end of expected useful 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 without amortization. Estimation of the service life of intangible assets with limited service life Amortization Residual Item Predicted useful life Basis method value rate Land use right Amortized the actual rest of life after certificate of land Straight-line 0.00% Certificate of land 166 深圳市深粮控股股份有限公司 2021 年年度报告全文 use right obtained method use right Straight-line 0.00% Protocol agreement Forest tree use right Service life arranged method Straight-line 0.00% Actual situation of Trademark use right 10-year method the Company Shop management Straight-line 0.00% Protocol agreement Service life arranged right method Straight-line 0.00% Protocol agreement Software use right 5-8 years method Straight-line 0.00% Actual situation of Patents and others 20-year method the Company Judgment basis on intangible assets with uncertain service life and review procedures for the 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. (2)Accounting policy of the internal R&D expenditure Specific criteria for dividing research and development stages The expenditure for internal R&D is divided into research expenditure and development expenditure. Research stage: stage of the investigation and research activities exercising innovative-ness for new science or technology knowledge obtained and understanding. Development 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. Standards for capitalization satisfaction of expenditure in development state Expenditures in the research phase are included in the current profit and loss when they occur. Expenditures in the development phase that meet the following conditions at the same time are recognized as intangible assets, and expenditures in the development phase that cannot meet the following conditions are included in the current profit and loss: (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 167 深圳市深粮控股股份有限公司 2021 年年度报告全文 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. If it is not possible to distinguish between research stage expenditures and development stage expenditures, all research and development expenditures incurred are charged to current gain/loss. 31. Impairment of long term assets The long-term assets as long-term equity investments, investment real estate measured at cost, fixed assets, construction in progress, right-of-use assets, intangible assets with certain service life and oil & gas assets are tested for impairment if there is any indication that an asset may be impaired at the balance date. If the result of the impairment test indicates that the recoverable amount of the asset is less than its carrying amount, a provision for impairment and an impairment loss are recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and the present value of the future cash flows expected to be derived from the asset. Provision for asset impairment is determined and recognized on the individual asset basis. If it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount of a group of assets to which the asset belongs is determined. A group of assets is the smallest group of assets that is able to generate independent cash inflows. For goodwill formed by business combination, intangible assets with uncertain service life, and intangible assets that have not yet reached the usable state, regardless of whether there are signs of impairment, impairment test shall be carried out at least at the end of each year. When the Company conducts the goodwill impairment test, the book value of goodwill formed by business combination is apportioned to the relevant asset group according to reasonable methods from the date of purchase; if it is difficult to apportion it to the relevant asset group, apportion it to the relevant asset group portfolio. Relevant asset group or assets portfolio is the asset group or combination of assets group that can benefit from the synergies of the enterprise merger. 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. Then conduct an impairment test on the asset group or asset group portfolios containing goodwill, and compare their book value with the recoverable amount. If the recoverable amount is lower than the book value, the amount of impairment loss first deducts the book value of the goodwill allocated to the asset group or asset group portfolio, and then deducts the book value of the other assets in proportion according to the proportion of the book value of the other assets other than goodwill in the asset group or asset group portfolio. Once recognized, asset impairment loss would not be reversed in future accounting period. 168 深圳市深粮控股股份有限公司 2021 年年度报告全文 32. 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 expenses of the Company includes expenditures on improvement of investment real estate, decoration fee and expenditure for fixed assets improvement etc. Long term prepaid expense is amortized during the beneficial period under straight line method. 33. Contract liabilities The Company lists contract assets or contract liabilities in the balance sheet based on the relationship between performance obligations and customer payments. The Company's obligation to transfer goods or provide services to customers for consideration received or receivable from customers is listed as contract liabilities. Contract assets and contract liabilities under the same contract are presented in net amount. 34. Staff remuneration (1)Accounting treatment of short term remuneration In the period of employee services, short-term benefits are actually recognized as liabilities and charged to profit or loss or relevant assets costs. Regarding to the social insurance and housing funds that the Company paid for employees, the Company should recognize corresponding employees benefits payable according to the appropriation basis and proportion as stipulated by relevant requirements and recognize the corresponding liabilities. The employee welfare expenses incurred shall be recorded into the current gain/loss or the cost of relevant assets according to the actual amount when actually incurred, and the non-monetary welfare shall be measured at fair value. (2)Accounting treatment for post employment benefits Defined contribution plan The Company pays basic endowment insurance and unemployment insurance for employees according to the relevant regulations of the local government. In the accounting period in which employees provide services for the Company, the amount to be paid is calculated according to the local payment base and proportion, and is recognized as a liability and included in current profit and loss or related asset cost. In addition, the Company also participates in the enterprise annuity plan/supplementary pension insurance fund approved by the relevant state departments. The Company pays a certain percentage of the total wages of employees to the annuity plan/local 169 深圳市深粮控股股份有限公司 2021 年年度报告全文 social insurance agency, and the corresponding expenditures are included in the current profit and loss or the cost of related asset. Defined benefit plan The Company assigns the benefit obligation arising from the defined benefit plan to the period during which the employee provides service according to the formula determined by the expected accumulated benefit unit method, and includes it in the current profit and loss or related asset cost. The deficit or surplus formed by the present value of the defined benefit plan obligation minus the fair value of the defined benefit plan asset is recognized as a net benefit or net asset of the defined benefit plan. If there is a surplus in the defined benefit plan, the Company measures the net assets of the defined benefit plan by the lower of the surplus and the asset limit of the defined benefit plan. All defined benefit plan obligations, including obligations expected to be paid within twelve months of the end of the annual reporting period in which the employee provides services, are discounted based on the market return of the national debt matching with the defined benefit plan obligations deadline and currency or the high quality corporation bonds in an active market on the balance sheet date. The service cost generated by the defined benefit plan and the net liabilities or the net interest of the net assets of the defined benefit plan are included in the current profit and loss or the related assets cost; the changes generated by the remeasurement of net liabilities or net assets of the defined benefit plan are included in other comprehensive income, and will not be transferred back to profit or loss in the subsequent accounting period, when the original defined benefit plan is terminated, the part that was originally included in other comprehensive income will be carried forward to undistributed profit within the scope of equity. When settling the defined benefit plan, the settlement gain or loss is confirmed by the difference between the present value of the defined benefit plan obligation and the settlement price determined on the settlement date. (3)Accounting treatment for dismissal benefit If the Company provides dismissal benefits to employees, the employee compensation liabilities arising from dismissal benefits shall be recognized on the earlier date of the following two, and shall be included in the current profit and loss: When the company cannot unilaterally withdraw the dismissal benefits provided by the dismissal plan or downsizing proposal; When the company confirms the costs or expenses related to the reorganization involving the payment of dismissal benefits. 170 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4)Accounting treatment for other long term staff benefits 35. Lease liability 36. Accrual liability The Company will recognize the obligations related to contingencies as expected liabilities when they meet the following conditions: (1)The responsibility is a current responsibility undertaken by the Company; (2)Fulfilling of the responsibility may lead to financial benefit outflow; (3)The responsibility can be measured reliably for its value. 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. Where there is a continuous range of required expenditures, and the probability of occurrence of various results within this range is the same, the best estimate is determined according to the median value in the range; in other cases, the best estimate shall be treated as follows: If a contingency involves a single item, it shall be determined according to the amount most likely to occur. If a contingency involves multiple items, it shall be determined in accordance with various possible outcomes and related probability calculation. If all or part of the expenditure required to pay off the estimated liabilities is expected to be compensated by a third party, the compensation amount shall be separately recognized as an asset when it is basically certain that it can be received, and the recognized compensation amount shall not exceed the book value of the estimated liability. The Company reviews the book value of estimated liabilities on the balance sheet date. If there is conclusive evidence that the book value does not reflect the current best estimate, the book value will be adjusted according to the current best estimate. 37.Share-based payment The Company’s share-based payment is a transaction that grants equity instruments or assumes liabilities 171 深圳市深粮控股股份有限公司 2021 年年度报告全文 determined based on equity instruments in order to obtain services from employees or other parties. The Company’s share-based payment is divided into equity-settled share-based payment and cash-settled share-based payment. Equity-settled share-based payments and equity instruments The equity-settled share-based payment in exchange for services provided by employees shall be measured at the fair value of equity instruments granted to employees. For share-based payment transactions that can be exercised immediately after the grant, the fair value of the equity instrument is included in the relevant cost or expenses on the grant date, and the capital reserve is increased accordingly. For share-based payment transactions that can be exercised only after completing the services during the waiting period or meeting the specified performance conditions after the grant, on each balance sheet date during the waiting period, the Company shall include the services obtained in the current period in the relevant cost or expenses based on the best estimate of the number of viable equity instruments and the fair value on the grant date, and increase the capital reserve accordingly. If the terms of the equity-settled share-based payment are modified, at least the services acquired are recognized as if the terms were not modified. In addition, any modification that increases the fair value of the granted equity instruments, or a change in favor of the employee on the modification date, is recognized as an increase in services received. During the waiting period, if the granted equity instrument is cancelled, the Company will treat the cancelled granted equity instrument as an accelerated exercise, and immediately include the amount that should be recognized during the remaining waiting period in the current profit and loss, and recognize the capital reserve at the same time. However, if a new equity instrument is granted and it is determined that the new equity instrument granted is to replace the cancelled equity instrument on the grant date of the new equity instrument, then in the same manner as the modification of the terms and conditions of the original equity instrument, the granted alternative equity instruments are processed. Cash-settled share-based payments and equity instruments The cash-settled share-based payment shall be measured at the fair value of the liabilities calculated and determined on the basis of shares or other equity instruments undertaken by the Company. For share-based payment transactions that can be exercised immediately after the grant, the Company shall include them in the relevant cost or expenses at the fair value of the liabilities on the grant date, and increase the liabilities accordingly. For share-based payment transactions that can be exercised only after completing the service during the waiting period or meeting the specified performance conditions, on each balance sheet date during the waiting period, the Company shall include the services obtained in the current period in the relevant cost or expenses based on the best estimate of the viable equity instruments and the fair value of the liabilities undertaken by the Company, and include in the liabilities accordingly. On each balance sheet date and settlement date before the settlement of relevant liabilities, the fair value of the liabilities is re-measured, and the changes are included in the current profit and loss. 38. Other financial instrument of preferred stocks and perpetual bond Disclosure requirements: Describe the accounting treatment of other financial instruments such as preferred stock 172 深圳市深粮控股股份有限公司 2021 年年度报告全文 and perpetual bond The Company categorizes a financial instrument or its components as a financial asset, a financial liability or an equity instrument at the time of initial recognition based on the contractual terms of preferred stocks/perpetual bonds issued and the economic substance it reflects, not just in legal form. When a financial instrument such as perpetual bonds/preferred stocks issued by the Company meet one of the following conditions, the entire financial instrument or its components shall be classified as a financial liability at the time of initial recognition. (1) There are contractual obligations that the Company cannot unconditionally avoid fulfilling with the cash payment or other financial assets; (2) Contains contractual obligation to deliver variable amounts of own equity instruments for settlement; (3) Contains derivative instrument that is settled with its own equity (such as conversion of equity, etc.), and the derivative instrument is not settled with a fixed amount of their own equity instruments in exchange for a fixed amount of cash or other financial assets; (4) There are contract clauses that indirectly form contract obligations; (5) The perpetual bonds are in the same repayment order as the ordinary bonds and other debts issued by the issuer at the time of liquidation by the issuer. For financial instruments such as perpetual bonds/preferred stocks that do not meet any of the above conditions, classify the financial instruments as a whole or their components as equity instruments at the time of initial recognition. 39. Revenue Accounting policy used for revenue recognition and measurement The Company fulfills the performance obligations in the contract, that is, revenue is recognized when the customer obtains control of the relevant goods or services. Obtaining control of related goods or services means being able to lead the use of the goods or services and obtain almost all of the economic benefits from them. If the contract contains two or more performance obligations, the Company will allocate the transaction price to each individual performance obligation in accordance with the relative proportion of the stand-alone selling price of the goods or services promised by each individual performance obligation on the starting date of the contract. The Company measures revenue based on the transaction price allocated to each individual performance obligation. The transaction price refers to the amount of consideration that the Company expects to be entitled to receive due to the transfer of goods or services to customers, excluding payments collected on behalf of third parties and 173 深圳市深粮控股股份有限公司 2021 年年度报告全文 payments expected to be returned to customers. The Company determines the transaction price in accordance with the terms of the contract and combined with its past customary practices, when determining the transaction price, it considers the influence of variable consideration, major financing components in the contract, non-cash consideration, consideration payable to customers and other factors. The Company determines the transaction price that includes variable consideration at an amount that does not exceed the amount of accumulated recognized revenue that is unlikely to be materially reversed when the relevant uncertainty is eliminated. If there is a significant financing component in the contract, the Company determines the transaction price based on the amount payable in cash when the customer obtains control of the goods or services, and uses the actual interest method to amortize the difference between the transaction price and the contract consideration during the contract period. (Tips: for the interval between the transfer of control and the payment of the price by the customer does not exceed one year, the enterprise may disregard the financing component thereof. Enterprise should make disclosure according to the actual situation ) It belongs to the performance obligation fulfilled within a certain period of time when meeting one of the following conditions, otherwise it belongs to the performance obligation fulfilled at a certain point in time: The customer obtains and consumes the economic benefits brought by the Company's performance at the same time as the Company's performance. Customers can control the products under construction in the Company's performance process. The products produced by the Company during the performance of the contract have irreplaceable uses, and the Company has the right to collect payment for the accumulated performance part of the contract during the entire contract period. For performance obligations performed within a certain period of time, the Company recognizes revenue according to the performance progress during that period, except where the performance progress cannot be reasonably determined. The Company considers the nature of the goods or services and adopts the output method or the input method to determine the progress of performance. When the performance progress cannot be reasonably determined, and the costs incurred are expected to be compensated, the Company shall recognize the revenue according to the amount of the costs incurred until the performance progress can be reasonably determined. For performance obligations performed at a certain point in time, the Company recognizes revenue at the point when the customer obtains control of the relevant goods or services. When judging whether a customer has obtained control of goods or services, the Company considers the following signs: The Company has the current right to collect payment for the goods or services, that is, the customer has the current payment obligation for the goods or services. The Company has transferred the legal ownership of the goods to the customer, that is, the customer has the legal ownership of the goods. The Company has transferred the goods to the customer in kind, that is, the customer has taken possession of the goods in kind. The Company has transferred the main risks and rewards of the ownership of the goods to the customer, that is, 174 深圳市深粮控股股份有限公司 2021 年年度报告全文 the customer has obtained the main risks and rewards of the ownership of the goods. The customer has accepted the goods or services, etc. Specific principles (1) Revenue from sales of goods: The realization of sales revenue is recognized after the domestic sales of goods have been delivered and in compliance with the relevant terms of the contract; for export sales, the realization of sales revenue is recognized after the goods have been delivered and declared to the customs and meet the relevant terms of the contract. (2) Income from the provision of labor services: The Company provides the grain and oil dynamic reserve and its rotation services for the Shenzhen Municipal Government, and the income is recognized when the relevant labor activities occur. Operational Regulations" and "Shenzhen Edible Vegetable Oil Government Reserve Expenses All-inclusive Operational Regulations" shall be used to calculate and confirm the service income of grain and oil reserves. (3) Other income: 1) The amount of income from royalties shall be calculated and determined according to the charging time and method stipulated in the relevant contracts or agreements. 2) Income from property leasing such as real estate, dock warehouses, and dock docking business shall be calculated and confirmed according to the charging time and method agreed in the contract or agreement. Differences in accounting policies of revenue recognition resulted by the different operating models for the same type of business 40. Government subsidy Types Governments subsidy 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 subsidy 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. Specific criteria for classifying the government subsidy as asset-related by the Company are: Specific criteria for classifying the government subsidy as income-related by the Company are: For those government subsidies without object specified in government documents, the Company classifies government subsidies as asset-related or income-related based on the following judgment: Disclosure requirement: disclose specific criteria for distinguishing between asset-related government subsidies and income-related. If the government document does not specify the object of the subsidy, it must also state the basis of judgment for classifying the government subsidy as asset-related or income-related Recognition time point If there is evidence at the end of the period that the company can meet the relevant conditions stipulated by the financial support policy and is expected to receive financial support funds, the government subsidy shall be 175 深圳市深粮控股股份有限公司 2021 年年度报告全文 recognized according to the amount receivable. In addition, government grants are recognized when they are actually received. If the government grant is a monetary asset, it shall be measured according to the amount received or receivable. If the government grant is a non-monetary asset, it shall be measured at its fair value; if the fair value cannot be obtained reliably, it shall be measured at its nominal amount (RMB 1). Government subsidies measured at the nominal amount are directly included in the current profit and loss. Accounting treatment Based on the essence of economic business, the company determines whether a certain type of government subsidy business should be accounted for using the gross method or the net method. Normally, the company only selects one method for the same or similar government subsidy business, and uses that method consistently for that business. Category Accounting content Types of government subsidies accounted for using the gross All government subsidies method Government subsidy related to assets is used to offset the book value of related assets or be recognized as deferred income. If it is confirmed as deferred income, it shall be included in the current profit and loss in a reasonable and systematic way by stages within the useful life of the relevant assets (those related to the Company’s daily activities are included in other income; those unrelated to the Company’s daily activities are included in the non-operating income); Government subsidy related to income that is used to compensate the Company's related costs or losses in subsequent periods is recognized as deferred income, and is included in the current profit and loss during the period when the related costs or losses are recognized (those related to the Company’s daily activities are included in other income; those unrelated to the Company’s daily activities are included in the non-operating income) or used to offset related costs or losses; those used to compensate the Company’s related costs, expenses or losses are directly included in the current profit and loss (those related to the Company’s daily activities are included in other income; those unrelated to the Company’s daily activities are included in the non-operating income) or used to offset related costs or losses. The policy-related preferential loan interest discounts obtained by the Company shall be accounted for separately in the following two situations: (1)The finance allocates interest discount funds to the lending bank. If the lending bank provides loans to the Company at a policy-based preferential interest rate, the Company will use the actually received loan amount as the entry value of the loan, and calculate related borrowing costs according to the loan principal and the policy-based preferential interest rate. (Tips: Enterprises can also use the following methods for accounting treatment. If you choose to use the following methods, this paragraph should be changed to the following. In addition, the two methods should be used 176 深圳市深粮控股股份有限公司 2021 年年度报告全文 consistently and should not be changed arbitrarily: (1) The finance will allocate the interest discount funds to the loan bank, and the loan bank provides loans to the Company at a policy-oriented preferential interest rate, the Company takes the fair value of the loan as the entry value of the loan and calculates the borrowing costs according to the actual interest rate method. The difference between the actual amount received and the fair value of the loan is recognized as deferred income, which is amortized using the effective interest rate method during the duration of the loan to offset relevant borrowing costs.) (2) If the finance directly allocates interest discount funds to the Company, the Company will write down the relevant borrowing costs with the corresponding interest discount. 41. Deferred income tax assets and deferred income tax liabilities Income tax includes current income tax and deferred income tax. Except for income tax arising from business mergers and transactions or events that are directly included in owner's equity (including other comprehensive income), the Company include current income tax and deferred income tax in current profit and loss. Deferred income tax assets and deferred income tax liabilities are calculated and recognized based on the difference (temporary difference) between the tax base of assets and liabilities and their book value. Deductible temporary differences recognized by deferred income tax assets is limited to the taxable income that is likely to be obtained in the future to deduct deductible temporary differences. For the deductible losses and tax deductions that can be carried forward for subsequent years are limited to the future taxable income that is likely to be obtained to deduct deductible and tax deductions. For taxable temporary differences, except for special circumstances, deferred income tax liabilities are recognized. Special circumstances that do not recognize deferred income tax assets or deferred income tax liabilities include: Initial recognition of goodwill; Transactions or events that neither are a business combination nor affect accounting profits and taxable income (or deductible losses) when occur. For taxable temporary differences related to investments in subsidiaries, associates and joint ventures, deferred income tax liabilities are recognized, unless the Company can control the timing of the reversal of the temporary differences and the temporary differences are not likely to be reversed in the foreseeable future. For deductible temporary differences related to investments in subsidiaries, associates and joint ventures, when the temporary differences are likely to be reversed in the foreseeable future and are likely to be used to deduct the taxable income of deductible temporary differences in the future, recognize deferred income tax assets. On the balance sheet date, deferred income tax assets and deferred income tax liabilities are measured at the applicable tax rate during the period when the relevant assets are expected to be recovered or the relevant 177 深圳市深粮控股股份有限公司 2021 年年度报告全文 liabilities are expected to be paid off in accordance with the provisions of the tax law. On the balance sheet date, the Company reviews the book value of deferred income tax assets. If it is probable that sufficient taxable income cannot be obtained in the future to offset the benefits of deferred income tax assets, the book value of the deferred income tax assets shall be written down. When it is possible to obtain sufficient taxable income, the write-down amount shall be reversed. When there is a statutory right to settle on a net basis, and an intention to settle on a net basis or acquire assets and pay off liabilities at the same time, the current income tax assets and current income tax liabilities are presented at the net amount after offsetting. On the balance sheet date, deferred income tax assets and deferred income tax liabilities shall be listed as the net amount after offset when the following conditions are met at the same time: The tax subject has the statutory right to settle current income tax assets and current income tax liabilities on a net basis; Income tax assets and deferred income tax liabilities are related to the income tax levied by the same tax administration department on the same taxation subject or related to different taxation subjects, however, in the period during which each important deferred income tax asset and liability are reversed in the future, the taxpayer involved intends to settle the current income tax assets and liabilities on a net basis or obtain assets and settle liabilities at the same time. 42. Lease Accounting treatment of operating leases (1) Right-of-use assets On the commencement date of the lease period, the Company recognizes right-of-use assets for leases other than short-term leases and leases of low-value assets. Right-of-use assets are initially measured at cost. This cost includes: The initial measurement amount of the lease liability; The lease payment amount paid on or before the start date of the lease period, if there is a lease incentive, deduct the relevant amount of the lease incentive already enjoyed; Initial direct expenses incurred by the company; The estimated costs incurred by the Company for dismantling and removing the leased assets, restoring the site where the leased assets are located, or restoring the leased assets to the state agreed upon in the lease terms, but do not include the costs incurred for the production of inventories. The Company subsequently adopts the straight-line method to depreciate the right-of-use assets. If it can be reasonably determined that the ownership of the leased asset will be obtained at the expiration of the lease term, the company shall accrue depreciation within the remaining useful life of the leased asset; otherwise, the leased asset shall be depreciated within the shorter of the lease term and the remaining useful life of the leased asset. . The company determines whether the right-of-use asset has been impaired in accordance with the principles described in Note III. 178 深圳市深粮控股股份有限公司 2021 年年度报告全文 (20) Impairment of long-term assets, and performs accounting treatment on the identified impairment losses. (2) Lease liabilities On the commencement date of the lease term, the Company recognizes lease liabilities for leases other than short-term leases and leases of low-value assets. The lease liability is initially measured at the present value of outstanding lease payments. Lease payments include: Fixed payments (including actual fixed payments), if there is a lease incentive, deduct the relevant amount of the lease incentive; Variable lease payments that depend on an index or rate; The expected payment according to the residual value of the guarantee provided by the company; The exercise price of the purchase option, provided that the company is reasonably certain that the option will be exercised; Payments for exercising the option to terminate the lease, provided that the lease term reflects that the company will exercise the option to terminate the lease. The company uses the interest rate implicit in the lease as the discount rate, but if the interest rate implicit in the lease cannot be reasonably determined, the company's incremental borrowing rate is used as the discount rate. The company calculates the interest expense of the lease liability in each period of the lease term according to the fixed periodic interest rate, and includes it into the current profit and loss or the cost of related assets. Variable lease payments that are not included in the measurement of lease liabilities are included in the current profit and loss or the cost of related assets when they are actually incurred. After the commencement date of the lease term, the Company shall re-measure the lease liabilities and adjust the corresponding right-of-use assets under the following circumstances. If the book value of the right-of-use assets has been reduced to zero, but the lease liabilities still need to be further reduced, the The difference is included in the current profit and loss: When there is a change in the evaluation results of the purchase option, lease renewal option or termination option, or the actual exercise of the aforementioned options is inconsistent with the original evaluation result, the company will calculate the lease payment after the change and the revised discount. Remeasure the lease liability at the present value of the rate calculation; When the actual fixed payment changes, the estimated payable amount of the residual value guarantee changes, or the index or ratio used to determine the lease payment changes, the company calculates the present value based on the changed lease payment and the original discount rate Remeasure the lease liability. However, where changes in lease payments result from changes in floating interest rates, a revised discount rate is used to calculate the present value. (3) Short-term leases and low-value asset leases The company chooses not to recognize right-of-use assets and lease liabilities for short-term leases and low-value asset leases, and includes the relevant lease payments in the current profit and loss or related asset costs on a straight-line basis over each period of the lease term. Short-term leases refer to leases with a lease term of not more than 12 months and excluding purchase options on the commencement date of the lease term. A low-value asset lease refers to a lease with a lower value when a single leased asset is a brand-new asset. If the company subleases or expects to sublease the leased assets, the original lease is not a low-value asset lease. (4) Lease change If the lease changes and the following conditions are met at the same time, the company will account for the lease change as a separate lease: The lease modification expands the scope of the lease by adding the right to use one or more leased assets; The increased consideration is equivalent to the amount adjusted by the individual price of the expanded part of the lease scope according to the contract. If the lease change is not accounted for as a separate lease, on the effective date of the lease change, the company re-allocates the consideration of the contract after the change, re-determines the lease term, and calculates the current value based on the lease payment after the change and the revised discount rate. value to remeasure the lease liability. 179 深圳市深粮控股股份有限公司 2021 年年度报告全文 If the lease change leads to the narrowing of the lease scope or the shortening of the lease term, the company will reduce the book value of the right-of-use asset accordingly, and include the relevant gains or losses on partial or complete termination of the lease into the current profit and loss. If other lease changes result in re-measurement of lease liabilities, the Company adjusts the book value of the right-of-use asset accordingly. (5) Rent concessions related to COVID-19 For those who adopt the simplified method of rent reduction related to the new crown pneumonia epidemic, the company does not evaluate whether there is a lease change, and continues to calculate the interest expense of the lease liability at the same discount rate as before the reduction and include it in the current profit and loss, and continue to use the same discount rate as before the reduction. The right-of-use asset is depreciated using the same method as before. In the event of rent reduction or exemption, the company will treat the reduced rent as the variable lease payment amount. When the original rent payment obligation is relieved by reaching a concession agreement, the discounted amount at the undiscounted or pre-discount discount rate will be used to offset the relevant asset costs. or expenses, and adjust the lease liabilities accordingly; if the rent payment is delayed, the company offsets the lease liabilities recognized in the previous period when the actual payment is made. For short-term leases and low-value asset leases, the company continues to include the original contract rent in the cost or expense of the relevant assets in the same way as before the concession. In the event of rent reduction or exemption, the company will treat the reduced rent as the variable lease payment, and write down the relevant asset costs or expenses during the reduction and exemption period; if the rent payment is delayed, the company will recognize the rent payable as payable during the original payment period. When the actual payment is made, the payables recognized in the previous period are offset. 43. Other important accounting policy and estimation 44. Changes of important accounting policy and estimation (1)Changes of important accounting policies √ Applicable □ Not applicable Content & reasons Approval procedure Note Implementation of the Accounting Implementation of standards by Standards for Business Enterprise the Ministry of Finance No.21- Lease ( Revised in 2018) Implementation of the "Interpretation Implementation of standards by No.14 of Accounting Standards for the Ministry of Finance Business Enterprises" Implementation of the "Notice on Implementation of standards by Adjusting the Scope of Application of the Ministry of Finance the Regulations on the Accounting Treatment of Rent Concessions Related to the New Coronary Pneumonia Epidemic" Implementation of the "Interpretation Implementation of standards by No.15 of Accounting Standards for the Ministry of Finance 180 深圳市深粮控股股份有限公司 2021 年年度报告全文 Business Enterprises" (1) Implementation of the Accounting Standards for Business Enterprises No. 21 - Lease ( Revised in 2018) The Ministry of Finance revised the Accounting Standards for Business Enterprises No. 21 - Lease ("New Lease Standards" for short) in 2018. The Company has implemented the new lease standards from January 1, 2021. According to the revised standards, the company chooses not to re-evaluate whether they are leases or include leases on the first execution date for contracts that already exist prior to the first execution date. The Company acts as the lessee The Company chooses to adjust the amount of retained earnings and other relevant items in its financial statements at the beginning of the year of the first implementation of the new lease standards based on the cumulative impact of the first implementation of the new lease standards, without adjusting the comparable period information. For an operating lease existing prior to the first execution date, the Company shall measure the lease liabilities at the first execution date based on the present value of the remaining lease payment discounted at the incremental borrowing rate of the Company at the first execution date, and measure the right-of-use assets according to one of the following two ways for each lease: Assume that the book value of the new lease standards is adopted on the start date of the lease term and the Company's incremental borrowing rate on the first execution date is used as the discount rate. Make necessary adjustments to the prepaid rent for the amount equal to the lease liability. Tips: Under each lease, the enterprise may choose to measure the right-of-use assets according to either of the above. For operating leases prior to the first execution date, the Company may choose one or more of the following simplified treatments for each lease in conjunction with the above method: tip:enterprise need to be modified according to the actual situation. 1) The leases completed within 12 months after the first execution date shall be treated as short-term leases; 2) When measuring lease liabilities, leases with similar features shall use the same discount rate; 3) The measurement of the right-of-use assets does not include the initial direct cost; 4) Where there is an option to renew or terminate the lease, the lease term shall be determined according to the actual exercise of the option prior to the first exercise and other latest conditions; 5) As an alternative to the impairment test of the right-of-use asset, assess whether the contract containing the lease is a loss contract prior to the first execution date in accordance with the Notes "III (24) Accrual liabilities" and adjust the right-of-use asset according to the amount of loss provisions recorded in the balance sheet prior to the first execution date; 181 深圳市深粮控股股份有限公司 2021 年年度报告全文 6) The lease changes occurring before the first execution date shall not be retroactively adjusted, and the accounting treatment shall be conducted in accordance with the final arrangement of lease changes and the new lease standards. When measuring the lease liability, the Company uses the lessee’s incremental borrowing ate as of January 1, 2021 (weighted average: 4.15%) to discount the lease payments. Outstanding minimum lease payments under significant operating lease as disclosed in the consolidate 2,520,375.75 financial statements as of December 31, 2020 Present value of the interest rate discounted at the incremental borrowing rate on January 1, 2021 2,120,031.14 Lease liability under the new leasing standards as of January 1, 2021 2,120,031.14 Difference between the present value of the above discount and the lease liability For the finance lease existing before the first execution date, the Company shall measure the right-of-use assets and lease liabilities respectively on the first execution date according to the original book value of the finance lease assets and the finance lease payments payable. The Company acts as the lessor For the subleases classified as operating leases prior to the first execution date and surviving after the first execution date, the Company will re-evaluate them on the first execution date on the basis of the remaining contract term and terms of the original lease and the sublease, and classify them in accordance with the provisions of the new lease standards. If they are reclassified as finance leases, the Company will treat them as new finance leases. Except for subleases, the Company does not need to adjust the leases on which it is the lessor in accordance with the new lease standards. The company shall conduct accounting treatment in accordance with the new lease standards from the first execution date. The main effects of the Company's implementation of the new lease standards on the financial statements are as follows: Content and reasons for Approval Statement items affected Impact on the amount on balance as of 1 Jan. 2021 changes in accounting procedure Consolidate Parent company policies (1) As a lessee, the Implemented Right-of-use assets 2,120,031.14 adjustment of the in Lease liability 1,839,885.54 operating leases accordance Non-current liabilities due in existing before the date with the one year 280,145.60 of fist execution Ministry of Finance (2) Implementation of the "Interpretation No. 14 of Accounting Standards for Business Enterprises" 182 深圳市深粮控股股份有限公司 2021 年年度报告全文 The Ministry of Finance promulgated the "Interpretation No. 14 of Accounting Standards for Business Enterprises" (CK[2021] No. 1, hereinafter referred to as "Interpretation No. 14") on February 2, 2021, which has taken effect as of the date of promulgation. The relevant business added from January 1, 2021 to the effective date shall be adjusted according to Interpretation No. 14. ① Public-private partnership (PPP) project contracts Interpretation No. 14 is applicable for the PPP project contracts that meet the "dual features" and "double controls" described in the interpretation at the same time, and makes retroactive adjustment on the relevant PPP project contracts that have been implemented before December 31, 2020 and have not been completed up to the implementation date, where the retroactive adjustment is not feasible, the application begins at the beginning of the earliest period of retroactive adjustment, cumulative impact adjusts the retained earnings at the beginning of the year of the implementation date and other related items in the financial statements, and information of comparable periods shall not be adjusted. The implementation of the provisions does not have a significant impact on the Company's financial situation and operating results. ② Interest rate benchmark reform Interpretation No. 14 provides a simplified accounting treatment for cases where the basis for determining cash flows related to financial instrument contracts and lease contracts is changed as a result of the interest rate benchmark reform. According to the provisions of this interpretation, businesses related to the interest rate benchmark reform occurring before December 31, 2020 shall be subject to retroactive adjustment, except where retroactive adjustment is not feasible, and there is no need to adjust the data in the previous comparative financial statements. On the implementation date of this interpretation, the difference between the original carrying value of financial assets and financial liabilities and the new carrying value shall be included in the retained earnings or other comprehensive income at the beginning of the annual reporting period of the implementation date of this interpretation. The implementation of the provisions does not have a significant impact on the Company's financial situation and operating results. (3) Execution of the “Notice on the Adjustment of the Scope of Application of the Provisions on the Accounting Treatment of COVID-19 Related Rent Concessions” On June 19, 2020, the Ministry of Finance issued the "Regulations on Accounting Treatment of Rental Concessions Related to the COVID-19 Epidemic" (CK (2020) No. 10), and enterprises can choose to adopt simplified methods for accounting treatments for rent concessions and deferred payment of rents directly caused by the COVID-19 epidemic that meet the conditions. On May 26, 2021, the Ministry of Finance promulgated the Notice on the Adjustment of the Scope of Application of the Provisions on the Accounting Treatment of COVID-19 Related Rent Concessions (CK [2021] No. 9), which has taken effective from May 26, 2021, the scope of application of COVID-19 pandemic-related rent concessions 183 深圳市深粮控股股份有限公司 2021 年年度报告全文 which are allowed to adopt the simplified method under the Provisions on the Accounting Treatment of COVID-19 Related Rent Concessions is adjusted from the "the concession applies only to lease payments payable before 30 June 2021" to "the concession only applies to lease payments payable before 30 June 2022" to "the concession only applies to lease payments payable before 30 June 2022", and other conditions remain unchanged. The Company has selected the simplified accounting treatment method for all the eligible lease contracts before the adjustment of scope of application, and adopted the simplified accounting treatment method for all the eligible and similar lease contracts after the adjustment of scope of application(Tip: if not all, the nature of the lease contract treated using the simplified method should also be disclosed, however, the choice for the simplified method should be applied consistently to similar leases that qualify before and after the adjustment to the scope of application of the "Regulations on Accounting Treatment of Rental Concessions Related to the COVID-19 Epidemic" ), and made retroactive adjustment on relevant lease contracts that had adopted lease change for accounting treatment before the release of the notice, but did not adjust the data of the previous comparative financial statement; The relevant rent concessions incurred between January 1, 2021 and the effective date of the notice of which accounting treatment are not conducted in accordance with the provisions of the notice shall be adjusted in accordance with the notice. (4) Implementation of the Interpretation No. 15 of Accounting Standards for Business Enterprises on the related presentation of funds central management On December 30, 2021, the Ministry of Finance issued the Interpretation No. 15 of Accounting Standards for Business Enterprises (CK [2021] No. 35, hereinafter referred to as “Interpretation No. 15”), the content of the “related presentation of funds central management” came into force as of the date of its promulgation, and the financial statement data in the comparable period should be adjusted accordingly. Interpretation No. 15 has explicitly stipulated how the balance involved in the centralized and unified management of the funds of the parent company and member units through internal settlement centers and finance companies should be presented and disclosed in the balance sheet. The implementation of this stipulation has not had a significant impact on the financial condition and operating results of the Company. 184 深圳市深粮控股股份有限公司 2021 年年度报告全文 (2) Changes of important accounting estimate □ Applicable √ Not applicable (3)Adjustment on the relevant items of financial statement at beginning of the year when implemented the new leasing standards since 2021 √ Applicable □ Not applicable Whether to adjust the items of balance sheet at the beginning of the year √Yes □No Consolidate balance sheet Unit: RMB/CNY Item 2020-12-31 2021-01-01 Adjustments Current assets: Monetary fund 190,494,225.94 190,494,225.94 Settlement provisions Capital lent Trading financial 160,621,806.51 160,621,806.51 assets Derivative financial assets Note receivable 2,213,426.00 2,213,426.00 Account receivable 198,311,102.17 198,311,102.17 Account receivable financing Accounts paid in 27,136,263.84 27,136,263.84 advance Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Other account 22,631,043.66 22,631,043.66 receivable Including: Interest receivable Dividend 185 深圳市深粮控股股份有限公司 2021 年年度报告全文 receivable Buying back the sale of financial assets Inventory 3,418,328,974.27 3,418,328,974.27 Contract asset Assets held for sale Non-current asset due within one year Other current assets 119,750,603.31 119,750,603.31 Total current assets 4,139,487,445.70 4,139,487,445.70 Non-current assets: Loans and payments on behalf Creditors’ investment Other creditors’ investment Long-term account receivable Long-term equity 73,215,147.84 73,215,147.84 investment Other equity instrument investment Other non-current 57,500.00 57,500.00 financial assets Investment real estate 253,037,899.57 253,037,899.57 Fix assets 1,122,692,490.55 1,122,692,490.55 Construction in 1,045,643,295.57 1,045,643,295.57 progress Productive biological 387,694.20 387,694.20 asset Oil and gas asset Right-of-use asset 2,120,031.14 2,120,031.14 Intangible assets 599,306,223.04 599,306,223.04 Expense on Research and Development Goodwill Long-term expenses 31,732,325.01 31,732,325.01 186 深圳市深粮控股股份有限公司 2021 年年度报告全文 to be apportioned Deferred income tax 41,347,952.12 41,347,952.12 assets Other non-current 2,476,174.33 2,476,174.33 assets Total non-current assets 3,169,896,702.23 3,172,016,733.37 2,120,031.14 Total assets 7,309,384,147.93 7,311,504,179.07 2,120,031.14 Current liabilities: Short-term loans 110,318,727.12 110,318,727.12 Loan from central bank Capital borrowed Tradable financial liability Derivative financial liability Note payable Account payable 480,896,517.64 480,896,517.64 Accounts received in 3,376,262.66 3,376,262.66 advance Contract liabilities 108,975,866.82 108,975,866.82 Selling financial asset of repurchase Absorbing deposit and interbank deposit Security trading of agency Security sales of agency Wage payable 260,514,559.66 260,514,559.66 Taxes payable 66,904,735.29 66,904,735.29 Other account payable 397,325,719.50 397,325,719.50 Including: Interest payable Dividend 2,933,690.04 2,933,690.04 payable Commission charge 187 深圳市深粮控股股份有限公司 2021 年年度报告全文 and commission payable Reinsurance payable Liability held for sale Non-current liabilities 104,505,328.67 280,145.60 104,225,183.07 due within one year Other current 7,250,420.68 7,250,420.68 liabilities 1,540,068,138.04 280,145.60 Total current liabilities 1,539,787,992.44 Non-current liabilities: Insurance contract reserve Long-term loans 841,864,531.75 841,864,531.75 Bonds payable Including: preferred stock Perpetual capital securities 1,839,885.54 Lease liability 1,839,885.54 Long-term account 16,126,146.20 16,126,146.20 payable Long-term wage payable Accrual liabilities 3,500,000.00 3,500,000.00 Deferred income 100,710,038.32 100,710,038.32 Deferred income tax 12,150,035.13 12,150,035.13 liabilities Other non-current liabilities 1,839,885.54 Total non-current liabilities 974,350,751.40 976,190,636.94 2,516,258,774.98 2,120,031.14 Total liabilities 2,514,138,743.84 Owners’ equity: Share capital 1,152,535,254.00 1,152,535,254.00 Other equity 188 深圳市深粮控股股份有限公司 2021 年年度报告全文 instrument Including: preferred stock Perpetual capital securities Capital public reserve 1,422,892,729.36 1,422,892,729.36 Less: Inventory shares Other comprehensive income Reasonable reserve Surplus public reserve 382,367,575.37 382,367,575.37 Provision of general risk Retained profit 1,637,536,441.03 1,637,536,441.03 Total owner’s equity attributable to parent 4,595,331,999.76 4,595,331,999.76 company Minority interests 199,913,404.33 199,913,404.33 Total owner’s equity 4,795,245,404.09 4,795,245,404.09 Total liabilities and 7,311,504,179.07 2,120,031.14 7,309,384,147.93 owner’s equity Explanation on adjustment Balance sheet of parent company Unit: RMB/CNY Item 2020-12-31 2021-01-01 Adjustments Current assets: Monetary fund 5,312,806.71 5,312,806.71 Trading financial 621,806.51 621,806.51 assets Derivative financial assets Note receivable Account receivable 4,087,681.18 4,087,681.18 Account receivable financing Accounts paid in 189 深圳市深粮控股股份有限公司 2021 年年度报告全文 advance Other account 892,105,968.23 892,105,968.23 receivable Including: Interest receivable Dividend 390,000,000.00 390,000,000.00 receivable Inventory Contract asset Assets held for sale Non-current asset due within one year Other current assets 1,497,597.50 1,497,597.50 Total current assets 903,625,860.13 903,625,860.13 Non-current assets: Creditors’ investment Other creditors’ investment Long-term account receivable Long-term equity 3,707,714,425.09 3,707,714,425.09 investment Other equity instrument investment Other non-current financial assets Investment real estate 16,986,504.04 16,986,504.04 Fix assets 33,125,275.65 33,125,275.65 Construction in progress Productive biological 387,694.20 387,694.20 asset Oil and gas asset Right-of-use asset Intangible assets 12,842,693.98 12,842,693.98 Expense on Research and Development 190 深圳市深粮控股股份有限公司 2021 年年度报告全文 Goodwill Long-term expenses 1,040,708.20 1,040,708.20 to be apportioned Deferred income tax assets Other non-current assets Total non-current assets 3,772,097,301.16 3,772,097,301.16 Total assets 4,675,723,161.29 4,675,723,161.29 Current liabilities: Short-term loans Tradable financial liability Derivative financial liability Note payable Account payable Accounts received in advance Contract liabilities 411.00 411.00 Wage payable 26,535,794.31 26,535,794.31 Taxes payable 2,736,075.65 2,736,075.65 Other account payable 45,560,514.82 45,560,514.82 Including: Interest payable Dividend 2,933,690.04 2,933,690.04 payable Liability held for sale Non-current liabilities due within one year Other current liabilities Total current liabilities 74,832,795.78 74,832,795.78 Non-current liabilities: Long-term loans Bonds payable 191 深圳市深粮控股股份有限公司 2021 年年度报告全文 Including: preferred stock Perpetual capital securities Lease liability Long-term account payable Long-term wage payable Accrual liabilities 3,500,000.00 3,500,000.00 Deferred income Deferred income tax liabilities Other non-current liabilities Total non-current liabilities 3,500,000.00 3,500,000.00 Total liabilities 78,332,795.78 78,332,795.78 Owners’ equity: Share capital 1,152,535,254.00 1,152,535,254.00 Other equity instrument Including: preferred stock Perpetual capital securities Capital public reserve 3,018,106,568.27 3,018,106,568.27 Less: Inventory shares Other comprehensive income Reasonable reserve Surplus public reserve 109,963,147.23 109,963,147.23 Retained profit 316,785,396.01 316,785,396.01 Total owner’s equity 4,597,390,365.51 4,597,390,365.51 Total liabilities and 4,675,723,161.29 4,675,723,161.29 owner’s equity Explanation on adjustment 192 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4) Retrospective adjustment of early comparison data description when implemented the new leasing standards since 2021 □ Applicable √ Not applicable 45. Other VI. Taxes 1. Type of tax and rate for main applicable tax Taxes Basis Rate The output tax is calculated on the basis of the sales of goods and the taxable service income calculated according to VAT the tax law. After deducting the input tax 13.00%, 9.00%, 6.00%, 5.00%, 3.00% amount that is allowed to be deducted in the current period, the difference part is the value-added tax payable. Calculated according to the actual Urban maintenance and construction tax 5.00%, 7.00% value-added tax and consumption tax Enterprise income tax Calculated according to taxable income 25.00%, 20.00%, 15.00% Calculated according to the actual Educational surtax 3.00% value-added tax and consumption tax Calculated according to the actual Local education surcharge 2.00% value-added tax and consumption tax Price-based resource tax, 1.2 percent of the remaining value after deducting 20% Property tax of the original value of the property; 12 1.20%, 12.00% percent of the rental income if levy by rents. When the property right of the real property is transferred, the contract price Deed tax 3.00%-5.00% shall be paid to the owner of the property right in one lump sum Rate of income tax for different taxpaying body: Taxpaying body Rate of income tax Shenzhen Cereals Holdings Co., Ltd. 25.00% Shenzhen Cereals Group Co., Ltd(hereinafter referred to as"SZCG") 25.00% , some businesses are tax-free Shenzhen Hualian Grain and Oil Trading Co., Ltd.(hereinafter referred to 25.00% as"Hualian Cereals and Oil") 193 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenzhen Flour Co., Ltd(hereinafter referred to as"Shenzhen Flour") Tax-free Shenliang Quality Inspection Co., Ltd. (hereinafter referred to as"Quality 25.00% Inspection") Hainan Shenliang Oil & Food Co., Ltd. (hereinafter referred to as"Hainan 20.00% Oil & Food") Shenzhen Shenliang Doximi Business Co., Ltd. (hereinafter referred to 25.00% as"Doximi ") Shenzhen Shenliang Big Kitchen Food Supply Chain Co., Ltd(hereinafter 25.00% referred to as"Big Kitchen") Shenzhen Shenliang Storage (Yingkou) Co., Ltd(hereinafter referred to 25.00% as"Yingkou Storage") Shenzhen Shenliang Cold Chain Logistics Co., Ltd.(hereinafter referred to 15.00% as"Cold Chain Logistics") Shenzhen Shenliang Property Development Co., Ltd.(hereinafter referred to 25.00% as"Shenliang Property") Shenzhen Shenliang Property Management Co., Ltd. (hereinafter referred to 20.00% as"Shenliang Property") Dongguan Shenliang Logistics Co., Ltd.(hereinafter referred to 25.00% as"Dongguan Logistics") Dongguan International Food Industrial Park Development Co., 25.00% Ltd.(hereinafter referred to as"International Food") Dongguan Shenliang Oil & Food Trade Co., Ltd.(hereinafter referred to 25.00% as"Dongguan Oil & Food") Shuangyashan Shenliang Zhongxin Cereals Base Co., Ltd. (hereinafter 25.00% referred to as"Shuangyashan ") Heilongjiang Hongxinglong Nongken Shenxin Cereals Industrial Park Co., 25.00% ltd.(hereinafter referred to as"Hongxinglong") Shenzhen Shenbao Huacheng Technology Co., Ltd. (hereinafter referred to 15.00% as"Shenbao Huacheng ") Wuyuan Ju Fang Yong Tea Industry Co., Ltd(hereinafter referred to 15.00% as"Wuyuan Ju Fang Yong") Shenzhen Shenshenbao Investment Co., Ltd(hereinafter referred to 25.00% as"Shenshenbao Investment ") Shenzhen Shenshenbao Tea Culture Commercial Management Co., 25.00% Ltd.(hereinafter referred to as"Shenbao Tea Culture") Hangzhou Ju Fang Yong Holding Co., Ltd(hereinafter referred to as"Ju Fang 25.00% Yong Holding") Hangzhou Ju Fang Yong Trading Co., Ltd. (hereinafter referred to as"Ju 25.00% 194 深圳市深粮控股股份有限公司 2021 年年度报告全文 Fang Yong Trading ") Hangzhou Fuhaitang Catering Management Chain Co., Ltd. (hereinafter 25.00% referred to as"Fuhaitang Catering") Dongguan Shenliang Hualian Cereals and Oil Trading Co., Ltd(hereinafter 25.00% referred to as“Dongguan Hualian”) Mount Wuyi Shenbao Rock Tea Co., Ltd.(hereinafter referred to as"Shenbao 25.00% Rock Tea") Yunnan Shenbao Pu’er Tea Supply Chain Management Co., Ltd.(hereinafter 25.00% referred to as"Pu’er Tea Supply Chain") Shenzhen Shenliang Food Co., Ltd.(hereinafter referred to as“Shenzhen 25.00% Shenliang Food ”) Yunnan Pu’er Tea Trading Center Co., Ltd.(hereinafter referred to as"Pu’er 25.00% Tea Trading Center") Huizhou Shenbao Food Co., Ltd.(hereinafter referred to as"Huizhou 25.00% Shenbao Food ") Huizhou Shenbao Technology Co., Ltd.(hereinafter referred to as"Huizhou 25.00% Shenbao ") Shenzhen Shenbao Property Management Co., Ltd. (hereinafter referred to 20.00% as"Shenbao Property ") Shenzhen Shenbao Technology Center Co., Ltd.(hereinafter referred to 25.00% as"Shenbao Technology ") Shenzhen Shenbao Industrial & Trading Co., Ltd(hereinafter referred to 25.00% as"Shenbao Industrial & Trading") Shenzhen Shenliang Hongjun Catering Management Co., Ltd.(hereinafter 25.00% referred to as“Shenliang Hongjun ”) Wuhan Jiacheng Biotechnology Co., Ltd(hereinafter referred to as“Wuhan 15.00% Jiacheng ”) Wuhan Jiacheng Biotechnology Co., Ltd(hereinafter referred to as“Wuhan 25.00% Jiacheng”) Wuhan Hongqu Health Biology Co., Ltd(hereinafter referred to as“Wuhan 25.00% Hongqu”) Macheng Jintian Camellia Oil Co., Ltd.(hereinafter referred to as“Macheng 25.00% Jintian”) 2. Tax preferential 1. VAT discounts and approval According to the “Notice of the Ministry of Finance and the State Administration of Taxation on the Issues Concerning the VAT Collection and Exemption of Grain Enterprises (CSZ [1999] No. 198)” and “Shenzhen Tax 195 深圳市深粮控股股份有限公司 2021 年年度报告全文 Service, State Taxation Administration and Shenzhen Finance Bureau SGSF (SCF [1999] No.428)”, confirming that SZCG, the Company’s subsidiary, and its subsidiaries, are state-owned grain purchase and sale enterprises that undertake grain collection and storage tasks for Shenzhen, the grain sold is subject to tax-free declaration by rule and enjoys the exemption from VAT. In addition, according to the stipulation of the “Announcement of State Administration of Taxation on Relevant Management Matters After Clarifying the Cancellation of the Approval of Some VAT Preferential Policies” (SAT Announcement 2015 No. 38), the approval for exemption from VAT and the involved tax review and approval procedures for the state-owned grain enterprises that undertake grain collection and storage tasks, other grain enterprises that operate tax-free projects and enterprises that have edible vegetable oil sales business for government reserves are cancelled and changed to record management. The taxpayer does not change the content of the record materials during the period of tax exemption can be put on a one-time record. In December 2013, SZCG obtained the notice of the VAT preferential record (SGSFJBM [2013] No.2956) from Shenzhen Futian State Administration of Taxation. In the case of no change in policy, this limited filing period started on January 1st, 2014.The VAT input tax amount of the preferential item was separately accounted for, and the input VAT calculation method cannot be changed within 36 months after the selection. As of December 31, 2018, the tax exemption policy has been in effect since its filing in 2014, and the company’s VAT input tax has not changed since it was accounted for separately in 2014, so the company continues to enjoy the tax preference. 2. Stamp duty, house property tax, and urban land use tax preferences According to the stipulations of “Notice of the Ministry of Finance and the State Administration of Taxation on the Relevant Tax Policies Concerning Some National Reserved Commodities (CS [2019] No. 77)”, and documents of Guangdong Province Department of Finance, Guangdong Provincial Taxation Bureau of the State Administration of Taxation and Guangdong Provincial Food and Material Reserve Bureau (Yue Cai Shui [2020]No.2, confirming that the fund account book of SZCG, the Company’s subsidiary, and its direct depots is exempt from stamp duty, confirming that the written purchase and sale contracts of SZCG in the process of undertaking the commodity reserve business are exempt from stamp duty, and confirming that SZCG’s house property and land used for the commodity reserve business are exempt from house property tax and urban land use tax. The execution time limit for this tax preference policy is up to December 31, 2021. 3. Enterprise income tax (1) On May 27, 2021, the general administration of Taxation, Ministry of Finance issued the Notice on the Extension of Preferential Policies of Enterprise Income Tax of Qianhai Shenzhen-Hong Kong Modern Service Industry Cooperation Zone in Shenzhen, the enterprise income tax of qualified enterprises located in Qianhai Shenzhen-Hong Kong Modern Service Industry Cooperation Zone is levied at the rate of 15.00%, and the Notice to be implemented from January 1, 2021 to December 31, 2025. The Company's subsidiary cold chain logistics is registered in Shenzhen Qianhai Cooperation Zone, which is eligible for preferential tax conditions. According to relevant policies of the cooperation zone, its income tax will enjoy a preferential tax of 15.00% 196 深圳市深粮控股股份有限公司 2021 年年度报告全文 (2) On December 23, 2021, Shenbao Huacheng, a subsidiary of the Company, obtained the High-tech Enterprise Certificate (Certificate No.: GR202144205394) jointly issued by the Shenzhen Science and Technology Bureau, the Shenzhen Finance Bureau, and the Shenzhen Tax Service, State Taxation Administration, which is valid for three years. According to the relevant preferential policies of the state for high-tech enterprises, the qualified high-tech enterprises will pay corporate income tax at a reduced income tax rate of 15.00% within three years from the year of identification. Shenbao Huacheng will enjoy the preferential tax policy from 2021 to 2024. (3) On November 3, 2021, Wuyuan Jufangyong, a subsidiary of the Company, obtained the High-tech Enterprise Certificate (Certificate No.: GR202136000731) jointly issued by the Science and Technology Department of Jiangxi Province, the Finance Department of Jiangxi Province, and the Jiangxi Provincial Tax Service, State Taxation Administration, which is valid for three years. According to the relevant preferential policies of the state for high-tech enterprises, qualified high-tech enterprises will pay corporate income tax at a reduced income tax rate of 15.00% within three years from the year of identification. Wuyuan Jufangyong will enjoy the preferential tax policy from 2021 to 2024. (4) On November 15, 2019, Wuhan Jiacheng, a subsidiary of the Company, obtained the High-tech Enterprise Certificate (Certificate No.: GR201942000977) jointly issued by the Department of Science and Technology of Hubei Province, the Hubei Provincial Department of Finance of Hubei Province, and the Hubei Provincial Tax Service, State Taxation Administration, which is valid for three years. According to the relevant preferential policies of the state for high-tech enterprises, qualified high-tech enterprises will pay corporate income tax at a reduced income tax rate of 15.00% within three years from the year of identification. Wuhan Jiacheng enjoys the preferential tax policy from 2019 to 2022. (5) According to the Notice of the Ministry of Finance and the State Taxation Administration on the Treatment of Corporate Income Tax Treatment of Fiscal Funds for Special Purposes (CS [2009] No. 87), the governmental service incomes obtained by SZCG, the Company’s subsidiary, and its subordinate companies by carrying out government grain reserves business are fiscal funds for special purposes, those that meet the requirements can be regarded as non-taxable incomes and deducted from the total income when calculating the taxable income. Expenses arising from the use of the above non-taxable income for expenditure shall not be deducted from the calculation of taxable income; for assets formed from expenditure, the calculated depreciation and amortization shall not be deducted from the calculation of taxable income. (6) Shenzhen Flour, a subsidiary of the Company, is a flour primary processing enterprise, according to the stipulations of the “Notice on Issuing the Scope (Trial) of Primary Processing of Agricultural Products Applicable to the Corporate Income Tax Preferential Policy (CS [2008] No. 149)” and the “Supplementary Notice on the Scope of Primary Processing of Agricultural Products Applicable to the Corporate Income Tax Preferential Policy of the Ministry of Finance and the State Administration of Taxation” (CS [2011] No. 26), the wheat primary processing is exempt from income tax. 197 深圳市深粮控股股份有限公司 2021 年年度报告全文 (7) According to Article II of the "Notice of the State Taxation Administration and Ministry of Finance on the Implementation of Inclusive Tax Relief Policies for Small and Micro Enterprises" (CS[2029] No. 13), the portion of the annual taxable income of small, low-profit enterprises that does not exceed 1 million yuan will be included in the taxable income by 25%, and the corporate income tax will be paid at a tax rate of 20%. The portion of the annual taxable income of small, low-profit enterprises exceeding 1 million yuan but not exceeding 3 million yuan will be included in the taxable income by 50%, and the corporate income tax will be paid at a tax rate of 20%. On March 31, 2021, the Ministry of Finance and the State Taxation Administration issued Announcement No. 12 of 2021, for the part of the annual taxable income of small and low-profit enterprises not exceeding one million yuan, on the basis of the preferential policies stipulated in Article 2 of the Notice of the Ministry of Finance and the State Taxation Administration on Implementing Inclusive Tax Reduction and Exemption Policies for Small and Micro Enterprises (CS[2019] No. 13), the corporate income tax shall be halved; Hainan Cereals and Oils, Shenliang Property, and Shenbao Property, as the Company’s subsidiaries, are small and low-profit enterprises, and are eligible for tax preference. 3. Other VII. Annotation to main items of consolidated financial statements 1. Monetary funds Unit: RMB/CNY Item Ending balance Opening balance Cash on hand 29,370.19 62,642.11 Cash in bank 49,173,812.84 189,169,821.01 Other monetary fund 1,206,740.62 1,261,762.82 Total 50,409,923.65 190,494,225.94 Other explanation 2. Trading financial assets Unit: RMB/CNY Item Ending balance Opening balance Financial assets measured by fair value and with variation reckoned into current 211,060,770.50 160,621,806.51 gains/losses Including: Equity investment instrument 921,099.27 621,806.51 198 深圳市深粮控股股份有限公司 2021 年年度报告全文 Structured financial products 210,139,671.23 160,000,000.00 Including: Total 211,060,770.50 160,621,806.51 Other explanation: 3. Derivative financial assets Unit: RMB/CNY Item Ending balance Opening balance Other explanation: 4. Note receivable (1) Category Unit: RMB/CNY Item Ending balance Opening balance Bank acceptance bill 687,242.00 2,213,426.00 Total 687,242.00 2,213,426.00 Unit: RMB/CNY Ending balance Opening balance Book balance Bad debt provision Book balance Bad debt provision Category Book Book Accrual Accrual Amount Ratio Amount value Amount Ratio Amount value ratio ratio Including: Including: Bad debt provision accrual on single basis: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Accrual causes Bad debt provision accrual on portfolio: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Explanation on portfolio determines: If the provision for bad debts of note receivable is made in accordance with the general model of expected credit losses, please refer to the disclosure of other account receivables to disclose related information about bad-debt provisions: □ Applicable √Not applicable 199 深圳市深粮控股股份有限公司 2021 年年度报告全文 (2) Bad debt provision accrual, collected or reversal in the period Bad debt provision accrual in the period: Unit: RMB/CNY Amount changed in the period Category Opening balance Collected or Ending balance Accrual Written-off Other reversal Including major amount bad debt provision that collected or reversal in the period: □ Applicable √Not applicable (3) Note receivable that pledged at period-end Unit: RMB/CNY Item Amount pledged at period-end (4) Notes endorsement or discount and undue on balance sheet date Unit: RMB/CNY Item Amount derecognition at period-end Amount not derecognition at period-end (5) Notes transfer to account receivable due for failure implementation by drawer at period-end Unit: RMB/CNY Item Amount transfer to account receivable at period-end Other explanation (6) Note receivable actually written-off in the period Unit: RMB/CNY Item Amount written-off Including important note receivable that written-off: Unit: RMB/CNY Procedure of Resulted by related Enterprise Nature Amount written-off Written-off causes written-off transaction (Y/N) Explanation on note receivable written-off: 5. Account receivable (1) Category Unit: RMB/CNY 200 深圳市深粮控股股份有限公司 2021 年年度报告全文 Ending balance Opening balance Book balance Bad debt provision Book balance Bad debt provision Category Book Accrual Accrual Book value Amount Ratio Amount value Amount Ratio Amount ratio ratio Account receivable with bad debt 95,231,0 92,862,5 2,368,503 99,461,83 96,675,23 2,786,596.5 25.05% 97.51% 33.33% 97.20% provision accrual on 65.86 61.98 .88 5.19 8.63 6 a single basis Including: Account receivable with single significant amount 10,455,6 10,455,6 10,455,62 10,455,62 2.75% 100.00% 3.50% 100.00% and withdrawal bad 27.54 27.54 7.54 7.54 debt provision on single basis Account receivable with single minor amount but with bad 84,775,4 82,406,9 2,368,503 89,006,20 86,219,61 2,786,596.5 22.30% 97.21% 29.83% 96.87% debts provision 38.32 34.44 .88 7.65 1.09 6 accrued on a single basis Account receivable with bad debt 284,943, 4,264,18 280,678,8 198,936,1 3,411,634 195,524,50 74.95% 1.50% 66.67% 1.71% provision accrual on 025.46 7.72 37.74 40.29 .68 5.61 portfolio Including: 143,007, 4,264,18 138,742,9 123,378,0 3,411,634 119,966,39 Aging portfolio 37.62% 2.98% 41.35% 2.77% 108.06 7.72 20.34 31.83 .68 7.15 141,935, 141,935,9 75,558,10 75,558,108. Other portfolio 37.33% 25.32% 917.40 17.40 8.46 46 380,174, 97,126,7 283,047,3 298,397,9 100,086,8 198,311,10 Total 100.00% 25.55% 100.00% 33.54% 091.32 49.70 41.62 75.48 73.31 2.17 Bad debt provision accrual on single basis: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Accrual causes Guangzhou Jinhe Feed Slightly possibly taken 10,455,627.54 10,455,627.54 100.00% Co., Ltd back Shenzhen Faqun 4,582,156.00 4,582,156.00 100.00% Slightly possibly taken 201 深圳市深粮控股股份有限公司 2021 年年度报告全文 Industry Co., Ltd. back Li Shaoyu owes for 2,929,128.53 2,929,128.53 100.00% Slightly possibly taken goods back Zhuhai Doumen Huabi 2,396,327.14 2,396,327.14 100.00% Slightly possibly taken Feed Co., Ltd. back Chongqing Zhongxing 2,354,783.30 2,354,783.30 100.00% Slightly possibly taken Food Industry Co., back Ltd. 2,591,566.65 2,591,566.65 100.00% Slightly possibly taken Hengyang Feed factory back Sichuan Zhongxing 1,698,103.22 1,698,103.22 100.00% Slightly possibly taken Food Industry Co., back Ltd. Shenzhen Buji 1,534,512.45 1,534,512.45 100.00% Slightly possibly taken Agricultural Products back Wholesale Center Market Xingmin Commercial Bank 1,429,745.00 1,429,745.00 100.00% Slightly possibly taken Cao Shengyun back Huaxing Feed Factory, 1,290,274.22 1,290,274.22 100.00% Slightly possibly taken Shunde District, back Foshan City 1,059,295.90 1,059,295.90 100.00% Slightly possibly taken Shanghai office back Shenzhen Dihuan 1,045,356.50 1,045,356.50 100.00% Slightly possibly taken Investment back Development Company Other single provision 61,864,189.41 59,495,685.53 96.17% Slightly possibly taken back Total 95,231,065.86 92,862,561.98 -- -- Bad debt provision accrual on single basis: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Accrual causes Bad debt provision accrual on portfolio: Unit: RMB/CNY Name Ending balance 202 深圳市深粮控股股份有限公司 2021 年年度报告全文 Book balance Bad debt provision Accrual ratio Aging portfolio 143,007,108.06 4,264,187.72 2.98% Other portfolio 141,935,917.40 Total 284,943,025.46 4,264,187.72 -- Explanation on portfolio determines: Bad debt provision accrual on portfolio: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Explanation on portfolio determines: If the provision for bad debts of account receivable is made in accordance with the general model of expected credit losses, please refer to the disclosure of other account receivables to disclose related information about bad-debt provisions: □ Applicable √Not applicable By account age Unit: RMB/CNY Account age Ending balance Within one year (including 1-year) 281,533,278.59 1-2 years 3,339,030.49 2-3 years 1,662,562.95 Over 3 years 93,639,219.29 3-4 years 860,649.61 4-5 years 669,494.34 Over 5 years 92,109,075.34 Total 380,174,091.32 (2) Bad debt provision accrual, collected or reversal in the period Bad debt provision accrual in the period: Unit: RMB/CNY Amount changed in the period Category Opening balance Collected or Ending balance Accrual Written-off Other reversal Bad debt provision accrual 96,675,238.63 3,812,676.65 92,862,561.98 on single basis Aging portfolio 3,411,634.68 821,342.16 31,210.88 4,264,187.72 Total 100,086,873.31 821,342.16 3,812,676.65 31,210.88 97,126,749.70 203 深圳市深粮控股股份有限公司 2021 年年度报告全文 Including major amount bad debt provision that collected or reversal in the period: Unit: RMB/CNY Enterprise Amount collected or reversal Collection way Fujian Wuyishan Xingyi Tea Co., Ltd. 3,659,377.81 Cash Total 3,659,377.81 -- (3) Account receivable actually written-off in the period Unit: RMB/CNY Item Amount written-off Including major account receivable written-off: Unit: RMB/CNY Procedure of Resulted by related Enterprise Nature Amount written-off Written-off causes written-off transaction (Y/N) Explanation on account receivable written-off: (4) Top 5 account receivables at ending balance by arrears party Unit: RMB/CNY Ending balance of accounts Proportion in total receivables at Bad debt preparation ending Enterprise receivable ending balance balance First 135,674,000.00 35.69% Second 10,455,627.54 2.75% 10,455,627.54 Third 6,674,501.60 1.76% 66,745.02 Fourth 5,823,492.36 1.53% 58,234.92 Fifth 5,514,809.21 1.45% 55,148.09 Total 164,142,430.71 43.18% (5) Assets and liabilities resulted by account receivable transfer and continues involvement Other explanation: (6) Account receivable derecognition due to financial assets transfer 6. Account receivable financing Unit: RMB/CNY Item Ending balance Opening balance Changes of account receivable financing and change of fair value in the period 204 深圳市深粮控股股份有限公司 2021 年年度报告全文 □ Applicable √Not applicable If the impairment provision of account receivable financing is made in accordance with the general model of expected credit losses, please refer to the disclosure of other account receivables to disclose related information about impairment provision: □ Applicable √Not applicable Other explanation: 7. Accounts paid in advance (1) By account age Unit: RMB/CNY Ending balance Opening balance Account age Amount Ratio Amount Ratio Within one year 115,518,972.22 99.68% 26,384,747.13 97.23% 1-2 years 193,952.41 0.17% 616,328.73 2.27% 2-3 years 46,662.00 0.04% 61,695.87 0.23% Over 3 years 135,187.98 0.11% 73,492.11 0.27% Total 115,894,774.61 -- 27,136,263.84 -- Explanation on reasons of failure to settle on important account paid in advance with age over one year: (2) Top 5 account paid in advance at ending balance by prepayment object Proportion in of total prepayment balance at Prepaid objects Ending balance the end of period (%) First 75,889,954.06 65.48 Second 12,600,000.00 10.87 Three 11,243,360.80 9.70 Fourth 5,385,000.00 4.65 Fifth 3,537,864.66 3.05 Total 108,656,179.52 93.75 Other explanation: 8. Other account receivable Unit: RMB/CNY Item Ending balance Opening balance Other account receivable 32,377,838.35 22,631,043.66 Total 32,377,838.35 22,631,043.66 205 深圳市深粮控股股份有限公司 2021 年年度报告全文 (1) Interest receivable 1) Category Unit: RMB/CNY Item Ending balance Opening balance 2) Significant overdue interest Unit: RMB/CNY Whether impairment Borrower Ending balance Overdue time Overdue causes occurs and its judgment basis Other explanation: 3) Accrual of bad debt provision □ Applicable √Not applicable (2) Dividend receivable 1) Category Unit: RMB/CNY Item (or invested enterprise) Ending balance Opening balance 2) Important dividend receivable with account age over one year Unit: RMB/CNY Whether impairment Item (or invested Reasons for not Ending balance Account age occurs and its judgment enterprise) collection basis 3) Accrual of bad debt provision □ Applicable √Not applicable Other explanation: (3) Other account receivable 1) By nature Unit: RMB/CNY 206 深圳市深粮控股股份有限公司 2021 年年度报告全文 Nature Ending book balance Opening book balance Margin and deposit 12,323,696.08 14,965,660.96 Other intercourse funds 119,880,221.09 105,459,789.74 Total 132,203,917.17 120,425,450.70 2) Accrual of bad debt provision Unit: RMB/CNY Phase I Phase II Phase III Expected credit Expected credit losses for Expected credit losses for Bad debt provision Total losses over next 12 the entire duration (without the entire duration (with months credit impairment occurred) credit impairment occurred) Balance on Jan. 1, 2021 2,380,495.42 95,413,911.62 97,794,407.04 Balance of Jan. 1, 2021 —— —— —— —— in the period Current accrual 609,963.17 490,483.77 1,100,446.94 Current reversal 264,000.00 264,000.00 other changes 195,224.84 1,000,000.00 1,195,224.84 Ending balance 3,185,683.43 96,640,395.39 99,826,078.82 Change of book balance of loss provision with amount has major changes in the period □ Applicable √Not applicable By account age Unit: RMB/CNY Account age Ending balance Within one year (including 1-year) 22,972,995.33 1-2 years 5,057,158.39 2-3 years 1,873,375.61 Over 3 years 102,300,387.84 3-4 years 1,832,884.33 4-5 years 729,168.37 Over 5 years 99,738,335.14 Total 132,203,917.17 3) Bad debt provision accrual, collected or reversal in the period Bad debt provision accrual in the period: Unit: RMB/CNY 207 深圳市深粮控股股份有限公司 2021 年年度报告全文 Amount changed in the period Opening Category Collected or Ending balance balance Accrual Written off Other reversal Bad debt provision accrual 95,413,911.62 490,483.77 264,000.00 1,000,000.00 96,640,395.39 on single basis Bad debt provision accrual 2,380,495.42 609,963.17 195,224.84 3,185,683.43 on portfolio Total 97,794,407.04 1,100,446.94 264,000.00 1,195,224.84 99,826,078.82 Including major amount with bad debt provision reverse or collected in the period: Unit: RMB/CNY Enterprise Amount reversal or collected Collection way 4) Other account receivable actually written-off in the period Unit: RMB/CNY Item Amount written-off Including important other account receivable written-off: Unit: RMB/CNY Procedure of Resulted by related Enterprise Nature Amount written-off Written-off causes written-off transaction (Y/N) Explanation on other account receivable written-off: 5) Top 5 other receivables at ending balance by arrears party Unit: RMB/CNY Ratio in total ending balance Ending balance of Enterprise Nature Ending balance Account age of other account bad debt reserve receivables First Other intercourse Within 1 year, over 5 24,608,742.46 18.61% 22,187,644.18 funds years Second Other intercourse 8,326,202.63 Over 5 years 6.30% 8,326,202.63 funds Three Other intercourse 8,285,803.57 Over 5 years 6.27% 8,285,803.57 funds Fourth Other intercourse 8,257,311.80 Over 5 years 6.25% 8,257,311.80 funds 208 深圳市深粮控股股份有限公司 2021 年年度报告全文 Fifth Other intercourse 6,397,067.59 Over 5 years 4.84% 6,397,067.59 funds Total 55,875,128.05 -- 42.27% 53,454,029.77 6) Other account receivables related to government grants Unit: RMB/CNY Time, amount and basis Enterprise Government grants Ending balance Ending account age for collection predicted 7) Other receivable for termination of confirmation due to the transfer of financial assets 8) The amount of assets and liabilities that are transferred other receivable and continued to be involved Other explanation: 9. Inventories Whether companies need to comply with the disclosure requirements of the real estate industry No (1) Category Unit: RMB/CNY Ending balance Opening balance Inventories fall Inventories fall provision or provision or Item contract contract Book balance Book value Book balance Book value performance performance costs impairment costs impairment provision provision Raw materials 71,483,882.02 14,841,005.00 56,642,877.02 68,152,781.12 16,559,251.32 51,593,529.80 Goods in process 23,932,099.23 23,932,099.23 27,672,374.13 27,672,374.13 Finished goods 3,463,256,518.48 98,441,505.32 3,364,815,013.16 3,431,982,588.15 110,146,694.45 3,321,835,893.70 Revolving 5,596,700.59 966,891.96 4,629,808.63 5,614,055.57 887,023.20 4,727,032.37 material Goods in transit 5,362,274.64 5,362,274.64 7,582,654.13 7,582,654.13 Low-value consumables-pac 4,367,402.92 4,367,402.92 4,819,513.67 4,819,513.67 kaging 209 深圳市深粮控股股份有限公司 2021 年年度报告全文 Work in process-outsource 6,159,701.53 5,290,502.32 869,199.21 5,388,478.79 5,290,502.32 97,976.47 d Total 3,580,158,579.41 119,539,904.60 3,460,618,674.81 3,551,212,445.56 132,883,471.29 3,418,328,974.27 (2) Inventories fall provision or contract performance costs impairment provision Unit: RMB/CNY Current amount increased Current amount decreased Item Opening balance Reversal or Ending balance Accrual Other Other write-off Raw materials 16,559,251.32 7,076.66 1,725,322.98 14,841,005.00 Finished goods 110,146,694.45 191,902,627.59 267,214.69 203,875,031.41 98,441,505.32 Revolving 887,023.20 132,307.16 52,438.40 966,891.96 material Low-value consumables-pac kaging Work in process-outsource 5,290,502.32 5,290,502.32 d Total 132,883,471.29 192,034,934.75 274,291.35 205,652,792.79 119,539,904.60 (3) Explanation on inventories with capitalization of borrowing costs included at ending balance (4) Assets unsettled formed by construction contract which has completed at period-end 10. Contract assets Unit: RMB/CNY Ending balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Amount and reasons for the major changes of book value of contract assets in the period: Unit: RMB/CNY Item Amount changed Cause of change If the bad debt provision of accrual contract is made in accordance with the general model of expected credit losses, please refer to the disclosure of other account receivables to disclose related information about bad debt provision: □ Applicable √Not applicable Impairment provision of contract assets in the period 210 深圳市深粮控股股份有限公司 2021 年年度报告全文 Unit: RMB/CNY Item Current accrual Current reversal Charge off/Written-off Causes Other explanation: 11. Assets held for sale Unit: RMB/CNY Ending book Impairment Ending book Estimated Estimated Item Fair value balance provision value disposal cost disposal time Other explanation: 12. Non-current asset due within one year Unit: RMB/CNY Item Ending balance Opening balance Important creditors’ investment/ other creditors’ investment Unit: RMB/CNY Ending balance Opening balance Item Maturity Maturity Face value Coupon rate Actual rate Face value Coupon rate Actual rate date date Other explanation: 13. Other current assets Unit: RMB/CNY Item Ending balance Opening balance Financial product 10,000,000.00 10,000,000.00 Prepayment of taxes 1,403,832.26 727,277.06 Input tax to be deducted 77,054,152.64 109,023,326.25 Total 88,457,984.90 119,750,603.31 Other explanation: 14. Creditors’ investment Unit: RMB/CNY Ending balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Important creditors’ investment 211 深圳市深粮控股股份有限公司 2021 年年度报告全文 Unit: RMB/CNY Ending balance Opening balance Item Maturity Maturity Face value Coupon rate Actual rate Face value Coupon rate Actual rate date date Accrual of impairment provision Unit: RMB/CNY Phase I Phase II Phase III Expected credit Expected credit losses for Expected credit losses for Bad debt provision Total losses over next 12 the entire duration (without the entire duration (with months credit impairment occurred) credit impairment occurred) Balance of Jan. 1, 2021 —— —— —— —— in the period Change of book balance of loss provision with amount has major changes in the period □ Applicable √Not applicable Other explanation: 15. Other creditors’ investment Unit: RMB/CNY Loss impairment Change of Accumulated accumulated Opening Accrual Ending Item fair value in Cost change of recognized in Note balance interest balance the period fair value other comprehensi ve income Important other creditors’ investment Unit: RMB/CNY Ending balance Opening balance Other creditor item Maturity Maturity Face value Coupon rate Actual rate Face value Coupon rate Actual rate date date Accrual of impairment provision Unit: RMB/CNY Phase I Phase II Phase III Expected credit Expected credit losses for Expected credit losses for Bad debt provision Total losses over next 12 the entire duration (without the entire duration (with months credit impairment occurred) credit impairment occurred) Balance of Jan. 1, 2021 —— —— —— —— in the period 212 深圳市深粮控股股份有限公司 2021 年年度报告全文 Change of book balance of loss provision with amount has major changes in the period □ Applicable √Not applicable Other explanation: 16. Long-term account receivable (1) Long-term account receivable Unit: RMB/CNY Ending balance Opening balance Discount rate Item Bad debt Bad debt Book balance Book value Book balance Book value interval provision provision Impairment of bad debt provision Unit: RMB/CNY Phase I Phase II Phase III Expected credit Expected credit losses for Expected credit losses for Bad debt provision Total losses over next 12 the entire duration (without the entire duration (with months credit impairment occurred) credit impairment occurred) Balance of Jan. 1, 2021 —— —— —— —— in the period Change of book balance of loss provision with amount has major changes in the period □ Applicable √Not applicable (2) Long-term account receivable derecognition due to financial assets transfer (3) Assets and liabilities resulted by long-term account receivable transfer and continues involvement Other explanation 17. Long-term equity investment Unit: RMB/CNY Current changes (+,-) Ending Investm Cash Openin Other Accrual balance ent dividen Ending The g Additio compre of of Capital gains Other d or balance investe balance nal hensive impair impair reducti recogni equity profit Other (book d entity (book investm income ment ment on zed change announ value) value) ent adjustm provisi provisi under ced to ent on on equity issued I. Joint venture 213 深圳市深粮控股股份有限公司 2021 年年度报告全文 II. Associated enterprise Shenzh en Duoxi Equity Investm 3,359,6 -576,91 2,782,6 ent 01.93 0.63 91.30 Fund Manage ment Co., Ltd. Zhuhai Hengxi ng Feed 33,002, -1,467, 31,534, Industri 039.62 386.85 652.77 al Co., Ltd. Shenlia ng Intellig ent Wulian Equity Investm ent 26,255, 1,750,3 28,006, Fund 667.98 75.17 043.15 (Shenz hen) Partner ship Enterpr ise (Limite d) Shenzh en Shenyu 10,597, 569,21 11,167, an Data 838.31 7.96 056.27 Tech. Co., Ltd 214 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenba o Liaoyu an 57,628. Investm 53 ent Compa ny Shenzh en Shenba o 2,870,0 (Xinmi 00.00 n) Foods Co., Ltd.*1 Subtota 73,215, 275,29 73,490, 2,927,6 l 147.84 5.65 443.49 28.53 73,215, 275,29 73,490, 2,927,6 Total 147.84 5.65 443.49 28.53 Other explanation 18. Other equity instrument investment Unit: RMB/CNY Item Ending balance Opening balance Itemized the non-tradable equity instrument investment in the period Unit: RMB/CNY Causes of those that designated Retained earnings measured by fair Cause of retained transfer from value and with its earnings transfer Dividend income Cumulative Item Cumulative gains other variation from other recognized losses comprehensive reckoned into comprehensive income other income comprehensive income Other explanation: 215 深圳市深粮控股股份有限公司 2021 年年度报告全文 19. Other non-current financial assets Unit: RMB/CNY Item Ending balance Opening balance Financial assets measured at fair value and whose changes are included in the current 57,500.00 57,500.00 profit and loss Total 57,500.00 57,500.00 Other explanation: 20. Investment real estate (1) Measured at cost √ Applicable □Not applicable Unit: RMB/CNY Item House and building Land use right Construction in progress Total I. Original book value 1.Opening balance 590,440,328.15 590,440,328.15 2.Current amount increased (1) Outsourcing (2) Inventory\fixed assets\construction in process transfer-in (3) Increased by combination 3.Current amount 7,350,000.00 7,350,000.00 decreased (1) Disposal (2) Other transfer-out Transferred into fixed 7,350,000.00 7,350,000.00 assets 4.Ending balance 583,090,328.15 583,090,328.15 II. Accumulated depreciation and accumulated amortization 216 深圳市深粮控股股份有限公司 2021 年年度报告全文 1.Opening balance 337,402,428.58 337,402,428.58 2.Current amount 16,099,076.08 16,099,076.08 increased (1) Accrual or 16,099,076.08 16,099,076.08 amortization 3.Current amount 3,507,875.00 3,507,875.00 decreased (1) Disposal (2) Other transfer-out Transferred into fixed 3,507,875.00 3,507,875.00 assets 4.Ending balance 349,993,629.66 349,993,629.66 III. Impairment provision 1.Opening balance 2.Current amount increased (1) Accrual 3. Current amount decreased (1) Disposal (2) Other transfer-out 4.Ending balance IV. Book value 1.Ending book value 233,096,698.49 233,096,698.49 2. Opening book value 253,037,899.57 253,037,899.57 (2) Measure on fair value □ Applicable √Not applicable (3) Investment real estate without property certificate completed Unit: RMB/CNY Item Book value Reasons Other explanation 217 深圳市深粮控股股份有限公司 2021 年年度报告全文 21. Fixed assets Unit: RMB/CNY Item Ending balance Opening balance Fixed assets 2,124,725,043.92 1,122,692,490.55 Fixed Assets Liquidation 3,106,105.27 Total 2,127,831,149.19 1,122,692,490.55 (1) Fixed assets Unit: RMB/CNY Machinery Electronic and other Item House and buildings Transport equipment Total equipment equipment I. Original book value: 1.Opening balance 1,039,002,914.64 532,316,124.36 17,662,383.74 68,287,685.82 1,657,269,108.56 2.Current 846,343,800.46 229,191,092.20 3,500,298.15 28,153,146.23 1,107,188,337.04 amount increased (1)Purchase 23,698,673.37 638,299.87 19,696,486.01 44,033,459.25 (2) Construction in 812,217,492.93 199,550,530.32 1,504,401.06 1,013,272,424.31 progress transfer-in (3) Increased by 26,776,307.53 5,941,888.51 2,861,998.28 428,521.70 36,008,716.02 combination (4) Investment 7,350,000.00 7,350,000.00 properties transfer-in (5) Long-term 6,523,737.46 6,523,737.46 prepaid expenses transfer-in 3.Current 19,582,725.05 34,230,430.86 586,965.42 2,547,991.76 56,948,113.09 amount decreased (1) Disposal or 19,582,725.05 34,230,430.86 586,965.42 2,547,991.76 56,948,113.09 scrap 4.Ending balance 1,865,763,990.05 727,276,785.70 20,575,716.47 93,892,840.29 2,707,509,332.51 II. Accumulated depreciation 1.Opening balance 217,598,012.04 255,179,025.46 12,517,697.64 44,323,543.85 529,618,278.99 2.Current amount 45,734,901.59 31,885,917.13 3,612,055.68 10,979,162.80 92,212,037.20 increased 218 深圳市深粮控股股份有限公司 2021 年年度报告全文 (1) Accrual 35,365,623.11 27,805,037.15 1,336,270.82 10,621,237.71 75,128,168.79 (2) Increased 6,861,403.48 4,080,879.98 2,275,784.86 357,925.09 13,575,993.41 by combination (3)Transfer to investment 3,507,875.00 3,507,875.00 properties 3.Current amount 10,380,298.56 29,461,600.14 551,802.95 1,475,279.66 41,868,981.31 decreased (1) Disposal or 10,380,298.56 29,461,600.14 551,802.95 1,475,279.66 41,868,981.31 scrap 4.Ending balance 252,952,615.07 257,603,342.45 15,577,950.37 53,827,426.99 579,961,334.88 III. Impairment provision 1.Opening balance 689,332.71 4,259,116.44 9,889.87 4,958,339.02 2.Current amount increased 3.Current amount 689,332.71 1,446,052.60 2,135,385.31 decreased (1) Disposal or 689,332.71 1,446,052.60 2,135,385.31 scrap 4.Ending balance 2,813,063.84 9,889.87 2,822,953.71 IV. Book value 1.Ending book 1,612,811,374.98 466,860,379.41 4,997,766.10 40,055,523.43 2,124,725,043.92 value 2. Opening book 820,715,569.89 272,877,982.46 5,144,686.10 23,954,252.10 1,122,692,490.55 value (2) Temporarily idle fixed assets Unit: RMB/CNY Accumulated Impairment Item Original book value Book value Note depreciation provision (3) Fixed assets leased out by operation Unit: RMB/CNY Item Ending book value 219 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4) Fix assets without property certification held Unit: RMB/CNY Reasons for without the property Item Book value certification House buildings 600,461,957.98 Still under processing House buildings 87,483,575.16 Still under processing At present, the relevant application and House buildings 15,031,115.72 approval procedures are being started. Other explanation (5) Fixed assets disposal Unit: RMB/CNY Item Ending balance Opening balance Pending 3,106,105.27 Total 3,106,105.27 Other explanation 22. Construction in progress Unit: RMB/CNY Item Ending balance Opening balance Construction in progress 207,946,539.97 1,045,643,295.57 Total 207,946,539.97 1,045,643,295.57 (1) Construction in progress Unit: RMB/CNY Ending balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Shenbao Plaza 3,842,333.64 3,842,333.64 3,842,333.64 3,842,333.64 project Dongguan grain storage and wharf 138,980,117.20 138,980,117.20 266,376,815.54 266,376,815.54 matching project 220 深圳市深粮控股股份有限公司 2021 年年度报告全文 Deep processing of Dongguan 824,660.05 824,660.05 513,729.78 513,729.78 Industry and Trading Food CDE storage of Dongguan Food Industrial 1,953,288.69 1,953,288.69 720,076,609.48 720,076,609.48 Park and wharf mating projects Grain storage 43,334,291.04 43,334,291.04 and processing Water Leakage Project of 2,763,915.81 2,763,915.81 Pinghu Reservoir Shuguang Warehouse No. 3 & No. 6 1,992,099.16 1,992,099.16 Refrigeration Reconstruction Project Renovation of supporting loading and unloading 1,169,025.00 1,169,025.00 facilities in Pinghu Reservoir Cold chain intelligent 3,645,282.94 3,645,282.94 3,645,282.94 3,645,282.94 system Other 6,016,576.13 903,189.74 5,113,386.39 6,674,716.56 903,189.74 5,771,526.82 Pinghu Grain Depot Phase III Low Temperature Rice 8,584,169.91 8,584,169.91 Warehouse Expansion and Reconstruction Project-L2 221 深圳市深粮控股股份有限公司 2021 年年度报告全文 Pinghu Grain Depot Phase III Low Temperature Rice 7,637,139.21 7,637,139.21 Warehouse Expansion and Reconstruction Project-L4 Far-reaching data technology smart logistics park 1,587,200.00 1,587,200.00 management platform project Installation Project/Phase I Project 11,405,601.69 11,405,601.69 (Shuangya Mountain) Warehouse No. 6 Smart Warehouse 1,175,982.45 1,175,982.45 Renovation Project Jiangxia Base 27,039,711.44 27,039,711.44 Project 1,050,388,818. 1,045,643,295. Total 212,692,063.35 4,745,523.38 207,946,539.97 4,745,523.38 95 57 (2) Changes of major construction in progress Unit: RMB/CNY Includi Propor Accum Curren ng: Interes Other tion of ulated Openi t Transf amoun t decrea Ending project capital Capital ng amoun er-in Progre t of capital Item Budget sed in balanc invest ization resour balanc t fixed ss capital ization the e ment of ces e increas assets ization rate in Period in interes ed of Period budget t interes 222 深圳市深粮控股股份有限公司 2021 年年度报告全文 t in Period Dongg uan grain Financ storag 1,242, 266,37 50,374 173,21 138,98 34,894 ial 4,558, 76.77 76.77 2,658, e and 000,00 6,815. ,795.8 2,723. 0,117. ,934.2 4.90% Institut 770.96 % % 027.56 wharf 0.00 54 2 20 20 0 ion matchi Loans ng project Deep proces sing of Financ Dongg 292,00 ial 513,72 493,93 183,00 824,66 42.00 42.00 4,812, uan 0,000. Institut 9.78 0.27 0.00 0.05 % % 867.06 Industr 00 ion y and Loans Tradin g Food CDE storag e of Dongg uan Financ Food 1,087, 720,07 84,629 802,75 86,730 13,883 ial Industr 1,953, 98.45 98.45 300,00 6,609. ,103.3 2,424. ,568.7 ,199.7 4.90% Institut ial 288.69 % % 0.00 48 9 18 4 6 ion Park Loans and wharf mating project s 2,621, 986,96 135,49 976,14 141,75 126,43 16,541 4,558, Total 300,00 7,154. 7,829. 8,147. 8,065. -- -- 8,370. ,227.3 -- 770.96 0.00 80 48 38 94 00 2 (3) The provision for impairment of construction in progress Unit: RMB/CNY Item Amount accrual in the period Reasons of accrual Other explanation 223 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4) Engineering material Unit: RMB/CNY Ending balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Other explanation: 23. Productive biological asset (1) Measured by cost √ Applicable □Not applicable Unit: RMB/CNY Item Plant Livestock Forestry Fisheries Total I. Original book value 1.Opening balance 416,771.28 416,771.28 2.Current amount increased (1)Outsourcing (2)self-cultivate 3.Current amount decreased (1)Disposal (2)Other 4.Ending balance 416,771.28 416,771.28 II. Accumulated depreciation 1.Opening balance 29,077.08 29,077.08 2.Current amount 9,692.40 9,692.40 increased (1)Accrual 9,692.40 9,692.40 224 深圳市深粮控股股份有限公司 2021 年年度报告全文 3.Current amount decreased (1)Disposal (2)Other 4.Ending balance 38,769.48 38,769.48 III. Impairment provision 1.Opening balance 2.Current amount increased (1)Accrual 3.Current amount decreased (1)Disposal (2)Other 4.Ending balance IV. Book value 1.Ending book 378,001.80 378,001.80 value 2. Opening book 387,694.20 387,694.20 value (2) Measured by fair value □ Applicable √Not applicable 24. Oil and gas asset □ Applicable √Not applicable 25. Right-of-use asset Unit: RMB/CNY Item House building Land use rights Total I. Original book value 225 深圳市深粮控股股份有限公司 2021 年年度报告全文 1.Opening balance 216,718.43 1,903,312.71 2,120,031.14 2.Current amount 114,046,628.53 114,046,628.53 increased New leasing 114,046,628.53 114,046,628.53 3.Current amount decreased 4.Ending balance 114,263,346.96 1,903,312.71 116,166,659.67 II. Accumulated depreciation 1.Opening balance 2.Current amount 18,280,071.52 237,914.09 18,517,985.61 increased (1) Accrual 18,280,071.52 237,914.09 18,517,985.61 3.Current amount decreased (1) Disposal 4.Ending balance 18,280,071.52 237,914.09 18,517,985.61 III. Impairment provision 1.Opening balance 2.Current amount increased (1) Accrual 3.Current amount decreased (1) Disposal 4.Ending balance IV. Book value 1.Ending book value 95,983,275.44 1,665,398.62 97,648,674.06 2. Opening book value 216,718.43 1,903,312.71 2,120,031.14 Other explanation: 226 深圳市深粮控股股份有限公司 2021 年年度报告全文 26. Intangible assets (1) Intangible assets Unit: RMB/CNY Non-pate Software Land use nt Trademar Forest use Shop use Item Patent usage Other Total right technolog k rights rights rights rights y I. Original book value 633,437,6 47,245,91 184,073.3 40,593,81 22,859,10 7,537,784 3,610,487 755,468,8 1.Openin 30.19 8.89 2 6.24 4.98 .90 .37 15.89 g balance 2.Current 19,377,31 14,263,10 13,683,63 47,324,06 amount 7.14 6.08 7.74 0.96 increased 12,420,07 13,683,63 26,198,95 (1) 95,247.35 2.06 7.74 7.15 Purchase 1,843,034.0 1,843,034.0 (2) 2 2 internal R&D (3) Increased 19,282,06 19,282,06 by 9.79 9.79 combinati on 3.Current 13,317,66 13,333,35 15,690.33 amount 5.00 5.33 decreased 13,317,66 13,333,35 (1) 15,690.33 5.00 5.33 Disposal 227 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other 54,841,231. 21,221,422. 639,497,2 47,245,91 184,073.3 22,859,10 3,610,487 789,459,5 4.Ending 99 64 82.33 8.89 2 4.98 .37 21.52 balance II. Accumula ted depreciati on 100,424,3 27,673,68 122,782.6 8,914,987 6,171,914 4,753,924 1,417,317 149,478,9 1.Openin 58.42 2.23 0 .85 .32 .80 .21 67.43 g balance 2.Current 17,614,75 1,747,485 6,989,717 772,669.0 2,789,302 108,005.4 30,033,68 11,750.16 amount 3.33 .96 .95 0 .93 0 4.73 increased 16,505,32 1,747,485 6,989,717 772,669.0 2,789,302 108,005.4 28,924,25 (1) 11,750.16 0.29 .96 .95 0 .93 0 1.69 Accrual 1,109,433 1,109,433 Other .04 .04 3.Current 6,141,950 6,141,950 amount .88 .88 decreased 6,141,950 6,141,950 (1) .88 .88 Disposal 111,897,1 29,421,16 134,532.7 15,904,70 6,944,583 7,543,227 1,525,322 173,370,7 4.Ending 60.87 8.19 6 5.80 .32 .73 .61 01.28 balance III. Impairme nt provision 5,553,283 1,130,341 6,683,625 1.Openin .54 .88 .42 g balance 228 深圳市深粮控股股份有限公司 2021 年年度报告全文 2.Current amount increased (1) Accrual 3.Current amount decreased (1) Disposal 5,553,283 1,130,341 6,683,625 4.Ending .54 .88 .42 balance IV. Book value 1.Ending 527,600,1 12,271,46 37,806,18 15,914,52 13,678,19 2,085,164 609,405,1 49,540.56 book 21.46 7.16 4.31 1.66 4.91 .76 94.82 value 2. Opening 533,013,2 14,018,95 30,548,48 16,687,19 2,783,860 2,193,170 599,306,2 61,290.72 book 71.77 3.12 6.51 0.66 .10 .16 23.04 value Ratio of the intangible assets from internal R&D in balance of intangible assets at period-end (2) Land use rights without certificate of ownership Unit: RMB/CNY Item Book value Reasons for without the property certification Land use rights 7,849,990.00 Still in process Total 7,849,990.00 Other explanation: 229 深圳市深粮控股股份有限公司 2021 年年度报告全文 27. Expense on Research and Development Unit: RMB/CNY Current amount increased Current amount decreased Opening Internal Confirmed as Transfer to Ending Item balance development Other intangible current profit balance expenditure assets and loss Total Other explanation 28. Goodwill (1) Goodwill Original book value Unit: RMB/CNY Current increased Current decreased The invested Formed by entity or matters Opening balance Ending balance business Dispose forming goodwill combination Wuhan Jiacheng Biotechnology 1,953,790.56 1,953,790.56 Co., Ltd Yunnan Pu’er Tea Trading Center 673,940.32 673,940.32 Co., Ltd. Total 673,940.32 1,953,790.56 2,627,730.88 (2) Goodwill impairment provision Unit: RMB/CNY The invested Current increased Current decreased entity or matters Opening balance Ending balance Accrual Dispose forming goodwill Yunnan Pu’er Tea Trading Center 673,940.32 673,940.32 Co., Ltd. Total 673,940.32 673,940.32 Relevant information about the assets group or portfolio goodwill included Instructions for goodwill impairments test process and key parameters (such as the forecast period growth rate, stable period growth 230 深圳市深粮控股股份有限公司 2021 年年度报告全文 rate, profit rate, discount rate, and forecast period when estimating the present value of the future cash flow), and the method of confirming the impairment loss of goodwill: Impact of goodwill impairment test Other explanation In May 2016, Jufangyong Holdings, a sub-subsidiary of the Company, invested in the purchase of 15.00% equity in Pu’er Tea Trading Center held by Yunnan Hengfengxiang Investment Co., Ltd. After the completion of the purchase, the Company has control over the Pu’er Tea Trading Center. The difference between the combined cost and the fair value of net identifiable assets on the combining date formed goodwill of 673,940.32 yuan. As of December 31, 2021, the full provision for impairment had been made. The Company invested in the purchase of 51.00% equity in Wuhan Jiacheng in August 2021. After the completion of the purchase, the Company has control over Wuhan Jiacheng. The difference between the combined cost and the fair value of the net identifiable assets on the combining date formed goodwill of 1,953,790.56 yuan. The Company engaged Yinxin Appraisal Co., Ltd. to issue an appraisal report. The appraisal method was to conduct a goodwill test on the asset group containing goodwill, and calculate the recoverable amount of the asset group by using the fair value minus the disposal cost of the asset group. After testing, there was no impairment in the goodwill formed by the company’s acquisition of Wuhan Jiacheng at the end of the period. 29. Long-term expenses to be apportioned Unit: RMB/CNY Current amount Item Opening balance Current amortization Other decreased Ending balance increased Improve expenditure 12,887,591.23 6,592,670.91 3,942,406.47 1,254,793.04 14,283,062.63 for fix assets Decoration fee 8,966,668.26 3,541,880.63 2,515,690.05 757,430.82 9,235,428.02 Improve expenditure for investment real 4,285,771.94 418,918.00 179,183.16 4,242,368.01 283,138.77 estate Affiliated project of resident area in 96,739.87 26,383.56 70,356.31 Wuyuan Ju Fang Yong Other 5,495,553.71 2,272,924.88 1,569,666.31 1,275,591.56 4,923,220.72 Total 31,732,325.01 12,826,394.42 8,233,329.55 7,530,183.43 28,795,206.45 Other explanation 231 深圳市深粮控股股份有限公司 2021 年年度报告全文 30. Deferred income tax asset /Deferred income tax liabilities (1) Deferred income tax assets without offset Unit: RMB/CNY Ending balance Opening balance Item Deductible temporary Deferred income tax Deductible temporary Deferred income tax differences asset differences asset Impairment provision for 62,056,367.05 15,139,642.20 67,113,321.86 16,501,454.23 assets Unrealized profits in 2,250,127.31 337,519.10 3,078,755.60 769,722.53 internal transactions Deductible loss 2,383,937.40 357,590.61 Deferred income 53,846.20 13,461.55 Credit impairment loss 99,371,735.40 24,694,673.56 96,768,909.47 24,063,313.81 Total 166,062,167.16 40,529,425.47 167,014,833.13 41,347,952.12 (2) Deferred income tax liability without offset Unit: RMB/CNY Ending balance Opening balance Item Taxable temporary Deferred income tax Taxable temporary Deferred income tax differences liabilities differences liabilities Asset evaluation increment of enterprise 61,157,763.69 13,868,191.82 48,600,140.52 12,150,035.13 combine under different control Total 61,157,763.69 13,868,191.82 48,600,140.52 12,150,035.13 (3) Deferred income tax assets and deferred income tax liabilities listed after off-set Unit: RMB/CNY 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 40,529,425.47 41,347,952.12 asset Deferred income tax 13,868,191.82 12,150,035.13 liabilities 232 深圳市深粮控股股份有限公司 2021 年年度报告全文 (4) Details of uncertain deferred income tax assets Unit: RMB/CNY Item Ending balance Opening balance Deductible temporary differences 155,064,630.67 183,270,008.13 Deductible loss 254,117,581.76 351,368,763.83 Total 409,182,212.43 534,638,771.96 (5) Deductible losses of un-recognized deferred income tax assets expired on the followed year Unit: RMB/CNY Year Ending amount Opening amount Note 2021 23,943,774.18 2022 33,523,647.10 84,999,252.69 2023 51,197,266.16 79,916,541.92 2024 31,190,814.78 83,190,940.40 2025 89,693,860.31 79,318,254.64 2026 48,511,993.41 Total 254,117,581.76 351,368,763.83 -- Other explanation: 31. Other non-current asset Unit: RMB/CNY Ending balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Prepaid for 1,329,101.00 1,329,101.00 611,965.84 611,965.84 equipment Prepaid for 4,602,630.58 4,602,630.58 1,864,208.49 1,864,208.49 system Total 5,931,731.58 5,931,731.58 2,476,174.33 2,476,174.33 Other explanation: 32. Short-term loans (1) Category Unit: RMB/CNY 233 深圳市深粮控股股份有限公司 2021 年年度报告全文 Item Ending balance Opening balance Guaranteed Loan 1,500,000.00 Loan in credit 503,266,782.25 110,318,727.12 Total 504,766,782.25 110,318,727.12 Explanation on category of short-term loans: (2) Overdue short-term loans without payment RMB 0 short-term loans over due without paid at period-end, including follow major amount: Unit: RMB/CNY Borrower Ending balance Loan rate Overdue time Overdue interest Other explanation: 33. Tradable financial liability Unit: RMB/CNY Item Ending balance Opening balance Including: Including: Other explanation: 34. Derivative financial liability Unit: RMB/CNY Item Ending balance Opening balance Other explanation: 35. Note payable Unit: RMB/CNY Category Ending balance Opening balance Notes expired at year-end without paid was 0 Yuan. 36. Account payable (1) Account payable Unit: RMB/CNY Item Ending balance Opening balance 234 深圳市深粮控股股份有限公司 2021 年年度报告全文 Trade accounts payable 154,756,781.25 221,632,903.56 Account payable for engineering 271,692,014.89 254,410,372.45 Other 457,873.57 4,853,241.63 Total 426,906,669.71 480,896,517.64 (2) Major accounts payable with age over one year Unit: RMB/CNY Item Ending balance Reasons of outstanding or carry-over Other explanation: 37. Accounts received in advance (1) Accounts received in advance Unit: RMB/CNY Item Ending balance Opening balance Receipt of goods in advance Other 2,379,891.67 3,376,262.66 Total 2,379,891.67 3,376,262.66 (2) Important account received in advance with account age over one year Unit: RMB/CNY Item Ending balance Reasons of outstanding or carry-over 38. Contractual liabilities Unit: RMB/CNY Item Ending balance Opening balance Sales price 182,972,314.85 108,975,866.82 Total 182,972,314.85 108,975,866.82 Amount and reasons for important changes of book value in the period Unit: RMB/CNY Item Amount changed Reasons of changes 235 深圳市深粮控股股份有限公司 2021 年年度报告全文 39. Wage payable (1) Wage payable Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance I. Short-term 243,040,453.26 357,526,761.34 297,985,402.23 302,581,812.37 compensation II. After-service welfare-defined 16,738,931.80 33,874,531.43 33,215,894.73 17,397,568.50 contribution plans III. Dismissed welfare 735,174.60 821,414.36 829,914.36 726,674.60 Total 260,514,559.66 392,222,707.13 332,031,211.32 320,706,055.47 (2) Short-term compensation Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance 1. Wage, bonus, 234,356,069.74 320,069,646.54 259,154,922.72 295,270,793.56 allowance and subsidy 2. Employees’ welfare 156,952.35 12,606,158.85 12,366,354.78 396,756.42 3. Social insurance 198,640.24 4,204,027.66 4,052,985.60 349,682.30 charges Including: medical 115,400.07 3,813,096.01 3,614,225.28 314,270.80 insurance premium Industrial injury insurance 1,267.41 145,927.87 141,014.14 6,181.14 premiums Maternity insurance 40,586.98 245,003.78 256,360.40 29,230.36 premiums Other 41,385.78 41,385.78 4. Housing public reserve 61,858.47 15,030,720.05 15,092,578.52 5. Trade union fee and 8,266,932.46 5,616,208.24 7,318,560.61 6,564,580.09 education fee Total 243,040,453.26 357,526,761.34 297,985,402.23 302,581,812.37 (3) Defined contribution plans Unit: RMB/CNY 236 深圳市深粮控股股份有限公司 2021 年年度报告全文 Item Opening balance Current increased Current decreased Ending balance 1. Basic endowment 393,107.74 18,116,088.73 18,509,196.47 insurance premiums 2. Unemployment 975.41 133,523.02 125,795.48 8,702.95 insurance premiums 3. Enterprise annuity 16,344,848.65 15,624,919.68 14,580,902.78 17,388,865.55 Total 16,738,931.80 33,874,531.43 33,215,894.73 17,397,568.50 Other explanation: 40. Taxes payable Unit: RMB/CNY Item Ending balance Opening balance VAT 5,394,516.81 2,792,128.64 Enterprise income tax 75,860,781.94 59,929,311.33 Personal income tax 2,264,416.73 975,572.27 Urban maintenance and construction tax 247,110.08 117,101.01 Deed tax 664,227.84 664,227.84 House property tax 1,310,817.90 1,041,691.54 Educational surtax 203,981.23 84,670.40 Use tax of land 214,536.03 191,383.02 Stamp tax 648,290.86 1,066,139.48 Other 4,908.73 42,509.76 Total 86,813,588.15 66,904,735.29 Other explanation: 41. Other account payable Unit: RMB/CNY Item Ending balance Opening balance Dividend payable 2,933,690.04 2,933,690.04 Other account payable 373,673,508.95 394,392,029.46 Total 376,607,198.99 397,325,719.50 (1) Interest payable Unit: RMB/CNY Item Ending balance Opening balance Major overdue interest: 237 深圳市深粮控股股份有限公司 2021 年年度报告全文 Unit: RMB/CNY Borrower Overdue amount Overdue causes Other explanation: (2) Dividend payable Unit: RMB/CNY Item Ending balance Opening balance Common stock dividend 2,933,690.04 2,933,690.04 Total 2,933,690.04 2,933,690.04 Other explanation, including important dividend payable over one year without payment, disclose reasons for un-paid: (3) Other account payable 1) By nature Unit: RMB/CNY Item Ending balance Opening balance Engineering quality retention money and 1,436,175.56 737,356.67 fund of tail Deposit and margin 134,841,365.60 191,086,945.49 Intercourse funds and other 201,486,678.66 191,229,002.98 Drawing expenses in advance 35,909,289.13 11,338,724.32 Total 373,673,508.95 394,392,029.46 2) Significant other account payable with over one year age Unit: RMB/CNY Item Ending balance Reasons of outstanding or carry-over Other explanation Nil 42. Liability held for sale Unit: RMB/CNY Item Ending balance Opening balance Other explanation: 238 深圳市深粮控股股份有限公司 2021 年年度报告全文 43. Non-current liabilities due within one year Unit: RMB/CNY Item Ending balance Opening balance Long-term loans due within one year 108,955,105.34 104,225,183.07 Lease liabilities due within one year 19,777,369.82 280,145.60 Total 128,732,475.16 104,505,328.67 Other explanation: 44. Other current liabilities Unit: RMB/CNY Item Ending balance Opening balance VAT payable 4,367,576.91 2,329,512.69 Other 4,920,907.99 Total 4,367,576.91 7,250,420.68 Change of short-term bonds payable: Unit: RMB/CNY Premium Accrual and Face Issuance Bonds Amount Opening Issued in interest Paid in Ending Bonds discount value date term issued balance the period by face the period balance amortizati value on Total -- -- -- Other explanation: 45. Long-term loans (1) Category Unit: RMB/CNY Item Ending balance Opening balance Mortgage + guarantee 730,521,692.22 841,864,531.75 Total 730,521,692.22 841,864,531.75 Explanation on category of long-term loans: Other explanation, including interest rate range: 239 深圳市深粮控股股份有限公司 2021 年年度报告全文 46. Bonds payable (1) Bonds payable Unit: RMB/CNY Item Ending balance Opening balance (2) Changes of bonds payable (not including the other financial instrument of preferred stock and perpetual capital securities that classify as financial liability) Unit: RMB/CNY Premium Accrual and Face Issuance Bonds Amount Opening Issued in interest Paid in Ending Bonds discount value date term issued balance the period by face the period balance amortizati value on Total -- -- -- (3) Convertible conditions and time for shares transfer for the convertible bonds (4) Other financial instruments classify as financial liability Basic information of the outstanding preferred stock and perpetual capital securities at period-end Changes of outstanding preferred stock and perpetual capital securities at period-end Unit: RMB/CNY Outstanding Period-beginning Current increased Current decreased Period-end financial Amount Book value Amount Book value Amount Book value Amount Book value instrument Basis for financial liability classification for other financial instrument Other explanation 47. Lease liability Unit: RMB/CNY Item Ending balance Opening balance Lease Payments 110,058,216.03 2,520,375.75 Unrecognized financing charges -10,107,102.46 -400,344.61 Lease liabilities due within one year -19,777,369.82 -280,145.60 Total 80,173,743.75 1,839,885.54 Other explanation 240 深圳市深粮控股股份有限公司 2021 年年度报告全文 48. Long-term account payable Unit: RMB/CNY Item Ending balance Opening balance Special account payable 17,266,921.98 16,126,146.20 Total 17,266,921.98 16,126,146.20 (1) By nature Unit: RMB/CNY Item Ending balance Opening balance Other explanation: (2) Special account payable Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance Causes Depreciation fund 16,126,146.20 151,129.78 16,277,275.98 for grain deposits Shenzhen Hospital Phase III Housing Expropriation 989,646.00 989,646.00 Property Rights Exchange Total 16,126,146.20 1,140,775.78 17,266,921.98 -- Other explanation: 49. Long-term wage payable (1) Long-term wage payable Unit: RMB/CNY Item Ending balance Opening balance (2) Changes of defined benefit plans Present value of the defined benefit plans: Unit: RMB/CNY Item Current Period Last Period Scheme assets: 241 深圳市深粮控股股份有限公司 2021 年年度报告全文 Unit: RMB/CNY Item Current Period Last Period Net liability (assets) of the defined benefit plans Unit: RMB/CNY Item Current Period Last Period Content of defined benefit plans and relevant risks, impact on future cash flow of the Company as well as times and uncertainty: Major actuarial assumption and sensitivity analysis: Other explanation: 50. Accrual liabilities Unit: RMB/CNY Item Ending balance Opening balance Causes External guarantee 3,500,000.00 3,500,000.00 Total 3,500,000.00 3,500,000.00 -- Other explanation, including relevant important assumptions and estimation: According to the civil judgment made by the Shenzhen Intermediate People’s Court, in the disputes over loan contract between Changzhou Shenbao Chacang Electronic Commerce Co., Ltd. and Shenzhen Agricultural Products Financing Guarantee Co., Ltd., the Company shall assume joint and several liabilities for repayment of the debts of Changzhou Shenbao Chacang Electronic Commerce Co., Ltd. within the scope of 3.5 million yuan. 51. Deferred income Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance Causes Government grants 100,710,038.32 5,754,418.83 13,334,920.47 93,129,536.68 Total 100,710,038.32 5,754,418.83 13,334,920.47 93,129,536.68 -- Item with government grants involved: Unit: RMB/CNY Amo unt reck Amount Cost Othe New grants oned Assets-rel Opening reckoned in reduction r Ending Liability in the in ated/inco balance non-operatio in the chan balance Period othe me related n revenue period ges r inco me Intelligent Assets-rel management of 466,666.56 200,000.04 266,666.52 ated grain depot based 242 深圳市深粮控股股份有限公司 2021 年年度报告全文 on mobile internet Special funds for intelligent upgrading and Assets-rel transformation of 10,922,083.35 4,634,999.96 6,287,083.39 ated grain warehouse “Grain Safety Project” Government 5,754,418. Assets-rel central government 4,710,782.45 4,245,486.70 6,219,714.58 83 ated grant funds Base of further Assets-rel processing for tea 550,000.00 275,000.04 274,999.96 ated and nature plants Special fund for the development of Assets-rel strategic emerging 2,836,474.79 351,209.04 2,485,265.75 ated industries in Shenzhen Industrialization of Assets-rel 1,691,244.91 196,445.88 1,494,799.03 instant tea powder ated Enterprise technology center is a municipal R&D center. Assets-rel 1,579,251.97 204,024.48 1,375,227.49 Subsidies for ated industrial technological advancement Grant for key technology Assets-rel research and 124,521.17 14,244.96 110,276.21 ated industrialization of instant tea powder Construction amount for 50 tons Assets-rel for clearly 249,999.94 125,000.04 124,999.90 ated processing for Mingyou tea Subsidy for supply Assets-rel system 350,000.00 200,000.00 150,000.00 ated construction of 243 深圳市深粮控股股份有限公司 2021 年年度报告全文 agricultural products Construction of O2O community sales service system for high Assets-rel 1,712,259.12 32,384.04 1,679,875.08 quality grain and ated oil based on B2C E-commerce platform Industrialization of Doximi Assets-rel 978,281.14 736,420.56 241,860.58 E-commerce ated platform Agricultural product safety testing project of the special fund for Assets-rel 342,000.00 342,000.00 agricultural ated development - Central investment fund Special fund for agricultural development - agricultural product safety testing project- Assets-rel 164,000.00 164,000.00 capacity building ated of the third party inspection institution expansion evaluation Grain storage project of Dongguan Assets-rel 7,717,903.59 262,257.12 7,455,646.47 Shenliang ated Logistics Co., Ltd. - Storage A Phase II of grain 29,874,797.9 Assets-rel 30,906,098.48 1,031,300.52 storage project of 6 ated 244 深圳市深粮控股股份有限公司 2021 年年度报告全文 Dongguan Shenliang Logistics Co., Ltd.- Storage B Grain, oil and food headquarters and innovative public 18,000,000.0 Assets-rel service platform of 18,000,000.00 0 ated Dongguan Shenliang Logistics Co., Ltd. Construction of 450000 ton silos and 60000 ton film 17,088,323.7 Assets-rel 17,354,624.65 266,300.89 silos -CDE 6 ated warehouse. Gas storage bin Project grants for years for Assets-rel 53,846.20 53,846.20 agricultural ated district, Xihu Zone 100,710,038.3 5,754,418. 13,334,920.4 93,129,536.6 Total 2 83 7 8 Other explanation: 52. Other non-current liabilities Unit: RMB/CNY Item Ending balance Opening balance Other explanation: 53. Share capital Unit: RMB/CNY Increased (decreased) in this year +,- Opening Shares Ending balance balance New shares Bonus shares converted from Other Subtotal issued public reserve 1,152,535,254. 1,152,535,254. Total shares 00 00 Other explanation: 245 深圳市深粮控股股份有限公司 2021 年年度报告全文 54. Other equity instrument (1) Basic information of the outstanding preferred stock and perpetual capital securities at period-end (2) Changes of outstanding preferred stock and perpetual capital securities at period-end Unit: RMB/CNY Outstanding Period-beginning Current increased Current decreased Period-end financial Amount Book value Amount Book value Amount Book value Amount Book value instrument Changes of other equity instrument, change reasons and relevant accounting treatment basis: Other explanation: 55. Capital public reserve Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance Capital premium (Share 1,413,996,347.50 163,253,072.71 1,250,743,274.79 capital premium) Other capital reserve 8,896,381.86 8,896,381.86 Total 1,422,892,729.36 163,253,072.71 1,259,639,656.65 Other instructions, including changes in the current period, reasons for the change: Capital public reserve decreased in the Period mainly due to the write-down of capital premium for the acquisition of 49% minority interest in Dongguan Logistics 56. Treasury stock Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance Other explanation, including changes and reasons for changes: 57. Other comprehensive income Unit: RMB/CNY Item Opening Current Period Ending 246 深圳市深粮控股股份有限公司 2021 年年度报告全文 balance Less: balance Less: written written in in other other comprehensi comprehe ve income in nsive Account previous income in Belong to Belong to before period and previous Less : income parent minority income tax carried period and tax expense company shareholders in the forward to carried after tax after tax period gains and forward to losses in retained current earnings in period current period Other explanation, including the active part of the hedging gains/losses of cash flow transfer to initial reorganization adjustment for the arbitraged items: 58. Reasonable reserve Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance Production safety fee 1,283,502.97 1,283,502.97 Total 1,283,502.97 1,283,502.97 Other explanation, including changes and reasons for changes: 59. Surplus public reserve Unit: RMB/CNY Item Opening balance Current increased Current decreased Ending balance Statutory surplus 382,367,575.37 23,207,915.05 405,575,490.42 reserves Total 382,367,575.37 23,207,915.05 405,575,490.42 Other explanation, including changes and reasons for changes: 60. Retained profit Unit: RMB/CNY Item Current period Last period Retained profit at the end of the previous year 1,637,536,441.03 1,495,135,080.60 before adjustment 247 深圳市深粮控股股份有限公司 2021 年年度报告全文 Total retained profit at the beginning of the 1,637,536,441.03 1,495,135,080.60 previous year before adjustment Add: net profit attributable to shareholder of 428,720,226.09 405,088,385.54 parent company Less: withdrawal of legal surplus reserve 23,207,915.05 32,179,974.31 Common stock dividends payable 230,507,050.80 230,507,050.80 Retained profit at period-end 1,812,541,701.27 1,637,536,441.03 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 61. Operating income and operating cost Unit: RMB/CNY Current period Last period Item Income Cost Income Cost Main business 10,131,502,397.87 8,854,262,225.62 11,877,315,782.17 10,724,158,547.46 Other business 8,061,312.24 5,023,083.81 7,211,724.17 854,385.88 Total 10,139,563,710.11 8,859,285,309.43 11,884,527,506.34 10,725,012,933.34 Whether the lower of the audited net profit before and after deduction of non-recurring gains and losses is negative □Yes √No Information relating to revenue: Unit: RMB/CNY Category Branch 1 Branch 2 Total Product Types Including: Classification by business area Including: Market or customer type Including: Contract Types Including: 248 深圳市深粮控股股份有限公司 2021 年年度报告全文 Classification by time of goods transfer Including: Classification by contract duration Including: Classification by sales channel Including: Total Information relating to performance obligations: Nil Information related to the transaction price apportioned to the remaining performance obligations: The amount of income corresponding to the performance obligations that have been signed at the end of this reporting period but have not yet been fulfilled or have not done with fulfillment is 182,972,314.85 yuan, among them, 182,972,314.85 yuan of revenue is expected to be recognized in 1 YEAR, yuan of revenue is expected to be recognized in YEAR, and yuan of revenue is expected to be recognized in YEAR. Other explanation 62. Tax and surcharges Unit: RMB/CNY Item Current period Last period Consumption tax 1,211,971.88 834,166.18 Urban maintenance and construction tax 948,922.05 605,281.65 House property tax 9,323,401.45 6,564,972.11 Use tax of land 2,211,825.47 1,683,656.55 Vehicle and vessel use tax 13,661.76 14,094.32 Stamp duty 2,926,117.62 2,189,511.56 Other 73,180.88 485,520.04 Total 16,709,081.11 12,377,202.41 Other explanation: 63. Sales expenses Unit: RMB/CNY Item Current period Last period Labor and social security benefits 94,568,349.97 79,782,639.14 249 深圳市深粮控股股份有限公司 2021 年年度报告全文 Port terminal fee 44,060,197.04 37,296,574.33 Warehousing, loading and unloading 33,509,528.43 27,375,876.53 fees Depreciation and amortization of 31,076,514.02 12,947,254.76 long-term assets Equivalent loss for low value perishable 11,129,938.10 6,610,770.31 goods Utilities and office expenses 8,357,718.26 5,481,335.39 After-sale services 5,522,682.72 5,706,789.04 Rental fee 5,099,681.66 4,599,158.22 Advertisement charge 2,164,753.84 844,284.38 Travel expenses 2,154,287.30 2,364,534.09 Business hospitality expenses 1,685,748.60 1,532,069.82 Property insurance premium 978,519.97 707,503.79 Logistics transportation fee 666,951.32 4,527,232.81 Sales commission 556,125.11 1,749,680.45 Automobile expenses 466,576.87 671,397.95 Other 8,218,900.46 9,107,741.29 Total 250,216,473.67 201,304,842.30 Other explanation: 64. Administration expenses Unit: RMB/CNY Item Current period Last period Labor and social security benefits 229,304,676.04 208,921,378.42 Depreciation and amortization of 38,977,012.47 28,899,326.56 long-term assets Office expenses 9,301,150.76 13,279,553.23 Intermediary agency fee 6,175,091.19 6,189,913.85 Rental 2,339,027.66 4,231,857.35 Business hospitality 1,381,214.23 2,671,957.93 Relocation and shutdown costs 1,018,858.86 2,040,350.03 Travel expenses 1,580,964.19 1,667,900.78 Repair cost 496,196.40 1,576,305.28 Communication fee 1,443,744.11 1,265,413.26 250 深圳市深粮控股股份有限公司 2021 年年度报告全文 Vehicle usage fee 1,269,178.88 958,223.56 Low-value consumables 110,748.00 519,410.79 Other 7,337,722.55 12,861,862.87 Total 300,735,585.34 285,083,453.91 Other explanation: 65. R&D expenses Unit: RMB/CNY Item Current period Last period Labor and social security benefits 12,072,003.58 9,123,103.91 Depreciation cost 3,817,723.52 3,008,677.44 Logistics consumption 1,230,299.67 1,502,184.44 Office expenses 108,480.49 1,057,176.90 Maintenance and inspection fee 496,210.10 573,724.23 Travel expenses 835,159.10 199,563.72 Automobile expenses 38,651.46 36,289.77 Intermediary fees 65,949.62 8,161.30 Other 2,025,016.59 1,109,062.54 Total 20,689,494.13 16,617,944.25 Other explanation: 66. Financial expenses Unit: RMB/CNY Item Current period Last period Interest expenses 57,185,980.70 16,958,179.81 Including: Lease Liability Interest 4,186,156.64 Expenses Less: Interest income 2,369,604.37 3,529,030.44 Exchange loss 264,807.96 304,160.59 Handling fee 1,287,402.39 1,174,453.98 Total 56,368,586.68 14,907,763.94 Other explanation: 67. Other income Unit: RMB/CNY 251 深圳市深粮控股股份有限公司 2021 年年度报告全文 Sources Current Period Last Period Government subsidy 15,739,392.31 18,386,517.09 Other 228,909.70 Total 15,739,392.31 18,615,426.79 68. Investment income Unit: RMB/CNY Item Current period Last period Long-term equity investment income 275,295.65 2,065,265.42 measured by equity Investment income from disposal of long-term 2,288,570.32 equity investment Tradable financial assets investment income 3,997,573.61 12,918,317.97 during the holding period Dividend income from other equity instrument 16,735.24 129,491.67 investments during the holding period Total 4,289,604.50 17,401,645.38 Other explanation: 69. Net exposure hedge gains Unit: RMB/CNY Item Current period Last period Other explanation: 70. Income of fair value changes Unit: RMB/CNY Sources Current Period Last Period Tradable financial assets 299,292.76 -544,403.21 Total 299,292.76 -544,403.21 Other explanation: 71. Credit impairment loss Unit: RMB/CNY Item Current period Last period 252 深圳市深粮控股股份有限公司 2021 年年度报告全文 Loss of bad debt of other account -836,446.94 2,843.82 receivable Loss of bad debt of account receivable 2,991,334.49 1,009,844.21 Total 2,154,887.55 1,012,688.03 Other explanation: 72. Assets impairment loss Unit: RMB/CNY Item Current period Last period II. Inventory price drop loss and contract -184,486,526.84 -210,190,362.81 performance cost impairment loss Total -184,486,526.84 -210,190,362.81 Other explanation: 73. Income from assets disposal Unit: RMB/CNY Sources Current Period Last Period Profit and loss on disposal of non current 29,437,150.82 -47,312.84 assets Total 29,437,150.82 -47,312.84 74. Non-operating income Unit: RMB/CNY Amount included in the current Item Current period Last period non-recurring profit and loss Government grants 132,228.97 116,855.22 132,228.97 Profit 3,926.51 Liquidated damages 1,028,555.00 2,268,309.26 1,028,555.00 compensation income Government demolition subsidy 11,277,891.00 11,277,891.00 Other 2,201,990.56 1,536,846.85 2,201,990.56 Total 14,640,665.53 3,925,937.84 14,640,665.53 Government grants reckoned into current gains/losses: Unit: RMB/CNY 253 深圳市深粮控股股份有限公司 2021 年年度报告全文 Whether the impact of Whether Assets Issuing subsidies on Amount of Amount of Grants Issuing cause Property type special related/Incom subject the current this period last period subsidies e related profit and loss Other explanation: 75. Non-operating expenditure Unit: RMB/CNY Amount included in the current Item Current period Last period non-recurring profit and loss External donations 151,077.90 681,235.18 151,077.90 Penalty expenses (and 65,275.00 65,275.00 liquidated damages) Inventory loss 114,032.24 Loss of scrap from non-current 85,970.25 168,726.06 85,970.25 assets Compensation 126,800.00 126,800.00 Other 1,076,240.78 590,559.34 1,076,240.78 Total 1,505,363.93 1,554,552.82 1,505,363.93 Other explanation: 76. Income tax expense (1) Income tax expense Unit: RMB/CNY Item Current period Last period Current income tax expenses 79,091,857.01 56,749,544.35 Deferred income tax expenses 725,783.61 -2,678,958.25 Total 79,817,640.62 54,070,586.10 (2) Adjustment process of accounting profit and income tax expenses Unit: RMB/CNY Item Current Period Total profit 516,128,282.45 254 深圳市深粮控股股份有限公司 2021 年年度报告全文 Income tax expenses calculated by statutory tax rate 129,032,070.61 Impact from different tax rate apply with the subsidiary -443,855.61 Effect of adjusting income tax in the previous period 3,530,614.96 Impact of non taxable income -145,240,834.05 Impact on cost, expenses and losses that unable to deducted 108,341,079.30 Impact of the deductible loss on deferred income tax assets not -23,630,421.52 recognized in the prior period of use Unrecognized impacts of deductible temporary differences or 10,556,804.45 deductible losses on deferred income tax assets in the period Impact on R&D costs deduction -2,327,817.52 Income tax expenses 79,817,640.62 Other explanation 77. Other comprehensive income Found more in annotations 78. Annotation of cash flow statement (1) Cash received with other operating activities concerned Unit: RMB/CNY Item Current period Last period Intercourse funds and deposit 468,799,201.24 337,317,609.85 Government grants 8,291,119.64 17,576,438.98 Interest income 2,369,604.37 3,529,030.44 Other 2,744,100.71 Total 479,459,925.25 361,167,179.98 Note of cash paid with other operating activities concerned: (2) Cash paid with other operating activities concerned Unit: RMB/CNY Item Current period Last period Intercourse funds and deposit 491,065,095.21 183,890,826.39 Operating daily expenses 143,556,540.75 166,210,083.22 Other 1,699,332.12 Total 634,621,635.96 351,800,241.73 255 深圳市深粮控股股份有限公司 2021 年年度报告全文 Note of cash paid with other operating activities concerned: (3) Cash received with other investment activities concerned Unit: RMB/CNY Item Current period Last period Performance compensation 337,500.00 Total 337,500.00 Note of cash received with other investment activities concerned: (4) Cash paid related with investment activities Unit: RMB/CNY Item Current period Last period Other 6,600.00 Total 6,600.00 Note of cash paid related with investment activities: (5) Cash received with other financing activities concerned Unit: RMB/CNY Item Current period Last period Note of cash received with other financing activities concerned: (6) Other cash paid related with financing activities Unit: RMB/CNY Item Current period Last period Operating lease rent paid 20,527,342.78 Other 58,702.23 Total 20,527,342.78 58,702.23 Note of other cash paid related with financing activities: 79. Supplementary information to statement of cash flow (1) Supplementary information to statement of cash flow Unit: RMB/CNY Supplementary information Current period Last period 256 深圳市深粮控股股份有限公司 2021 年年度报告全文 1. Net profit adjusted to cash flow of -- -- operation activities: Net profit 436,310,641.83 403,771,846.45 Add: Impairment provision for assets 182,331,639.29 209,177,674.78 Depreciation of fixed assets, consumption of oil assets and depreciation of productive 91,236,937.27 78,978,606.42 biology assets Depreciation of right-of-use assets 18,517,985.61 Amortization of intangible assets 28,924,251.69 23,305,749.14 Amortization of long-term pending expenses 8,233,329.55 5,929,229.59 Loss from disposal of fixed assets, intangible assets and other long-term assets (income is -29,437,150.82 47,312.84 listed with “-”) Losses on scrapping of fixed assets (income 85,970.25 168,726.06 is listed with “-“) Loss from change of fair value (income is -299,292.76 544,403.21 listed with “-“) Financial expenses (income is listed with 57,450,788.66 17,262,340.40 “-”) Investment loss (income is listed with “-”) -4,289,604.50 -17,401,645.38 Decrease of deferred income tax assets 1,043,335.56 -2,265,241.16 (increase is listed with “-”) Decrease of deferred income tax -317,551.95 -413,717.09 asset( (increase is listed with “-”) Decrease of inventory (increase is listed with -227,050,518.73 -358,984,132.03 “-”) Decrease of operating receivable accounts -149,494,290.67 128,157,029.48 (increase is listed with “-”) Increase of operating payable accounts 27,149,559.26 -201,749,960.44 (decrease is listed with “-”) Other Net cash flow arising from operating 440,396,029.54 286,528,222.27 activities 2. Material investment and financing not -- -- involved in cash flow Conversion of debt into capital Switching Company bonds due within one year 257 深圳市深粮控股股份有限公司 2021 年年度报告全文 financing lease of fixed assets 3. Net change of cash and cash equivalents: -- -- Balance of cash at period end 49,370,080.20 190,494,225.94 Less: Balance of cash at year-begin 190,494,225.94 154,954,757.85 Add: Balance at year-end of cash equivalents Less: Balance at year-begin of cash equivalents Net increasing of cash and cash -141,124,145.74 35,539,468.09 equivalents (2) Net cash paid for obtaining subsidiary in the Period Unit: RMB/CNY Amount Cash or cash equivalents paid in the current period for business 21,675,000.00 combinations that occurred in the current period Including: -- Wuhan Jiacheng Biotechnology Co., Ltd 21,675,000.00 Less: Cash and cash equivalents held by the company at the date of 5,162,794.04 purchase Including: -- Wuhan Jiacheng Biotechnology Co., Ltd 5,162,794.04 Including: -- Net cash paid to acquire subsidiaries 16,512,205.96 Other explanation: (3) Net cash received by disposing subsidiary in the Period Unit: RMB/CNY Amount Including: -- Including: -- Including: -- Other explanation: (4) Constitution of cash and cash equivalent Unit: RMB/CNY 258 深圳市深粮控股股份有限公司 2021 年年度报告全文 Item Ending balance Opening balance I. Cash 49,370,080.20 190,494,225.94 Including: Cash on hand 29,370.19 62,642.11 Bank deposit available for payment 49,133,969.39 189,169,821.01 at any time Other monetary fund available for 206,740.62 1,261,762.82 payment at any time III. Balance of cash and cash equivalent at 49,370,080.20 190,494,225.94 period-end Other explanation: 80. Notes of changes of owners’ equity Explain the name and adjusted amount in “Other” at end of last period: 81. Assets with ownership or use right restricted Unit: RMB/CNY Item Ending book value Reasons for restriction Money funds 1,039,843.45 Guarantee deposit and credit deposit, etc. According to the long-term loan mortgage contract signed by Dongguan Logistics Company, a subsidiary of the Company, with Shenzhen Branch of Agricultural Development Bank and Huizhou Zhongkai Sub-branch of HSBC, Dongguan Logistics Company has mortgaged the real estate property rights of the structures of Fixed assets 508,407,161.32 Yue (2020) Dongguan PropertyRight No. 0127118, Yue (2020) Dongguan PropertyRight No. 0127119,Yue (2020) Dongguan PropertyRight No. 0127120, and Yue (2020) Dongguan PropertyRight No.0119705 at No. 10,Jingang South Road, Machong Town, Dongguan City and other aground buildings as loan collateral. According to the long-term loan mortgage contract signed by Dongguan Logistics Company, a subsidiary of the Company, with Shenzhen Branch of Agricultural Development Bank and Huizhou Zhongkai Sub-branch of HSBC, Dongguan Logistics Company has mortgaged the real estate property rights of the structures of Intangible assets 44,245,302.46 Yue (2020) Dongguan PropertyRight No. 0127118, Yue (2020) Dongguan PropertyRight No. 0127119,Yue (2020) Dongguan PropertyRight No. 0127120, and Yue (2020) Dongguan PropertyRight No.0119705 at No. 10,Jingang South Road, Machong Town, Dongguan City and other aground buildings as loan collateral. According to the loan contract Yue DG2017 NGDZ No. 006 signed by Dongguan Food Industrial Park, a subsidiary of the Company, with Bank of Communications Co., Ltd., Dongguan Branch, Dongguan Food Industrial Park has mortgaged its two Intangible assets 33,096,312.71 pieces of land "DFGY (2009) DT No. 190" and "Yue (2020) Dongguan Real Estate Right No. 0321771" to the Bank of Communications Co., Ltd., Dongguan Branch as loan collateral. 259 深圳市深粮控股股份有限公司 2021 年年度报告全文 According to the long-term loan mortgage contract signed by Dongguan Logistics, a subsidiary of the Company, with Dongguan Branch of CMB, Dongguan Logistics Intangible assets 35,002,719.11 has mortgaged the real estate property rights of the structures of Yue (2016) Dongguan Property Right No. 0028527 at No. 10, Jingang South Road, Machong Town, Dongguan City to Dongguan Branch of CMB. Total 621,791,339.05 -- Other explanation: 82. Foreign currency monetary items (1) Foreign currency monetary items Unit: RMB/CNY Ending foreign currency Ending RMB balance Item Convert rate balance converted Monetary fund -- -- 704,345.07 Including: USD 78,917.11 6.3757 503,151.82 EURO 4,005.01 7.2197 28,914.97 HKD 210,712.18 0.8176 172,278.28 Account receivable -- -- 1,514,120.13 Including: USD 184,564.85 6.3757 1,176,730.11 EURO HKD 412,659.03 0.8176 337,390.02 Long-term loans -- -- Including: USD EURO HKD Other explanation: (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 83. Hedging Disclosed hedging items and relevant hedging instrument based on hedging’s category, disclosed qualitative and quantitative information for the arbitrage risks: 260 深圳市深粮控股股份有限公司 2021 年年度报告全文 84. Government subsidies (1) Government subsidies Unit: RMB/CNY Amount reckoned into current Category Amount Item gains/losses Government subsidies related 93,129,536.68 Deferred income 13,334,920.47 to assets Government subsidies related 2,404,471.84 Other income 2,404,471.84 to income Government subsidies related 132,228.97 Non-operating income 132,228.97 to income Total 95,666,237.49 Total 15,871,621.28 (2) Government subsidies rebate □ Applicable √ Not applicable Other explanation: 85. Other VIII. Changes of consolidation range 1. Enterprise merger not under the same control (1) Enterprise merger not under the same control Unit: RMB/CNY Income of Net profit Standard to Acquired acquiree of acquiree Time point Cost of Ratio of determine way Equity Purchasing from from Acquiree for equity equity equity the obtained date purchasing purchasing obtained obtained obtained purchasing way date to date to date period-end period-end Wuhan Jiacheng 21,675,000 Acquiring 17,139,943 2,854,540. Biotechnol 2021-09-01 51.00% Purchase 2021-09-01 .00 the control .75 09 ogy Co., Ltd Other explanation: 261 深圳市深粮控股股份有限公司 2021 年年度报告全文 (2) Combination cost and goodwill Unit: RMB/CNY Consolidation cost Wuhan Jiacheng Biotechnology Co., Ltd --Cash 21,675,000.00 --Fair value of non-cash assets --Fair value of debts issued or assumed --Fair value of equity securities issued -- Fair value of contingent consideration --Fair value of the equity prior to the purchasing date --Other Total combination cost 21,675,000.00 Less: shares of fair value of identifiable net assets acquired 19,721,209.44 Goodwill/merger cost is less than the shares of fair value of 1,953,790.56 identifiable net assets acquired Determination method for fair value of the combination cost and contingent consideration and changes: Main reasons for large goodwill resulted: Other explanation: (3) Identifiable assets and liability on purchasing date under the acquiree Unit: RMB/CNY Wuhan Jiacheng Biotechnology Co., Ltd Fair value on purchasing date Book value on purchasing date Assets: 87,498,122.95 73,926,732.04 Monetary funds 5,162,794.04 5,162,794.04 Account receivable 2,043,101.35 2,043,101.35 Inventory 496,006.81 1,276,140.82 Fixed assets 8,165,252.61 7,169,405.66 Intangible assets 7,354,818.84 7,354,818.84 Prepayments 18,754,959.72 13,690,372.35 Other receivables 27,525,965.98 27,235,778.94 Construction in progress 17,493,110.60 9,474,226.04 Other assets 502,113.00 520,094.00 Liability: 48,829,084.83 46,793,376.19 Loan Account payable 262 深圳市深粮控股股份有限公司 2021 年年度报告全文 Deferred tax liabilities 2,035,708.64 Other liabilities 46,793,376.19 46,793,376.19 Net assets 38,669,038.12 27,133,355.85 Less: Minority interests 18,947,828.68 13,295,344.37 Net assets acquired 19,721,209.44 13,838,011.48 Determination method for fair value of the identifiable assets and liabilities: Contingent liability of the acquiree bear during combination: Other explanation: (4) Gains or losses arising from re-measured by fair value for the equity held before purchasing date Whether it is a business combination realized by two or more transactions of exchange and a transaction of obtained control rights in the Period or not □Yes √No (5) On purchasing date or period-end of the combination, combination consideration or fair value of identifiable assets and liability for the acquiree are un-able to confirm rationally (6) Other explanation 2. Combine under the same control (1) Enterprise combined under the same control in the Period Unit: RMB/CNY Income of Net profit the of the Income of Net profit combined combined Equity Basis of Standard to the of the party from party from ratio combined determine combined combined Combinati period-begi period-begi Acquiree obtained in under the the party party on date n of n of combinatio same combinatio during the during the combinatio combinatio n control n date comparison comparison n to the n to the period period combinatio combinatio n date n date Other explanation: (2)Combination cost Unit: RMB/CNY Consolidation cost 263 深圳市深粮控股股份有限公司 2021 年年度报告全文 --Cash -- Book value of non-cash assets - Book value of debts issued or assumed -- The face value of the equity securities issued --Contingent consideration Explanation on contingent consideration and its changes: Other explanation: (3) Book value of the assets and liability of the combined party on combination date Unit: RMB/CNY Consolidation date End of last period Assets: Monetary funds Account receivable Inventory Fixed assets Intangible assets Liability: Loan Account payable Net assets Less: Minority interests Net assets acquired Contingent liability of the combined party bear during combination: Other explanation: 3. Reverse purchase Basic transaction information, basis of counter purchase, whether making up business due to the assets and liability reserved by listed company and basis, determination of combination cost, amount and calculation on adjusted equity by equity transaction: 4. Disposal Subsidiary Whether there is a subsidiary disposal on one time, which is loss control of rights □Yes √No Whether there is a subsidiary disposal by steps through multiple trading and loss control of rights in the period □Yes √No 264 深圳市深粮控股股份有限公司 2021 年年度报告全文 5. Other reasons for consolidation range changed Consolidation scope changes caused by other reasons (eg, newly establish subsidiaries, liquidate subsidiaries, etc.) and the related circumstances: Dongguan Shenliang Hualian Grain & Oil Trading Co., Ltd newly established in the Period, the Heilongjiang Hongxinglong Nongken Shenxin Cereals Industrial Park Co., ltd and Shenzhen Shenbao Property Management Co., Ltd were deregister. 6. Other IX. Equity in other entity 1. Equity in subsidiary (1) Constitute of enterprise group Main place of Registration Share-holding ratio Subsidiary Business nature Acquired way operation place Directly Indirectly Shenbao Shenzhen City Shenzhen City Manufacturing 100.00% Establishment Huacheng Wuyuan Ju Shangrao City Shangrao City Manufacturing 100.00% Establishment Fang Yong Shenbao Tea Commercial Shenzhen City Shenzhen City 100.00% Establishment Culture trade Ju Fang Yong Wholesale Hangzhou City Hangzhou City 60.00% Establishment Trading business Ju Fang Yong Hangzhou City Hangzhou City Comprehensive 100.00% Establishment Holding Fuhaitang Catering Hangzhou City Hangzhou City 100.00% Establishment Catering industry Tea planting, Combine not Fuhaitang Hangzhou City Hangzhou City production and 100.00% under the same Ecological sales control Shenbao Rock Wuyishan City Wuyishan City Manufacturing 100.00% Establishment Tea Pu'er Tea Wholesale Pu’er City Pu’er City 100.00% Establishment Supply Chain business Wholesale Shenbao Food Huizhou City Huizhou City 100.00% Establishment business Pu’er Tea Pu’er City Pu’er City Service 55.00% Establishment 265 深圳市深粮控股股份有限公司 2021 年年度报告全文 Trading Center industry Shenbao Investment Shenzhen City Shenzhen City 100.00% Establishment Investment management Shenbao Food Huizhou City Shenzhen City Manufacturing 100.00% Establishment Huizhou Huizhou City Huizhou City Comprehensive 100.00% Establishment Shenbao Development, Shenbao consulting and Shenzhen City Shenzhen City 100.00% Establishment Technology transfer of technology Shenbao Wholesale Industry & Huizhou City Shenzhen City 100.00% Establishment business Trade Combine under Grain & oil SZCG Shenzhen City Shenzhen City 100.00% the same trading control Combine under Hualian Grain Grain & oil Shenzhen City Shenzhen City 100.00% the same & Oil trading control Combine under Flour Shenzhen Flour Shenzhen City Shenzhen City 100.00% the same processing control Shenliang Combine under Quality Shenzhen City Shenzhen City Inspection 100.00% the same Inspection control Combine under Hainan Grain Feed Haikou City Haikou City 100.00% the same and Oil production control Combine under Doximi Shenzhen City Shenzhen City E-commerce 100.00% the same control Sales and Combine under processing of Big Kitchen Shenzhen City Shenzhen City 70.00% the same grain ,oil and control products Combine under Yingkou Yingkou City Yingkou City Storage 100.00% the same Storage control Cold-Chain Fresh food Combine under Shenzhen City Shenzhen City 100.00% Logistic management the same 266 深圳市深粮控股股份有限公司 2021 年年度报告全文 on-line control Real estate Combine under Shenliang development Shenzhen City Shenzhen City 100.00% the same Property and property control management Port operation, Combine under International Dongguan Dongguan food 100.00% the same Food City City production control Combine under Dongguan Dongguan Dongguan Food 100.00% the same Grain and Oil City City production control Combine under Dongguan Dongguan Dongguan Storage, 49.00% 51.00% the same Logistics City City logistics control Construction of food base and Combine under Shuangyashan Shuangyashan development of Shuangyashan 51.00% the same City City related control complementary facility Shenliang Shenzhen City Shenzhen City Catering 51.00% Establishment Hongjun Dongguan Dongguan Dongguan Grain and oil 100.00% Establishment Hualian City City trade Combine not Wuhan Food Wuhan City Wuhan City 51.00% under the same Jiacheng production control Combine not Food Hubei Jiacheng Wuhan City Wuhan City 51.00% under the same production control Combine not Food Wuhan Hongqu Wuhan City Wuhan City 51.00% under the same production control Combine not Macheng Food Macheng City Macheng City 51.00% under the same Jingtian production control Explanation on share-holding ratio in subsidiary different from ratio of voting right: Basis for controlling the invested entity with half or below voting rights held and without controlling invested entity but with over half and over voting rights: Major structured entity included in consolidates statement: Basis of termination of agent or consignor: 267 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other explanation: (2) Important non-wholly-owned subsidiary Unit: RMB/CNY Gains/losses Dividend announced to Share-holding ratio of Ending equity of Subsidiary attributable to minority distribute for minority minority minority in the Period in the Period Big Kitchen 30% 611,945.78 1,131,200.00 4,328,008.34 Explanation on holding ratio different from the voting right ratio for minority shareholders: Other explanation: (3) Main finance of the important non-wholly-owned subsidiary Unit: RMB/CNY Ending balance Opening balance Curren Non Curren Non Subsid Non Total Non Total Curren Total t current Curren Total t current iary current liabilit current liabiliti t assets assets liabiliti liabilit t assets assets liabiliti liabiliti assets ies assets es es ies es es Big 159,52 165,01 149,31 1,279, 150,58 139,15 143,39 127,23 127,23 5,490, 4,238, Kitche 6,005. 6,347. 0,334. 252.02 9,586. 3,404. 2,243. 4,801. 4,801. 342.50 838.61 n 38 88 72 74 92 53 67 67 Unit: RMB/CNY Current Period Last Period Total Cash flow Total Cash flow Subsidiary Operating comprehen from Operating comprehen from Net profit Net profit revenue sive operation revenue sive operation income activity income activity Big 323,458,60 2,039,819. 2,039,819. 305,826,01 3,932,882. 3,932,882. 8,165,888. 358,869.31 Kitchen 5.38 28 28 0.58 04 04 96 Other explanation: (4) Significant restrictions on the use of enterprise group assets and pay off debts of the enterprise group (5) Financial or other supporting offers to the structured entity included in consolidated financial statement Other explanation: 268 深圳市深粮控股股份有限公司 2021 年年度报告全文 2. Transaction that has owners equity shares changed in subsidiary but still with controlling rights (1) Owners equity shares changed in subsidiary (2) Impact on minority’s interest and owners’ equity attributable to parent company Unit: RMB/CNY Dongguan Logistics Purchase cost/disposal consideration --Cash 321,680,000.00 --Fair value of non-cash assets Purchase cost/total disposal consideration 321,680,000.00 Less: Subsidiary's share of net assets calculated based on the 158,426,927.29 proportion of acquired/disposed equity Difference 163,253,072.71 Including: Adjust the capital reserve 163,253,072.71 Adjusted surplus reserve Adjusted undistributed profit Other explanation 3. Equity in joint venture and associated enterprise (1) Important joint venture or associated enterprise Share-holding ratio Accounting treatment on Joint Main place of Registration investment for venture/Associ Business nature operation place Directly Indirectly joint venture ated enterprise and associated enterprise Zhuhai Hengxing Feed Aquatic fee and Zhuhai Zhuhai 40.00% Equity method Industrial Co., animal fee Ltd. Shenliang Equity Intelligent investment; Wulian Equity Shenzhen Shenzhen 49.02% Equity method investment Investment consultant Fund 269 深圳市深粮控股股份有限公司 2021 年年度报告全文 (Shenzhen) Partnership Enterprise (Limited) Description of the percentage of shareholding in joint ventures or associates different from the percentage of voting rights: Has major influence with less 20% voting rights hold, or has minor influence with over 20% (20% included) voting rights hold: (2) Main financial information of the important joint venture Unit: RMB/CNY Ending balance/Current period Opening balance/Last period Shenliang Intelligent Shenliang Intelligent Wulian Equity Wulian Equity Zhuhai Hengxing Feed Zhuhai Hengxing Feed Investment Fund Investment Fund Industrial Co., Ltd. Industrial Co., Ltd. (Shenzhen) Partnership (Shenzhen) Partnership Enterprise (Limited) Enterprise (Limited) Current assets 109,747,137.54 20,142,644.00 98,242,527.52 20,459,246.10 Including: cash and cash equivalent Non current assets 26,046,337.28 36,989,582.89 29,365,806.23 33,102,244.01 Total assets 135,793,474.82 57,132,226.89 127,608,333.75 53,561,490.11 Current liabilities 56,918,240.71 44,972,658.51 Non current liabilities 445,371.69 537,345.69 Total liabilities 57,363,612.40 45,510,004.20 Minority's interest Shareholders' equity attributable to the 78,429,862.42 57,132,226.89 82,098,329.55 53,561,490.11 parent company Share of net assets calculated by 31,371,944.97 28,006,217.62 32,839,331.82 26,255,842.45 shareholding ratio Adjustment items 162,707.80 -174.47 162,707.80 -174.47 --Goodwill --Unrealized profit of internal trading -- Other 162,707.80 -174.47 162,707.80 -174.47 Book value of equity investment in joint 31,534,652.77 28,006,043.15 33,002,039.62 26,255,667.98 venture Fair value of the equity investment of joint 270 深圳市深粮控股股份有限公司 2021 年年度报告全文 ventures with public offers concerned Operating income 764,877,371.22 617,635,043.97 Financial expenses Income tax expenses Net profit -978,023.06 3,570,736.78 3,413,330.99 656,353.79 Net profit of discontinuing operation Other comprehensive income Total comprehensive -978,023.06 3,570,736.78 3,413,330.99 656,353.79 income Dividends received from joint venture in the year Other explanation (3) Main financial information of the important associated enterprise Unit: RMB/CNY Ending balance/Current Period Opening balance/Last Period Current assets Non current assets Total assets Current liabilities Non current liabilities Total liabilities Minority's interest Equity attributable to shareholder of parent company Share of net assets measured by shareholding Adjustment --Goodwill --Unrealized profit of internal trading -- Other Book value of equity investment in associated enterprise Fair value of the equity investment of associated enterprise with public offers concerned 271 深圳市深粮控股股份有限公司 2021 年年度报告全文 Operating income Net profit Net profit of discontinuing operation Other comprehensive income Total comprehensive income Dividends received from associated enterprise in the year Other explanation (4) Financial summary for non-important Joint venture and associated enterprise Unit: RMB/CNY Ending balance/Current Period Opening balance/Last Period Joint venture: -- -- Amount based on share-holding ratio -- -- Associated enterprise: -- -- Total book value of investment 13,949,747.57 13,957,440.24 Amount based on share-holding ratio -- -- --Net profit -7,692.67 378,188.39 --Total comprehensive income -7,692.67 378,188.39 Other explanation (5) Major limitation on capital transfer ability to the Company from joint venture or associated enterprise (6) Excess loss occurred in joint venture or associated enterprise Unit: RMB/CNY Un-recognized losses not Joint venture/Associated Cumulative un-recognized recognized in the Period (or Cumulative un-recognized enterprise losses net profit enjoyed in the losses at period-end Period) Changzhou Shenbao Chacang 8,742,655.05 772,485.23 9,515,140.28 E-business Co., ltd. Shenzhen Shichumingmen Catering Management Co., 4,815,325.70 4,815,325.70 Ltd. Other explanation 272 深圳市深粮控股股份有限公司 2021 年年度报告全文 (7) Unconfirmed commitment with joint venture investment concerned (8) Intangible liability with joint venture or affiliates investment concerned 4. Major conduct joint operation Main place of Shareholding ratio/ shares enjoyed Name Registration place Business nature operation Directly In-directly Share-holding ratio or shares enjoyed different from voting right ratio: If the co-runs entity is the separate entity, basis of the co-runs classification: Other explanation 5. Structured body excluding in consolidate financial statement Explanation: 6. Other X. 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 (Including exchange rate risk, interest rate risk and other price risk). The Company disperses the risk of financial instruments through appropriate diversified investment and business portfolio, and reduces the risk concentrating on a single industry, specific region or specific counterparty by formulating corresponding risk management policies. Credit risk Credit risk refers to the risk of a financial loss caused by the counter party’s failure to fulfill its contractual obligations. Credit risks of the Company arises mainly from monetary funds, note receivable, account receivable, other receivable, debt investments, financial guarantee contracts , the debt instrument investments measured at fair value and with its variation reckoned in current gain/loss that are not included in the scope of impairment assessment and derivative financial assets, etc. As at the balance sheet date, the carrying value of the financial assets represented its maximum exposure to credit risk; Monetary funds of the Company are mainly the bank deposits placed with reputable state-owned banks and other larger and medium-sized listed banks with high credit ratings, we believes that it is not exposed to significant credit risks and will hardly incur significant losses due to the bank defaults. Furthermore, for bill receivable, account receivables and other account 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 273 深圳市深粮控股股份有限公司 2021 年年度报告全文 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. As of 31 December 2021, the account receivable from top five customers accounted for 43.18% of the Company’s total account receivable. 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 except for the financial guarantee carried in Note “X. Related party and related transaction” Liquidity risk Liquidity risk refers to the risk that a company will run short of funds to meet its obligations settled by delivering cash or other financial assets. It is the Company’s policy to ensure that sufficient cash is available to meet debt obligations as they fall due. Liquidity risk is centrally controlled by the Company’s finance department. By monitoring cash balances, readily realizable marketable securities, and rolling forecasts of cash flows for the next 12 months, the finance department ensures that the company has sufficient funds to service its debts under all reasonable forecasts. 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. Market risk The market risk of financial instruments refers to the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes in market prices, including exchange rate risk, interest rate risk and other price risks. Interest risk Interest rate risk refers to the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes in market interest rates. Interest-bearing financial instruments with fixed rates and floating rates expose the Company to fair value interest rate risk and cash flow interest rate risk, respectively. The Company determines the ratio of fixed interest rate instruments to floating interest rate instruments according to the market environment, and maintains an appropriate portfolio of fixed and floating interest rate instruments through regular review and monitoring. When necessary, the Company will use interest rate swap instruments to hedge interest rate risk. Exchange rate risk Exchange rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to 274 深圳市深粮控股股份有限公司 2021 年年度报告全文 the changes in foreign exchange rates. The Company continuously monitors the foreign currency transactions and the scale of foreign currency assets and liabilities to minimize foreign exchange risks. In addition, the company may also sign forward foreign exchange contracts or currency swap contracts to avoid exchange rate risks. During the current period and the previous period, the Company did not sign any forward foreign exchange contracts or currency swap contracts. Other price risk Other price risk refers to the risk that the fair value or future cash flow of financial instruments will fluctuate due to changes in market prices other than exchange rate risk and interest rate risk. Other price risk of the Company arises mainly from investment in various types of equity instruments and is exposed to the risks of changes in the prices of equity instruments. XI. Disclosure of fair value 1. Ending fair value of the assets and liabilities measured by fair value Unit: RMB/CNY Ending fair value Item First-order Second-order Third-order Total I. Sustaining measured -- -- -- -- by fair value (i) Trading financial 921,099.27 210,139,671.23 211,060,770.50 assets 1.Financial assets measured by fair value and with variation 921,099.27 210,139,671.23 211,060,770.50 reckoned into current gains/losses (2)Equity instrument 921,099.27 921,099.27 investment (ii) Other debt 210,139,671.23 210,139,671.23 investments (iii) Investment in other 57,500.00 57,500.00 equity instruments Total assets continuously measured 921,099.27 210,197,171.23 211,118,270.50 at fair value II. Non-persistent -- -- -- -- measure 275 深圳市深粮控股股份有限公司 2021 年年度报告全文 2. Recognized basis for the market price sustaining and non-persistent measured by fair value on first-order 3. Valuation technique and qualitative and quantitative information on major parameters for the fair value measure sustaining and non-persistent on second-order 4. Valuation technique and qualitative and quantitative information on major parameters for the fair value measure sustaining and non-persistent on third-order 5. Adjustment information and sensitivity analysis of unobservable parameters for the fair value measure sustaining and non-persistent on third-order 6. Sustaining items measured by fair value, as for the conversion between at all levels, reasons for conversion and policy for conversion time point 7. Changes of valuation technique in the Period 8. Financial assets and liability not measured by fair value 9. Other XII. Related party and related transactions 1. Parent company Ratio of Ratio of voting right Parent company Registration place Business nature Registered capital shareholding on the on the Company Company Investing in industry, Shenzhen Food development, Materials Group Shenzhen 5000 million Yuan 63.79% 63.79% operation and Co., Ltd management of the own property Explanation on parent company of the enterprise Ultimate controller of the Company is Shenzhen Municipal People’s Government State-owned Assets Supervision & Administration Commission Other explanation: 2. Subsidiary Subsidiary of the Company found more in Note IX-Equity in other entity 276 深圳市深粮控股股份有限公司 2021 年年度报告全文 3. Joint venture and associated enterprise Important joint venture and associated enterprise of the Company found more in the in Note IX-Equity in other entity Other cooperative enterprise and joint venture that have related transaction with the Company in the Period or occurred in previous period: Joint venture/Associated enterprise Relationship with the Enterprise Other explanation 4. Other related party Other related party Relationship with the Enterprise Shenzhen Agricultural Products Group Co., Ltd Holding subsidiary of parent company Shenzhen Shenliang Cold Transport Co., Ltd. Holding subsidiaries of the Company's associates Former shareholder of the Company, Controlled by the same Shenzhen Investment Holdings Co., Ltd. ultimate controlling party Dongguan Fruit Vegetable Non-staple Food Trading Market Minority shareholder of controlling subsidiary Co., Ltd. Yao Jicheng Minority shareholder of controlling subsidiary Shenzhen Higreen International Agricultural Products Logistic Holding subsidiary of parent company Management Co., Ltd Guangxi Higreen Business Management Co., Ltd. Holding subsidiary of parent company Shenzhen Qianhai Nongmai World E-Commerce Co., Ltd Holding subsidiary of parent company Changsha Mawangdui Agricultural Products Co., Ltd. Holding subsidiary of parent company Xi’an Moore Agricultural Products Co., Ltd. Holding subsidiary of parent company Shenzhen Chinese Cabbage Technology Co., Ltd. Holding subsidiary of parent company Shenzhen Qianhai Agricultural Products Exchange Co., Ltd. Holding subsidiary of parent company Huizhou Higreen Agricultural Products International Logistics Holding subsidiary of parent company Co., Ltd. Chengdu Agricultural Products Center Wholesale Market Co., Holding subsidiary of parent company Ltd. Guangxi Higreen Agricultural Products International Logistics Holding subsidiary of parent company Co., Ltd. Shenzhen Shennong Kitchen Co., Ltd Holding subsidiary of parent company Shenzhen Zhenchu Supply Chain Co., Ltd. Holding subsidiary of parent company Shenzhen Medical Materials Co., Ltd. Holding subsidiary of parent company Shenzhen Shennong Land Co., Ltd. Holding subsidiary of parent company Zhanjiang Changshan (Shenzhen) Ecological Aquaculture Co., Wholly-owned subsidiary of parent company Ltd 277 深圳市深粮控股股份有限公司 2021 年年度报告全文 Other explanation 5. Related transaction (1) Goods purchasing, labor service providing and receiving Goods purchasing/labor service receiving Unit: RMB/CNY Related party Related transaction Current Period Approved Whether Last Period content transaction more than limit the transactio n limit (Y/N) Shenzhen Shenliang Cold Warehousing 1,931,243.32 1,931,243.32 N 797,104.71 Transport Co., Ltd. Services/Transportat ion services Shenzhen Shenyuan Data Information 18,568,969.37 18,568,969.37 N 11,652,658.88 Tech. Co., Ltd software development Shenzhen Duoxi Equity Cleaning services 22,641.51 22,641.51 N Investment Fund fee Management Co., Ltd. Shenzhen Shennong Purchasing Goods 5,239.90 5,239.90 N Kitchen Co., Ltd Shenzhen Food Materials Management service 142,533.62 142,533.62 N Group Co., Ltd fee Zhanjiang Changshan Management service 360,647.10 360,647.10 N (Shenzhen) Ecological fee Aquaculture Co., Ltd Goods sold/labor service providing Unit: RMB/CNY Related party Related transaction content Current period Last period Guangxi Higreen Agricultural Products International Grain and oil sales 39,143.36 8,240.71 Logistics Co., Ltd. Guangxi Higreen Business Grain and oil sales 8,240.71 Management Co., Ltd. Shenzhen Qianhai Nongmai Grain and oil sales 33,175.84 40,700.34 World E-Commerce Co., Ltd 278 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenzhen Duoxi Equity Grain and oil Investment Fund 4,120.35 38,083.07 sales/Cleaning services fee Management Co., Ltd. Shenzhen Agricultural Grain and oil sales 56,920.35 Products Group Co., Ltd Shenzhen Shenliang Cold Grain and oil 245,944.66 106,873.75 Transport Co., Ltd. sales/Warehousing Services Shenzhen Shennong Kitchen Grain and oil sales 801,338.84 108,027.61 Co., Ltd Shenzhen Investment Grain and oil sales 10,300.88 24,250.00 Holdings Co., Ltd. Shenzhen Shenyuan Data Grain and oil sales/ lease 30,697.17 8,217.70 Tech. Co., Ltd Shenzhen Agricultural Tea Sales 36,654.85 2,299.12 Products Group Co., Ltd Shenzhen Food Materials Asset Management 1,201,379.91 3,725,827.37 Group Co., Ltd Shenzhen Food Materials Tea Sales 46,954.67 2,600.00 Group Co., Ltd Chengdu Agricultural Products Center Wholesale Grain and oil sales 103,008.85 Market Co., Ltd. Huizhou Higreen Agricultural Products International Grain and oil sales 72,106.20 Logistics Co., Ltd. Shenzhen Qianhai Agricultural Products Grain and oil sales 8,240.72 Exchange Co., Ltd. Shenzhen Chinese Cabbage Grain and oil sales 8,453.09 Technology Co., Ltd. Shenzhen Medical Materials Grain and oil sales 2,060.18 Co., Ltd. Shenzhen Zhenchu Supply Grain and oil sales 6,770,130.60 Chain Co., Ltd. Xi’an Moore Agricultural Grain and oil sales 20,601.77 Products Co., Ltd. Changsha Mawangdui Agricultural Products Co., Grain and oil sales 20,644.25 Ltd. 279 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenzhen Shennong Land Grain and oil sales 17,168.15 Co., Ltd. Explanation on goods purchasing, labor service providing and receiving (2) Related trusteeship management/contract & entrust management/ outsourcing Trusteeship management/contract: Unit: RMB/CNY Managed Managed earnings Entrusting earnings Client/Contract Trustee/assets confirmed in party/Contracto Trustee /start Trustee /ends /pricing of the -out party contract the period / r contract contract earnings earnings Related managed/contract: Entrusted management/outsourcing: Unit: RMB/CNY Managed Managed earnings Entrusting earnings Client/Contract Trustee/assets confirmed in party/Contracto Trustee /start Trustee /ends /pricing of the -out party contract the period / r contract contract earnings earnings Related management/ outsourcing: (3) Related lease As a lessor for the Company: Unit: RMB/CNY Lease income recognized in Lease income recognized last Lessee Assets type the Period Period Shenzhen Shichumingmen Catering Management Co., Operating site 666,258.42 Ltd. Shenzhen Shenyuan Data Operating site 505,162.86 433,320.00 Technology Co., ltd. Shenzhen Duoxi Equity Investment Fund Office space 251,497.14 257,255.00 Management Co., Ltd. As lessee: Unit: RMB/CNY 280 深圳市深粮控股股份有限公司 2021 年年度报告全文 Lease income recognized in Lease income recognized last Lessor Assets type the Period Period Shenzhen Food Materials Office space 358,057.14 680,308.56 Group Co., Ltd Explanation on related lease (4) Related guarantee As guarantor Unit: RMB/CNY Whether the guarantee Secured party Guarantee amount Guarantee start date Guarantee expiry date has been fulfilled Changzhou Shenbao Until the loan principal Chacang E-business 5,000,000.00 2011/12/20 N and interest are settled Co., ltd. As secured party Unit: RMB/CNY Whether the guarantee Guarantor Guarantee amount Guarantee start date Guarantee expiry date has been fulfilled Dongguan Fruit and Vegetable Food Market 18,587,157.80 2020/10/21 2032/10/19 N Co., Ltd Explanation on related guarantee: The Company acquired 49% minority interest of Dongguan Logistics held by Dongguan Fruit and Vegetable Food Market Co., Ltd in the Period. On January 14, 2022, Dongguan Fruit and Vegetable Food Market Co., Ltd no longer provides guarantee to Dongguan Logistics- the subsidiary of the Company. (5) Related party’s borrowed funds Unit: RMB/CNY Related party Borrowing amount Starting date Maturity date Note Borrowing Lending (6) Related party’s assets transfer and debt reorganization Unit: RMB/CNY Related party Related transaction content Current Period Last Period 281 深圳市深粮控股股份有限公司 2021 年年度报告全文 (7) Remuneration of key manager Unit: RMB/CNY Item Current Period Last Period (8) Other related transaction 6. Receivable and payable of related party (1) Receivable item Unit: RMB/CNY Ending balance Opening balance Item Related party Book balance Bad debt provision Book balance Bad debt provision Account receivable Shenzhen Shenliang Cold 116,476.25 1,149.36 113,286.17 7,029.57 Transport Co., Ltd. Shenzhen Shennong Kitchen 115,208.00 1,152.08 63,672.00 636.72 Co., Ltd Shenzhen Duoxi Equity Investment 8,701.00 87.01 Fund Management Co., Ltd. Shenzhen Qianhai Nongmai World 38,259.42 382.59 E-Commerce Co., Ltd Shenzhen Food Materials Group 28,632.00 286.32 740,878.31 7,408.78 Co., Ltd Shenzhen Agricultural 2,598.00 25.98 Products Group Co., Ltd Guangxi Higreen Agricultural 18,624.00 186.24 Products International 282 深圳市深粮控股股份有限公司 2021 年年度报告全文 Logistics Co., Ltd. Huizhou Higreen Agricultural Products 37,248.00 372.48 International Logistics Co., Ltd. Shenzhen Shennong Land 14,744.00 147.44 Co., Ltd. Shenzhen Medical 2,328.00 23.28 Materials Co., Ltd. Shenzhen Zhenchu Supply Chain Co., 5,874,880.36 58,748.80 Ltd. Shenzhen Shenyuan Data 5,940.00 59.40 Tech. Co., Ltd Other account receivable Shenzhen Shenliang Cold 578.00 5.78 Transport Co., Ltd. Shenzhen Higreen International Agricultural 50,000.00 50,000.00 Products Logistic Management Co., Ltd Zhanjiang Changshan (Shenzhen) 5,520.00 5,520.00 5,520.00 5,520.00 Ecological Aquaculture Co., Ltd Shenzhen Shenyuan Data 30,000.00 300.00 8,972,895.54 89,728.96 Tech. Co., Ltd Changzhou Shenbao Chacang 24,608,742.46 22,187,644.18 24,494,677.07 22,007,578.79 E-business Co., ltd. 283 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenzhen Shichumingmen Catering 2,092,477.67 990,192.72 2,092,197.67 581,383.34 Management Co., Ltd. Shenzhen Investment 415,644.52 415,644.52 Holdings Co., Ltd. Shenzhen Food Materials Group 1,000.00 Co., Ltd Yao Jicheng 48,000.00 480.00 (2) Payable item Unit: RMB/CNY Item Related party Ending book balance Opening book balance Dividend payable Shenzhen Investment 2,690,970.14 2,690,970.14 Management Co., Ltd Other account payable Shenzhen Shenliang Cold 102,790.00 2,790.00 Transport Co., Ltd. Shenzhen Food Materials 146,162,941.72 146,520,998.86 Group Co., Ltd Zhanjiang Changshan (Shenzhen) Ecological 8,030,954.17 8,009,954.17 Aquaculture Co., Ltd Shenzhen Duoxi Equity Investment Fund 41,486.00 41,486.00 Management Co., Ltd. Shenzhen Shichumingmen Catering Management Co., 209,275.00 184,275.00 Ltd. Shenzhen Investment 3,510,297.20 3,510,297.20 Management Co., Ltd Shenzhen Shenyuan Data 2,000,330.53 Tech. Co., Ltd Account received in advance 284 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenzhen Shenliang Cold 210.00 Transport Co., Ltd. 7. Related party commitment 8. Other XIII. Share-based payment 1. Overall situation of share-based payment □ Applicable √ Not applicable 2. Share-based payment settled by equity □ Applicable √ Not applicable 3. Share-based payment settled by cash □ Applicable √ Not applicable 4. Modification and termination of share-based payment Nil 5. Other Nil XIV. Commitment or contingency 1. Important commitments Important commitments on balance sheet date The Company has no important commitments that need to disclosed up to 31 December 2021. 2. Contingency (1) Contingency on balance sheet date Lawsuits (1)The sales and purchase contract disput between Hualian Company and Zhuhai Doumen Huabi Trading Co., Ltd (hereinafter referred to as "Zhuhai Huabi") 285 深圳市深粮控股股份有限公司 2021 年年度报告全文 Concerning the Hualian Company (plaintiff) bring a suit against Zhuhai Huabi (defendant), the People’s Court of Shenzhen Luohu District has made the first instance effective judgment in 2007: 1. The defendant should repay the plaintiff payment for goods of 2,396,300 yuan; 2. The defendant should pay the plaintiff liquidated damages of 239,600 yuan; 3. Court acceptance fee of 33,200 yuan should be borne by the defendant. In 2005, Zhuhai Huabi stopped production and its legal representative was arrested by the public security organs. It was found that Zhuhai Huabi had been cancelled. As of the date of the audit report, Hualian Company has set aside 100.00% of bad debt reserves for the receivables of 2,396,300 yuan from Zhuhai Huabi. (2) Disputes over import agency contract among SZCG, Hualian Company and Guangzhou Jinhe Feed Co., Ltd.(hereinafter referred to as Guangzhou Jinhe), Huang Xianning In the case of the plaintiff SZCG and Hualian Company versus the defendant Guangzhou Jinhe and Huang Xianning over the import and export agency contract disputes, the Futian District People’s Court made the first-instance judgment in 2015: 1. The defendant Guangzhou Jinhe should pay a total of 10,237,400 yuan to SZCG and Hualian Company within 10 days from the effective date of the judgment; 2. If it fails to perform its pecuniary obligations within the period specified by the judgment, it shall pay double the interest on the debt for the delayed in performance in accordance with Article 253 of the Civil Procedure Law of the People’s Republic of China; 3. The case acceptance fee of 83,200 yuan shall be borne by Guangzhou Jinhe. As Guangzhou Jinhe dissatisfied with the above-mentioned first-instance judgment, it appealed to the Shenzhen Intermediate People's Court. On March 30, 2017, the Shenzhen Intermediate People's Court issued a second-instance judgment, which rejected the appeal of Guangzhou Jinhe and upheld the original judgment. Subsequently, SZCG and Hualian Company applied to the Court of first instance for the enforcement. As of the date of the audit report, the case is currently still being executed, and the other party has not paid any money. SZCG has made a provision for bad debts at a rate of 100.00% for the receivable payment of 10,455,600 yuan from Guangzhou Jinhe. According to the "Letter of Commitment from Shenzhen Fude State Capital Operation Co., Ltd. on the Pending Litigation of Shenzhen Cereals Group Co., Ltd.", Shenzhen Fude State Capital Operation Co., Ltd. (now renamed Shenzhen Food Materials Group Co., Ltd.) will bear the compensation or losses caused by the lawsuit on its behalf for any claims, compensation, losses or expenditures caused by the disputes over import agency contract among SZCG and its holding subsidiaries with Guangzhou Jinhe and Huang Xianning. (3) Contract disputes between Hualian Company and Foshan Shunde Huaxing Feed Factory (hereinafter referred to as "Huaxing Feed Factory") In August and October 2007, Hualian Company sold products to Huaxing Feed Factory and received commercial acceptance bills totaling 2,958,600 yuan. Due to the company’s failure to repay the overdue payment, Hualian Company filed a lawsuit with the Shunde District People’s Court of Foshan City on October 29, 2007, requesting Huaxing Feed Factory to repay the payment and pay the corresponding interest. From June to July 2011, a total of 1,638,900 yuan of the company’s bankruptcy assets was recovered. As of the date of the audit report, Hualian 286 深圳市深粮控股股份有限公司 2021 年年度报告全文 Company had a receivable payment of 1,319,700 yuan from Huaxing Feed Factory. This amount has been withdrawn bad debt reserves by 100.00%. (4) Mung bean business disputes between SZCG and Jilin Tongyu County Shengda Company (hereinafter referred to as "Shengda Company") On August 26, 2010, the Shenzhen Futian District People’s Court accepted the case of the plaintiff SZCG versus the defendant Shengda Company over an entrustment contract dispute. Upon mediation, both parties reached a mediation agreement voluntarily: 1. It’s confirmed that the defendant Shengda Company still owes the plaintiff SZCG the repurchase payment of 7.492 million yuan and the repurchase payment interest of 2.8 million yuan before September 3, 2009. 2. The defendant Shengda Company should pay the first installment of 1 million yuan to the plaintiff SZCG before October 30, 2010, and should pay 1 million yuan at the end of each month from November 2010 to March 2011, and should pay 492,000 yuan before the end of April. 2011, totaling 6,492,000 yuan. 3. If the defendant Shengda Company can pay the above amount in full and on schedule, it does not need to pay the remaining principal of 1 million yuan and the interest of 2.8 million yuan. If any of the above sums are not paid in full and on schedule, the plaintiff may apply to the court for enforcement of all the claims set out in the first item above. After the mediation agreement came into effect, Shengda Company did not fully fulfill its repayment obligations, and SZCG has applied for compulsory execution. As of the date of the audit report, the book receivables amounted to 5,602,500 yuan, and the execution of the remaining amounts was highly uncertain, the Company has fully made provisions for bad debts of 5,602,500 yuan for this payment. (5) Contract disputes of the Company’s subsidiaries, Shenbao Rock Tea, Jufangyong Holdings, Mount Wuyi Jiuxing Tea Co., Ltd. (hereinafter referred to as “Jiuxing Company”), Fujian Wuyishan Yuxing Tea Co., Ltd. (hereinafter referred to as “Yuxing Company”), Xingjiu Tea Co., Ltd., and Chen Yuxing, Chen Guopeng On December 3, 2018, due to the separation contract dispute, based on the arbitration clause in the original Formal Agreement Regarding the Separation of Fujian Wuyishan Shenbao Yuxing Tea Co., Ltd., the arbitration applicants Shenbao Rock Tea and Jufangyong Holdings filed an arbitration with the Shenzhen Court of International Arbitration with Jiuxing Company, Yuxing Company, Xingjiu Tea Co., Ltd., Chen Yuxing, and Chen Guopeng as the respondents, requesting: 1. To rule that the respondent Jiujiuxing Company should pay 5,272,900 yuan and liquidated damages of 1,581,900 yuan to the applicant Shenbao Rock Tea, totaling 6,854,800 yuan; 2. To rule that the respondents Yuxing Company, Xingjiu Company, Chen Yuxing, and Chen Guopeng shall be jointly and severally liable for the above-mentioned receivables and liquidated damages to the applicant Rock Tea; 3. To rule that the respondent Yijiuxing Company shall pledge 19 designated trademarks to the applicant Jufangyong Holdings, and cooperate with the corresponding registration procedures for trademark pledge; 4. To rule that all the respondents shall bear the attorney’s fee of 190,000 yuan paid by the applicant for this case, the preservation fee and other expenses incurred in this arbitration (the applicant reserves the right to pursue the remaining attorney’s fees); 5. To rule that the respondents shall bear all arbitration fees in this case. On April 18, 2019, the Shenzhen Court of International Arbitration held a hearing for the arbitration case. On May 287 深圳市深粮控股股份有限公司 2021 年年度报告全文 20, 2021, the Shenzhen Court of International Arbitration issued a ruling that: 1. Wuyishan Jiuxing Tea Co., Ltd. should compensate Jufangyong Company and Shenbao Rock Tea Company for losses of receivables and liquidated damages of 4,798,369.95 yuan; 2. Fujian Wuyishan Yuxing Tea Co., Ltd., Xingjiu Tea Co., Ltd., Chen Yuxing, and Chen Guopeng shall be jointly and severally liable for the above payment obligations of Wuyishan Jiuxing Tea Co., Ltd.; 3. The arbitration fee in this case of 104,953 yuan shall be paid by the five respondents to the two applicants; 4. Two arbitrators’ expenses of 4,000 yuan shall be paid directly by the five respondents to the two applicants. After the arbitration award came into effect, because the respondents refused to repay, the applicants applied to the court for enforcement. On August 5, 2021, the two parties signed an enforcement of settlement agreement. The respondents should pay receivables, liquidated damages, attorney’s fees, and arbitration fees to the applicants, totaling 5,097,322.95 yuan, payment shall be made in 18 installments, with the respondents paying 1.6 million yuan in the first installment and paying 200,000 yuan per month thereafter, and the final payment is 297,322.95 yuan (i.e., the payment will be completed before January 31, 2023). As of the date of the audit report, the applicants received a total of 2.8 million yuan. (6) Sales contract disputes between Hualian Company and Dalian Liangshuntong Supply Chain Management Co., Ltd. (hereinafter referred to as “Liangshuntong Company”) 1) In the case of the plaintiff Liangshuntong Company versus the defendant Hualian Company over a sales contract dispute ([2019] Yue 0304 Min Chu No. 49562), the Futian District People’s Court made a first-instance civil judgment on July 3, 2020 that: 1. The plaintiff Liangshun Tongtong Company shall pay Hualian Company 595,800 yuan within ten days from the effective date of this judgment; 2. Reject the claims of Liangshuntong Company; 3. Reject other counterclaims of Hualian Company; 4. The plaintiff Liangshuntong Company shall prepay the litigation fee of 208,900 yuan, which shall be borne by the plaintiff, and the defendant Hualian Company shall prepay the counterclaim acceptance fee of 113,000 yuan, of which 1,800 yuan shall be borne by the plaintiff and 111,200 yuan shall be borne by the defendant. After receiving the judgment, the plaintiff Liangshuntong refused to accept it and appealed to the Shenzhen Intermediate People’s Court. The Shenzhen Intermediate People’s Court made a final ruling on October 29, 2021, and the ruling is as follows: rejecting the appeal and upholding the original judgment. The Futian District People’s Court has accepted the enforcement application submitted by Hualian Company. 2) In the case of the plaintiff Hualian Company versus the defendant Liangshuntong Company over a contract dispute (Case No. [2020] Yue 0304 Min Chu No. 2824), the Futian District People’s Court delivered the Civil Judgment of the first instance on December 31, 2020, ruling that 1. The defendant Liangshuntong Company shall pay Hualian Company advance fees of 461,900 yuan and capital cost of 4,030,000 yuan within ten days from the effective date of the judgment; 2. Liangshuntong Company shall pay the capital occupation fee (based on 461,900 yuan, with an annual interest rate of 10.00%, calculating from December 11, 2019 to the date of paying off the full amount) to Hualian Company within ten days from the effective date of the judgment; 3. Case acceptance fee of 42,700 yuan shall be borne by the defendant Liangshuntong Company. After receiving the judgment, Liangshuntong appealed to the Shenzhen Intermediate People’s Court on January 22, 2021. The Shenzhen Intermediate People’s Court made a final ruling on November 9, 2021, and the ruling is as follows: rejecting the 288 深圳市深粮控股股份有限公司 2021 年年度报告全文 appeal and upholding the original judgment. As of the date of the audit report, Shenzhen Futian District People’s Court has accepted the enforcement application submitted by Hualian Company. (7) Disputes over construction engineering contract between Heilongjiang Hongxinglong Farms & Land Reclamation Shenxin Grain Industrial Park Co., Ltd. (hereinafter referred to as “Hongxinglong”) and Heilongjiang Zhishengda Construction Engineering Co., Ltd. (hereinafter referred to as “Zhishengda Company”) In April 2020, Zhishengda Company filed a lawsuit with Hongxinglong People’s Court of Heilongjiang Province with Hongxinglong as the defendant, requesting: 1. To confirm that the “Letter on Rectification of Completed Projects and Cancellation of Not Constructed Projects” issued by Hongxinglong on April 7, 2020 does not have the effect of terminating the contract, the rescission contract made by it is invalid, and judge that the defendant Hongxinglong should continue to perform the contract (the project cost required to perform the contract is 5,137,800 yuan). 2. The litigation fee and other legal costs shall be borne by Hongxinglong. On July 29, 2020, Hongxinglong filed a counterclaim with the first-instance court, requesting the court: 1. To confirm the validity of the cancellation of the construction contract between Hongxinglong and Zhishengda in accordance with the law. 2. To rule that the Zhishengda should pay Hongxinglong liquidated damages of 1,003,200 yuan, of which liquidated damages for overdue completion of the project of 253,200 yuan, repair costs for unqualified project quality of about 240,000 yuan (the specific amount is to be determined by a third party), liquidated damages for project manager’s absence from the construction site without permission of 500,000 yuan, liquidated damages for the migrant worker’s collective petitions of 10,000 yuan. 3. The counterclaim fee and appraisal fee shall be borne by Zhishengda. On March 16, 2021, the third-party appraisal agency applied by Zhishengda Company conducted an on-site survey and conducted on-site appraisal for the engineering quantities. In July 2021, Hongxinglong went to the Heilongjiang Farms & Land Reclamation Intermediate People’s Court to determine the third-party appraisal agency (Heilongjiang Yage Construction Engineering Management Consulting Co., Ltd., now renamed Zhongyun Project Management Co., Ltd.) to appraise the cost of project restoration. On September 22, Hongxinglong paid 20,000 yuan for the appraisal. On October 27, 2021, Zhongyun Project Management Co., Ltd. came to the site for appraisal. On March 9, 2022, the first-instance trial was held, and the lawyers of both parties conducted cross-examination, but the third-party appraiser did not appear in court due to the impact of the pandemic, so it is planned to choose another day for the trial. (8) Construction project subcontracting dispute case of Xu Anwu versus Dongguan Shenliang Logistics Co., Ltd., Gansu Installation and Construction Group Co., Ltd., Guangdong Dianbai Construction Group Co., Ltd., and Xu Jianqiang On March 17, 2021, the plaintiff Xu Anwu sued Dongguan Shenliang Logistics Co., Ltd., Gansu Installation and Construction Group Co., Ltd., Guangdong Dianbai Construction Group Co., Ltd., and Xu Jianqiang as defendants to the First People’s Court of Dongguan, requesting: 1. The four defendants to immediately pay the plaintiff the construction cost of 10.445 million yuan; 2. The four defendants to bear the litigation costs in this case. 289 深圳市深粮控股股份有限公司 2021 年年度报告全文 On May 19, 2021, Gansu Installation and Construction Group Co., Ltd. filed a counterclaim with Xu Anwu as the counterclaim defendant, requesting: 1. Xu Anwu to immediately return the overpaid 2,566,974.25 yuan to Gansu Installation and Construction Group Co., Ltd.; 2. Xu Anwu to bear all litigation costs. The case has been heard on July 14, 2021, and the court has not yet decided. (9) Contract disputes between Hangzhou Jufangyong Commercial and Trading Co., Ltd. and Hangzhou Xingfu Feixiang Commercial and Trading Co., Ltd. In July 2020, the plaintiff Hangzhou Jufangyong Commercial and Trading Co., Ltd. filed a lawsuit with Xiaoshan Primary People’s Court, Hangzhou against Hangzhou Xingfu Feixiang Commercial and Trading Co., Ltd. as the defendant, requesting to order: 1. The defendant to pay a total of 2,454,700 yuan for cooperative use fees and water and electricity fees 2. The defendant to pay the western restaurant’s cooperative use fee of 699,700 yuan and water and electricity fees (according to the actual amount) from July 1, 2019 to September 10, 2019; 3. The defendant to pay liquidated damages of 515,300 yuan; 4. The defendant to pay liquidated damages (from April 16, 2020 to the date of repayment, with a base of 3,154,400 yuan and a monthly interest rate of 2%); 5. The defendant to bear the litigation costs in this case. Xiaoshan Primary People’s Court, Hangzhou ruled that Hangzhou Xingfu Feixiang Commercial and Trading Co., Ltd. entered bankruptcy proceedings and appointed an administrator, in August 2020, it ruled to suspend the trial of the case, requiring the plaintiff to declare its claims directly to the administrator. On December 23, 2020, the Xiaoshan Primary People’s Court resumed the hearing of the case, the administrator issued a claim confirmation sheet and calculation details, confirming the plaintiff’s claim principal of 2,422,494.80 yuan and interest of 166,000.00 yuan, totaling 2,588,494.80 yuan. (10) Disputes over sales contract between Hangzhou Jufangyong Holdings Co., Ltd. and Hangzhou Jufangyong Commercial and Trading Co., Ltd., On September 7, 2021, the plaintiff Hangzhou Jufangyong Holdings Co., Ltd. Sued Hangzhou Jufangyong Commercial and Trading Co., Ltd. as the defendant to the Hangzhou Binjiang District People’s Court, requesting to order: 1. The defendant to immediately pay the payment of 2,816,266.50 yuan; 2. The defendant to bear the litigation costs in this case. On October 29, 2021, Hangzhou Jufangyong Holdings Co., Ltd. and Hangzhou Jufangyong Commercial and Trading Co., Ltd. reached a pre-litigation mediation, and Hangzhou Jufangyong Commercial and Trading Co., Ltd. paid 2.816 million yuan to Hangzhou Jufangyong Holdings Co., Ltd., and paid off before November 30, 2021. On December 8, 2021, Hangzhou Binjiang District People’s Court issued a civil ruling paper, ruling that the mediation agreement reached by Hangzhou Jufangyong Holdings Co., Ltd. and Hangzhou Jufangyong Commercial and Trading Co., Ltd. on October 29, 2021 is valid, and the parties shall consciously perform their obligations in accordance with the provisions of the mediation agreement. If one party refuses to perform or fails to perform all of its obligations, the other party can apply to the people’s court for enforcement. On December 29, 2021, Hangzhou Binjiang District People’s Court accepted the enforcement application of 290 深圳市深粮控股股份有限公司 2021 年年度报告全文 Hangzhou Jufangyong Holdings Co., Ltd. On March 4, 2022, Hangzhou Jufangyong Holdings Co., Ltd. submitted an application for “transfer of enforcement to bankruptcy” to Hangzhou Intermediate People’s Court. (11) Disputes over private lending between Shenzhen Shenshenbao Tea Culture Commercial Management Co., Ltd. and Shenzhen Shi Chu Ming Men Catering Management Co., Ltd. On May 31, 2021, the plaintiff Shenzhen Shenshenbao Tea Culture Commercial Management Co., Ltd. filed a lawsuit with Shenzhen Nanshan District People’s Court against Shenzhen Shi Chu Ming Men Catering Management Co., Ltd. as the defendant, requesting to order: 1. The defendant to return the principal of 1,183,000 yuan borrowed from the plaintiff; 2. The defendant to pay the interest on borrowings of 171,250.68 yuan to the plaintiff; 3. The defendant to bear the litigation costs in this case. On December 1, 2021, the court made a judgment in support of all the claims of Shenzhen Shenshenbao Tea Culture Company. On January 20, 2022, Nanshan Court accepted the enforcement application of Shenzhen Shenshenbao Tea Culture Company. (12) Disputes over special operating contract between Shanghai Baoyan Catering Co., Ltd. and Hangzhou Fuhaitang Catering Management Chain Co., Ltd. On July 22, 2021, the plaintiff Shanghai Baoyan Catering Co., Ltd. filed a lawsuit with Hangzhou Binjiang District People’s Court against Hangzhou Fuhaitang Catering Management Chain Co., Ltd. as the defendant, requesting: 1. To cancel the Regional Agency Authorized Operating Agreement signed by the plaintiff and the defendant; 2. The defendant to return the regional agency cooperation fee of 1,880,000 yuan and the cooperation deposit of 80,000 yuan to the plaintiff, a total of 1,960,000 yuan; 3. The defendant to pay the liquidated damages of 100,000 yuan to the plaintiff; 4. The defendant to pay the attorney fee of 50,000 yuan to the plaintiff; 5. The defendant to bear the litigation fee in this case. The Hangzhou Binjiang District People’s Court issued a subpoena on February 11, 2022, confirming that the case number was (2021) Zhe 0108 Min Chu No. 5890, and the court date set for March 17, 2022. (13) Sales contract disputes between Shuangyashan Shenliang Grain Base Co., Ltd. and Shanghai Zexi Industrial Co., Ltd. On October 18, 2021, the plaintiff Shuangyashan Shenliang Grain Base Co., Ltd. filed a lawsuit with the Shanghai Putuo District People’s Court with Shanghai Zexi Industrial Co., Ltd. as the defendant, requesting: 1. The defendant to immediately issue and deliver a special VAT invoice amounting 25.2 million yuan for the payment of goods to the plaintiff; if the defendant cannot issue the invoice, it shall need to compensate the plaintiff for the tax deduction loss of 2,899,115.04 yuan; 2. The defendant to compensate the plaintiff for the failure of the defendant to issue invoices, resulting in the plaintiff paying a late fee of 137,376.63 yuan to the tax bureau; 3. The defendant to compensate the plaintiff for travel expenses loss of 10,860.61 yuan; 4. The defendant to bear the litigation costs 291 深圳市深粮控股股份有限公司 2021 年年度报告全文 of this case. A court date has not yet been set. (14) Sales contract disputes between Shuangyashan Shenliang Grain Base Co., Ltd. (hereinafter referred to as “Shuangyashan Company”) and Tongliao Fada Grain Purchase and Storage Co., Ltd. On November 26, 2021, the plaintiff Tongliao Fada Grain Purchase and Storage Co., Ltd. filed a lawsuit with Keerqin District People’s Court of Tongliao City, Inner Mongolia Autonomous Region, with Shuangyashan Company as the defendant, requesting: 1. To cancel the six purchase contracts signed with Shuangyashan Company; 2. Shuangyashan Company to return the corn purchase payment of 25.2 million yuan; 3. Shuangyashan Company to pay the interest on occupation of funds of 4,713,603.11 yuan (tentatively until November 1, 2021); 4. Shuangyashan Company to bear the litigation costs of this case. Shuangyashan Company filed an objection to jurisdiction with Keerqin District People’s Court of Tongliao City, Inner Mongolia Autonomous Region. On March 24, 2022, Keerqin District People’s Court of Tongliao City, Inner Mongolia Autonomous Region made a ruling that Shuangyashan Company’s objection to jurisdiction was established, and the case was transferred to the People’s Court of Baoqing County, Shuangyashan City, Heilongjiang Province. On April 1, 2022, Tongliao Fada Grain Purchase and Storage Co., Ltd. filed an appeal with Tongliao Intermediate People’s Court, requesting to revoke the ruling on the objection to jurisdiction. (15) Project construction contract disputes between Wuhan Jiangxia Yijian Construction Engineering Co., Ltd. and Wuhan Jiacheng Biological Products Co., Ltd. I. On January 10, 2022, the plaintiff Wuhan Jiangxia Yijian Construction Engineering Co., Ltd. filed a lawsuit with Jiangxia District People’s Court of Wuhan City against Wuhan Jiacheng Biological Products Co., Ltd. as the defendant, requesting: 1. The defendant to immediately pay the project money of 4,421,888.97 yuan owed to the plaintiff ; 2. The defendant to pay liquidated damages (based on the arrears of the project payment of 4,421,888.97 yuan, and calculated at an annual interest rate of 15.4% from October 10, 2019 to the date of payment, and temporarily calculated to be 1,514,927 yuan until December 30, 2021) for the delayed payment of the project payment to the plaintiff. The above two items add up to 5,936,815 yuan. 3. The defendant to bear all expenses of the case, including litigation fee, appraisal fee, and preservation fee. The plaintiff applied for property preservation (the preservation amount was more than 5.9 million yuan), and the Jiangxia District Court ruled to freeze all bank accounts of Wuhan Jiacheng Biological Products Co., Ltd. The Jiangxia District People’s Court of Wuhan City set the court date as February 28, 2022, and the case number is (2022) E 0115 Min Chu No. 182. II. On February 25, 2022, the counterclaim plaintiff Wuhan Jiacheng Biological Products Co., Ltd. filed a counterclaim against Wuhan Jiangxia Yijian Construction Engineering Co., Ltd. as the counterclaim defendant, requesting: 1. To confirm that the Hubei Province Construction Project Contract, with the project cost of 25,965,136.97 yuan, signed by the plaintiff and the defendant on July 4, 2017 for the Jiacheng Bio-Industrial Park Construction Project (Phase I) is invalid; 2. To order the defendant of the counterclaim to submit the complete completion data and completion report to the plaintiff of the counterclaim and assist in handling the completion 292 深圳市深粮控股股份有限公司 2021 年年度报告全文 acceptance of the project and the relevant procedures for archiving and filing the engineering data in the urban construction archives; 3. To compensate for the losses (from April 1, 2018 to October 25, 2019, calculated at 1,000 yuan per day; from October 26, 2019 to the date of acceptance and delivery of project, with 21,543,248 yuan as the base, calculated according to the quoted interest rate of the loan market for the same period announced by the National Interbank Funding Center, and it’s about 2.3 million yuan calculated to the date of indictment) caused to the plaintiff due to the delayed delivery of the Wuhan Jiacheng Bio-Industrial Park Construction Project (Phase I); 4. To bear the litigation fees, preservation fees and other expenses for the counterclaim. (16) Disputes over loan contract between Changzhou Shenbao Tea-Shop E-commerce Co., Ltd. (hereinafter referred to as “Changzhou Company”) and Shenzhen Agricultural Products Financing Guarantee Co., Ltd. (hereinafter referred to as “Agricultural Products Guarantee Company”) On July 15, 2016, the Agricultural Products Guarantee Company submitted a Civil Complaint to Shenzhen Futian District People’s Court, requesting to order: 1. Changzhou Company to repay the loan principal of 5,000,000.00 yuan and the interest of 389,968.52 yuan, and the penalty interest of 3,200,271.79 yuan (The penalty interest is temporarily calculated until June 30, 2016, and actually calculated to the date when the loan is fully paid); 2. Changzhou Company to pay compensation of 100,000.00 yuan ( 5,000,000 yuan × 2%); totaling 8,690,240.31 yuan; 3. Shenzhen Shenbao Industrial Co., Ltd. (hereinafter referred to as “Shenbao Company”)to be jointly and severally liable for the loan of 5,000,000.00 yuan. Shenzhen Futian District People’s Court issued a first-instance judgment on May 31, 2017, ruling that Changzhou Company should repay the loan principal of 5 million yuan and interest of 353,871.28 yuan, and interest penalty (interest penalty is based on 5 million yuan as the principal, calculated from September 7, 2013 to the date of actual repayment at an annual rate of 21.6%. If the repayment is made in installments, the interest of corresponding part will be calculated to the date of each repayment) to the plaintiff Agricultural Products Guarantee Company within 10 days from the effective date of the judgment, and Changzhou Company shall bear the lawyer’s fee of 71,911 yuan and the preservation fee of 5,000 yuan; the judgment rejected the request of the Agricultural Products Guarantee Company’s request Shenbao Company to bear joint and several liability. Agricultural Products Guarantee Company refused to accept the first-instance judgment and filed an appeal to the Shenzhen Intermediate People’s Court. On May 10, 2019, the Shenzhen Intermediate People’s Court served the civil judgment (final judgment), and the Shenzhen Intermediate Court made some changes to the first-instance judgment, ruling that Shenbao Company (now renamed Shenzhen Cereals Holdings Co., Ltd.) shall be jointly and severally liable for the debts of Changzhou Company within the range of 3.5 million yuan; Shenbao Company (now renamed as Shenzhen Cereals Holdings Co., Ltd.) has the right to recover from Changzhou Company after paying off the debts on its behalf. In May 2021, Agricultural Products Guarantee Company applied to Futian District Court of the first instance for compulsory execution of 5,193,443 yuan. According to the request of the court, Changzhou Company declared the property status to the court. Agricultural Products Guarantee Company reached a voluntary settlement with Changzhou Company and SZCH. On October 20, 2021, Futian Court issued an enforcement ruling to terminate the enforcement of the case. 293 深圳市深粮控股股份有限公司 2021 年年度报告全文 Guarantee (1) The Company and subsidiary of the Company -SZCG provide a guarantee to its subsidiary - International Food The Company and Subsidiary of the Company -SZCG provide a guarantee to International Food for the application of loans, amount of guarantee is 614.6709 million yuan. As of the date of approval of the financial report, the loan is not yet due for repayment. (2) Subsidiary of the Company -SZCG provide a guarantee to its subsidiary -Dongguan Logistics Subsidiary of the Company -SZCG provide a guarantee to Dongguan Logistics for the application of loans, amount of guarantee is 118.5579 million yuan. As of the date of approval of the financial report, the loan is not yet due for repayment. (3) Subsidiary of the Company -SZCG provide a guarantee to its subsidiary -Dongguan Grain and Oil Subsidiary of the Company -SZCG provide a guarantee to Dongguan Grain and Oil for the application of loans, amount of guarantee is 86.132 million yuan. As of the date of approval of the financial report, the loan is not yet due for repayment. (4) Associated guarantees and restricted assets Restricted assets found more in the Note VII (81), associated guarantee found more in Note XII (5) (2) If the Company has no important contingency need to disclosed, explain reasons The Company has no important contingency that need to disclose. 3. Other XV. Events after balance sheet date 1. Important non adjustment matters Unit: RMB/CNY Impact on financial status and Reasons of fails to estimate Item Content operation results the impact 2. Profit distribution Unit: RMB/CNY Profit or dividend to be distributed According to the resolution of 21th session 294 深圳市深粮控股股份有限公司 2021 年年度报告全文 of 10th BOD, the profit distribution plan for year of 2021 is: Based on total share capital of 1,152,535,254 on 31 Dec 2021, distributed cash dividend of 2.5 Yuan (tax included) for every 10 shares to all shareholders with zero share bonus (tax included), and no share converted from capital reserve, a total of 288,133,813.50 Yuan cash are distributed. 3. Sales return 4. Other events after balance sheet date XVI. Other important events 1. Previous accounting errors collection (1) Retrospective restatement Unit: RMB/CNY Content of accounting error Items impact during vary Procedures Accumulated impact correction comparative period (2)Prospective application Reasons for adopting the prospective Content of accounting error correction Approval procedure applicable method 2. Debt restructuring 3. Assets exchange (1) Exchange of non-monetary assets (2) Other assets exchange 4. Pension plan 5. Discontinuing operation Unit: RMB/CNY 295 深圳市深粮控股股份有限公司 2021 年年度报告全文 Profit of discontinuing operation Income tax Item Revenue Expenses Total profit Net profit attributable to expenses owners of parent company Other explanation 6. Segment (1) Recognition basis and accounting policy for reportable segment (2) Financial information for reportable segment Unit: RMB/CNY Item Offset between segment Total (3) The Company has no segment, or unable to disclose total assets and liability of the segment, explain reasons (4) Other explanation 7. Other major transaction and events makes influence on investor’s decision 8. Other XVII. Principle notes of financial statements of parent company 1. Account receivable (1) Account receivable classify by category Unit: RMB/CNY Ending balance Opening balance Bad debt Book balance Book balance Bad debt provision Category provision Book Book Amoun Accrua value Amoun Amoun Accrual value Amount Ratio Ratio t l ratio t t ratio Account receivable 28,453.0 0.02 28,453. 100.00 28,453. 28,453. 100.00 0.69% with bad debt 8 % 08 % 08 08 % 296 深圳市深粮控股股份有限公司 2021 年年度报告全文 provision accrual on a single basis Including: Account receivable with single minor amount but with 28,453.0 0.02 28,453. 100.00 28,453. 28,453. 100.00 0.69% bad debts provision 8 % 08 % 08 08 % accrued on a single basis Account receivable 135,67 with bad debt 135,682, 99.9 4,426.3 4,098,2 10,537. 4,087,68 8,426.3 99.31% 0.26% provision accrual 852.60 8% 0 18.40 22 1.18 0 on portfolio Including: Portfolio of sales 0.01 4,426.3 50.00 4,426.3 796,99 10,537. 786,459. 8,852.60 19.31% 1.32% receivable % 0 % 0 6.91 22 69 135,67 Object-specific 135,674, 99.9 3,301,2 3,301,22 4,000.0 80.00% portfolio 000.00 7% 21.49 1.49 0 135,67 135,711, 100. 32,879. 4,126,6 100.00 38,990. 4,087,68 Total 8,426.3 305.68 00% 38 71.48 % 30 1.18 0 Accrual of bad debt provision on single item: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Accrual causes Other accrual on single Slightly possibly taken 28,453.08 28,453.08 100.00% basis back Total 28,453.08 28,453.08 -- -- Accrual of bad debt provision on single item: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Accrual causes Accrual of bad debt provision on portfolio: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Portfolio of sales receivable 8,852.60 4,426.30 50.00% 297 深圳市深粮控股股份有限公司 2021 年年度报告全文 Object-specific portfolio 135,674,000.00 Total 135,682,852.60 4,426.30 -- Explanation on portfolio determines: Accrual of bad debt provision on portfolio: Unit: RMB/CNY Ending balance Name Book balance Bad debt provision Accrual ratio Explanation on portfolio determines: If the provision for bad debts of account receivable is made in accordance with the general model of expected credit losses, please refer to the disclosure of other account receivables to disclose related information about bad-debt provisions: □ Applicable √ Not applicable By account age Unit: RMB/CNY Account age Book balance Within one year(including one year) 135,674,000.00 2-3 years 37,305.68 Over 3 years 8,852.60 Over 5 years 28,453.08 Total 135,711,305.68 (2) Bad debt provision accrual, collected or reversal in the period Bad debt provision accrual in the period: Unit: RMB/CNY Amount changed in the period Opening Category Collected or Ending balance balance Accrual Written off Other reversal Other accrual 28,453.08 28,453.08 on single basis Sales Receivables 10,537.22 6,110.92 4,426.30 Portfolio Total 38,990.30 6,110.92 32,879.38 Including major amount bad debt provision that collected or reversal in the period: Unit: RMB/CNY Enterprise Amount collected or reversal Collection way 298 深圳市深粮控股股份有限公司 2021 年年度报告全文 (3) Account receivable actually written-off in the period Unit: RMB/CNY Item Amount written-off Including major account receivable written-off: Unit: RMB/CNY Amount Procedure of Resulted by related Enterprise Nature Written-off causes written-off written-off transaction (Y/N) Explanation on account receivable written-off: (4)Top 5 account receivables at ending balance by arrears party Unit: RMB/CNY Ending balance of accounts Proportion in total receivables Ending balance of bad debt Enterprise receivable at ending balance (%) reserve Total (5) Amount of assets and liabilities that formed the by transferring of account receivable and continue to be involved Other explanation: (6) Account receivables derecognized due to the transfer of financial assets 2. Other account receivable Unit: RMB/CNY Item Ending balance Opening balance Dividend receivable 540,000,000.00 390,000,000.00 Other account receivable 443,939,717.84 502,105,968.23 Total 983,939,717.84 892,105,968.23 (1) Interest receivable 1) Category of interest receivable Unit: RMB/CNY Item Ending balance Opening balance 299 深圳市深粮控股股份有限公司 2021 年年度报告全文 2) Important overdue interest Whether impairment Borrower Ending balance Overdue time Overdue causes occurs and its judgment basis Other explanation: 3) Accrual of bad debt provision □ Applicable √ Not applicable (2) Dividend receivable 1) Category of dividend receivable Unit: RMB/CNY Item (or the invested entity) Ending balance Opening balance SZCG 540,000,000.00 390,000,000.00 Total 540,000,000.00 390,000,000.00 2) Important dividend receivable with account age over one year Unit: RMB/CNY Whether impairment Item (or the invested Reasons for not Ending balance Account age occurs and its entity) collection judgment basis 3) Accrual of bad debt provision □ Applicable √ Not applicable Other explanation: (3) Other account receivable 1) Other account receivable classify by nature Unit: RMB/CNY Nature Ending book balance Opening book balance 2) Accrual of bad debt provision Unit: RMB/CNY 300 深圳市深粮控股股份有限公司 2021 年年度报告全文 Phase I Phase II Phase III Expected credit losses for Expected credit losses for Expected credit Bad debt provision the entire duration the entire duration (with Total losses over next 12 (without credit credit impairment months impairment occurred) occurred) Balance on Jan. 1, 258,262.82 27,187,201.50 27,445,464.32 2021 Balance of Jan. 1, 2021 —— —— —— —— in the period Current accrual 444,065.39 444,065.39 Current reversal 44,794.67 44,794.67 Balance on 31 Dec. 213,468.15 27,631,266.89 27,844,735.04 2021 Change of book balance of loss provision with amount has major changes in the period □ Applicable √ Not applicable By account age Unit: RMB/CNY Account age Book balance Within one year(including one year) 446,290,047.53 2-3 years 25,494,405.35 Over 3 years 436,664.33 3-4 years 436,664.33 4-5 years 24,621,076.69 Over 5 years 471,784,452.88 Total 446,290,047.53 3) Bad debt provision accrual, collected or reversal in the period Bad debt provision accrual in the period: Unit: RMB/CNY Amount changed in the period Opening Category Collected or Ending balance balance Accrual Written off Other reversal Accrual of bad debt provision on 27,187,201.50 444,065.39 27,631,266.89 single item Accrual of bad 258,262.82 44,794.67 213,468.15 debt provision on 301 深圳市深粮控股股份有限公司 2021 年年度报告全文 portfolio Total 27,445,464.32 444,065.39 44,794.67 27,844,735.04 Including major amount with bad debt provision reverse or collected in the period: Unit: RMB/CNY Enterprise Amount reversal or collected Collection way 4) Other account receivable actually written-off in the period Unit: RMB/CNY Item Amount written-off Including important other account receivable written-off: Unit: RMB/CNY Amount Procedure of Resulted by related Enterprise Nature Written-off causes written-off written-off transaction (Y/N) Explanation on other account receivable written-off: 5) Top 5 other receivables at ending balance by arrears party Unit: RMB/CNY Ratio in total ending balance of Ending balance of Enterprise Nature Ending balance Account age other account bad debt reserve receivables First Other internal 163,583,712.37 Within one year 34.67% funds Second Other internal 121,519,491.64 Within one year 25.76% funds Three Other internal 113,690,711.18 Within one year 24.10% funds Fourth Other internal Within one year, 24,608,742.46 5.22% 22,187,644.18 funds over 5 years Fifth Other internal 20,016,916.67 Within one year 4.24% funds Total 443,419,574.32 93.99% 22,187,644.18 6) Other account receivables related to government grants Unit: RMB/CNY Enterprise Government grants Ending balance Ending account age Time, amount and basis 302 深圳市深粮控股股份有限公司 2021 年年度报告全文 for collection predicted 7) Other receivables derecognized due to the transfer of financial assets 8) Amount of assets and liabilities that formed the by transferring of other receivable and continue to be involved Other explanation: 3. Long-term equity investment Unit: RMB/CNY Ending balance Opening balance Item Impairment Impairment Book balance Book value Book balance Book value provision provision Investment for 4,054,019,425. 4,048,519,425. 3,713,214,425. 3,707,714,425. 5,500,000.00 5,500,000.00 subsidiary 09 09 09 09 Investment for associates and 2,927,628.53 2,927,628.53 2,927,628.53 2,927,628.53 joint venture 4,056,947,053. 4,048,519,425. 3,716,142,053. 3,707,714,425. Total 8,427,628.53 8,427,628.53 62 09 62 09 (1) Investment for subsidiary Unit: RMB/CNY Current changes (+, -) Ending Opening Ending The invested Accrual of balance of balance(boo Additional Capital balance(book entity impairment Other impairment k value) investment reduction value) provision provision Shenbao 2,550,000.00 2,550,000.00 Property Shenbao 5,500,000.00 Industry & Trade Shenliang 80,520,842.3 80,520,842.3 Food 6 6 Shenbao 168,551,781. 168,551,781. Huacheng 80 80 Huizhou 60,000,000.0 60,000,000.0 Shenbao 0 0 303 深圳市深粮控股股份有限公司 2021 年年度报告全文 Shenbao 54,676,764.1 54,676,764.1 Technology 1 1 Shenbao 50,000,000.0 50,000,000.0 Investment 0 0 SZCG 3,291,415,03 3,291,415,03 6.82 6.82 Dongguan 321,680,000. 321,680,000. Logistics 00 00 Wuhan 21,675,000.0 21,675,000.0 Jiacheng 0 0 Total 3,707,714,42 343,355,000. 2,550,000.00 4,048,519,42 5,500,000.00 5.09 00 5.09 (2) Investment for associates and joint venture Unit: RMB/CNY Current changes (+, -) Ending Investm Cash Openin Other Accrual balance Investm ent dividen Ending g Additio compre of of ent Capital gains Other d or balance balance nal hensive impair impair compan reducti recogni equity profit Other (book (book investm income ment ment y on zed change announ value) value) ent adjustm provisi provisi under ced to ent on on equity issued I. Joint venture II. Associated enterprise Shenzh en Shenba o (Liaoyu 57,628. an) 53 Industri al Compa ny Shenzh en 2,870,0 Shenba 00.00 o (Xinmi 304 深圳市深粮控股股份有限公司 2021 年年度报告全文 n) Foods Co., Ltd Subtota 2,927,6 l 28.53 2,927,6 Total 28.53 (3) Other explanation 4. Operating revenue and operating cost Unit: RMB/CNY Current Period Last Period Item Revenue Cost Revenue Cost Main business 152,450,921.01 471,590.28 2,937,704.33 2,935,769.97 Other business 304,502.00 3,849,941.90 471,590.33 Total 152,755,423.01 471,590.28 6,787,646.23 3,407,360.30 Revenue-related information: Unit: RMB/CNY Category Branch 1 Branch 2 Total Product Types Including: Classification by business area Including: Market or customer type Including: Contract Types Including: Classification by time of goods transfer Including: Classification by contract duration Including: 305 深圳市深粮控股股份有限公司 2021 年年度报告全文 Classification by sales channel Including: Total Information relating to performance obligations: Nil Information related to the transaction price apportioned to the remaining performance obligations: The amount of income corresponding to the performance obligations that have been signed at the end of this reporting period but have not yet been fulfilled or have not done with fulfillment is 0.00 yuan, among them, 0.00yuan of revenue is expected to be recognized in 0 yuan of revenue is expected to be recognized in 0, and 0.00 yuan of revenue is expected to be recognized in 0. Other explanation: 5. Investment income Unit: RMB/CNY Item Current Period Last Period Investment income from disposal of 274,697.80 2,288,570.32 long-term equity investment Investment income during the period of 667,216.57 392,551.01 tradable financial assets hold Subsidiary dividends 150,451,054.95 390,473,276.41 Total 151,392,969.32 393,154,397.74 6. Other XVIII. Supplementary information 1. Current non-recurring gains/losses √ Applicable □Not applicable Unit: RMB/CNY Item Amount Note Gains/losses from the disposal of non-current asset 29,351,180.57 Governmental subsidy reckoned into current gains/losses (except for those with normal operation business concerned, and conform to the national policies & 15,871,621.28 regulations and are continuously enjoyed at a fixed or quantitative basis according to certain standards) Profit and loss of assets delegation on others’ investment or management 4,014,308.85 Except for the effective hedging operations related to normal business operation of 299,292.76 306 深圳市深粮控股股份有限公司 2021 年年度报告全文 the Company, the gains/losses of fair value changes from holding the trading financial assets and trading financial liabilities, and the investment earnings obtained from disposing the trading financial asset, trading financial liability Switch-back of provision of impairment of account receivable and contract assets 4,076,676.65 which are treated with separate depreciation test Other non-operating income and expenditure except for the aforementioned items 13,089,042.88 Subtotal Less: impact on income tax 14,600,145.88 Impact on minority interests 940,057.30 Total 51,161,919.81 -- Details of other gains/losses items that meets the definition of non-recurring gains/losses: □ Applicable √ Not applicable There are no other gains/losses items that meet the definition of non-recurring gains/losses in the Company. Explain 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 □ Applicable √ Not applicable 2. ROE and earnings per share Earnings per share Profits during report period Weighted average ROE Basic earnings per Diluted earnings per share (RMB/Share) share (RMB/Share) Net profits belong to common 9.13% 0.3720 0.3720 stock stockholders of the Company Net profits belong to common stock stockholders of the 8.04% 0.3276 0.3276 Company after deducting nonrecurring gains and losses 3. 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 Unit: RMB/CNY Net profit Net assets Current Period Last Period Ending balance Opening balance Chinese GAAP 428,720,226.09 405,088,385.54 4,630,292,102.34 4,595,331,999.76 307 深圳市深粮控股股份有限公司 2021 年年度报告全文 Items and amount adjusted by IAS: Adjustment for other payable fund of stock 1,067,000.00 1,067,000.00 market regulation IAS 428,720,226.09 405,088,385.54 4,631,359,102.34 4,596,398,999.76 (2) Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) □ Applicable √Not applicable (3) Explanation on data differences under the accounting standards in and out of China; as for the differences adjustment audited by foreign auditing institute, listed name of the institute 4. Other 308