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深赤湾B:2011年年度报告摘要(英文版)2012-03-28  

						                                                                          Abstract for 2011 Annual Report

Stock Code: 000022 /200022   Stock Abbr.: Chiwan Wharf A/Chiwan Wharf B   Announcement Serial No. 2012-008




             SHENZHEN CHIWAN WHARF HOLDINGS LIMITED
                 ABSTRACT FOR 2011 ANNUAL REPORT

1. Important Notes

1.1 The Board of Directors, the Supervisory Committee as well as the directors, supervisors and
    senior management staff of Shenzhen Chiwan Wharf Holdings Limited (hereinafter referred to
    as “the Company”) hereby confirm that there exists no omission, misstatement, or misleading
    information in this report, and will accept, individually and collectively, the responsibility for
    the correctness, accuracy and completeness of the contents of this report. The report is
    abstracted from the 2011 Annual Report, which is published on the internet website
    www.cninfo.com.cn in the mean time. The investors are suggested to read the full text of 2011
    Annual Report to understand more details.
1.2 All Directors agreed with and guaranteed the correctness, accuracy and completeness of the
    contents of this Report.
1.3 Independent director Zhang Jianjun did not attend the meeting due to business reason and
    appointed Independent director Hao Zhujiang, as his proxy to attend and speak at the meeting
    on his behalf. Independent director Zhang Jianjun has given his consents to the full contents of
    this report.
1.4 PricewaterhouseCoopers Zhong Tian CPAs Limited Company presented standard audit reports
    without any reserved opinions for Financial Statements 2011 of the Company.
1.5 Chairman of the Board Mr. Zheng Shaoping, Chief Financial Officer Mr. Zhang Jianguo and
    Financial Manager Ms. Ma Zhihong hereby confirm that the Financial Statements in the Annual
    Report are true, accurate and complete.
1.6 The Annual Report is written in both English and Chinese. In case of any discrepancy between
    the two versions, Chinese version prevails.
1.7 According to certain regulations issued by China Securities Regulatory Commission, the
    Company needn't to prepare Financial Statements under International Financial Reporting
    Standards, thus all the financial data disclosed in this report were prepared under Chinese
    Accounting Standards.


2. Company Profile
2.1 Basic information
Stock Abbreviation                     Chiwan Wharf A/Chiwan Wharf B
Stock Code                             000022/200022
Stock Exchange                         Shenzhen Stock Exchange

2.2 For contact
                                   Company Secretary                    Securities Affairs Representative
         Name           Ms. Bu Dan                                Ms. Hu Jingjing
                        13/F., Chiwan Petroleum Building,         13/F., Chiwan Petroleum Building,
        Address
                        Shenzhen, PRC                             Shenzhen, PRC
          Tel           +86 755 26694222                          +86 755 26694222
          Fax           +86 755 26684117                          +86 755 26684117
         E-mail         cwh@cndi.com                              cwh@cndi.com


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                                                                                   Abstract for 2011 Annual Report

  3. Financial and Business Highlights
  3.1 Major accounting data
                                                                                                       Unit: RMB
                                                                            Increase or decrease of
                                        2011                   2010                                        2009
                                                                            this year than last year
           Revenue                 1,708,136,899.00        1,740,417,668.00                  -1.85%    1,465,434,512.00
       Operating profit              816,494,626.00          962,439,501.00                -15.16%       673,649,986.00
          Total profit               816,337,301.00          964,414,981.00                -15.35%       679,900,108.00
  Net profit attributable to
     equity holders of the           505,645,137.00         596,680,156.00                 -15.26%      418,864,844.00
           Company
   Net profit attributable to
     equity holders of the
                                     505,629,810.00         595,310,399.00                 -15.06%      412,521,386.00
Company after extraordinary
       gains and losses
Net cash flows from operating
                                     746,190,596.00         926,845,569.00                 -19.49%      726,501,993.00
           activities
                                                                       Increase or decrease of
                                 As at 31 Dec. 2011 As at 31 Dec. 2010 this year-end than last As at 31 Dec. 2009
                                                                              year-end
          Total assets             6,540,228,435.00 6,202,184,742.00                    5.45%    5,527,873,569.00
        Total liabilities          2,434,164,364.00 2,395,026,910.00                    1.63%    2,107,282,039.00
  Total equity attributable to
    equity holders of the          3,467,796,751.00        3,239,549,058.00                  7.05%     2,852,982,756.00
           Company
         Share capital               644,763,730.00         644,763,730.00                   0.00%      644,763,730.00



  3.2 Financial Highlights

                                                                                                       Unit: RMB
                                                                                     Increase or
                                                                                   decrease of this
                                                    2011                2010                               2009
                                                                                    year than last
                                                                                        year
Basic earnings per share                                   0.784             0.925         -15.24%                 0.650
Diluted earnings per share                                 0.784             0.925         -15.24%                 0.650
Basic     earnings    per share      after
                                                           0.784               0.923        -15.06%                0.640
extraordinary gains and losses
Weighted average return on equity                       15.19%                19.70%          -4.51%              15.08%
Weighted average return on net assets
                                                        15.19%                19.65%          -4.46%              14.85%
after extraordinary gains and losses
Net cash flow per share arising from
                                                           1.157               1.437        -19.49%                1.127
operating activities
                                                                                      Increase or
                                                                                    decrease of this
                                              As at 31 Dec. 2011 As at 31 Dec. 2010                  As at 31 Dec. 2009
                                                                                     year-end than
                                                                                     last year-end
Net assets per share attributable to equity
                                                           5.378               5.024          7.05%                4.425
holders of the Company
Asset-liability ratio                                   37.22%                38.62%          -1.40%              38.12%




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                                                                                               Abstract for 2011 Annual Report
  3.3 Items of extraordinary gains and losses
  √Applicable       □Non-applicable
                                                                                                                         Unit: RMB
                                                                                  Notes (if
                          Items                                 2011                                    2010                     2009
                                                                                 applicable)
  Net gains on disposal of non-current assets              -1,889,222.00                              -672,955.00              8,218,321.00

  Government grants in current year profit                              0.00                         1,200,000.00              1,450,000.00

  Receivables impairment reversal by individual                         0.00                                      0.00         1,815,259.00
  assessment
  Other non-operating income/(expense),net                  1,731,897.00                             1,448,435.00              -3,418,198.00
  Tax effects                                                  33,863.00                              -350,605.00              -1,572,070.00
  Minority interests effects (after tax)                      138,789.00                              -255,118.00                -149,854.00
                       Total                                   15,327.00              -              1,369,757.00               6,343,458.00


  4. Particulars about Shareholding and Control Relationship Illustration
  4.1 Top ten shareholders and top ten shareholders holding shares not subject to trading moratorium

                                                                                                                               Unit: Share
Total    number    of     38,502, with 29,466 being A-share         Total       number      of      38,558, with 29,728 being A-share
shareholders as at 31     holders, and 9,036 being B-share          shareholders as at 29 Feb.      holders, and 8,830 being B-share
Dec. 2011                 holders                                   2012                            holders

Shareholdings of top ten shareholders (all being shareholders holding shares not subject to trading moratorium)

                                                                                                       Shares                         Type of
                                                                                                                      Shares
                                                                   Percentage of                      subject to                       shares
                                                 Nature of                           Total shares                    pledged
          Name of shareholders                                     shareholding                        trading                       (A, B, H
                                                shareholders                         held (share)                    or frozen
                                                                       (%)                           moratorium                      or other
                                                                                                                      (share)
                                                                                                       (share)                        shares)
CHINA NANSHAN DEVELOPMENT
                                                                        57.52%       370,878,000          0                0         A shares
(GROUP) INC.

KEEN FIELD ENTERPRISES LIMITED               Holder of B shares         8.02%        51,708,881           0               N/A        B shares

CMBLSA RE FTIF TEMPLETON
                                             Holder of B shares         7.43%        47,914,954           0               N/A        B shares
ASIAN GRW FD GTI 5496

GOVERNMENT OF SINGAPORE INV.
                                             Holder of B shares         0.94%         6,071,192           0               N/A        B shares
CORP.- A/C "C"

EMPLOYEES PROVIDENT FUND                     Holder of B shares         0.55%         3,545,534           0               N/A        B shares

OMERS         ADMINISTRATION
                                             Holder of B shares         0.5%          3,238,309           0               N/A        B shares
CORPORATION(SC03)

TEMPLETON CANADA EMERGING
                                             Holder of B shares         0.41%         2,671,924           0               N/A        B shares
MKTS FUND

FTIF-TEMPLETON EMERGING MKT
                                             Holder of B shares         0.39%         2,522,279           0               N/A        B shares
SMALLER COMPANIES FUND

CHINA MERCHANTS             SECURITIES
                                             Holder of B shares         0.38%         2,470,046           0               N/A        B shares
(HK) CO., LTD

TEMPLETON         EMERGING         MKTS
                                             Holder of B shares         0.33%         2,126,967           0               N/A        B shares
FUND INC
                                                       China Nanshan Development (Group) Inc. does not have any relations with other
Explanation on associated relationship among the       shareholders holding shares not subject to trading moratorium. The Company does
top ten shareholders:                                  not know if there are any inter-relations among other shareholders holding shares
                                                       not subject to trading moratorium.


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                                                                                          Abstract for 2011 Annual Report

4.2 Shareholding structure of the Company



                                            State-Owned Assets Supervision
                                            and Administration Commission
                                                  of the State Council
                                                         100%



            China Merchants              State-Owned           State-Owned                    China
                 Group                      Assets                 Assets                    National
                55.14%                 Supervision and       Supervision and                Offshore
                                        Administration        Administration                    Oil
                                        Commission of         Commission of                 Corporation
                                          Shenzhen              the People’s
            China Merchants               Municipal           Government of
                Holdings                 Government             Guangdong
             (International)                                      Province
            Company Limited
                 100%                      100%                  100%                      100%




           China           Silverflow        Shenzhen        Guangdong             China               China             HK
         Merchants          Co., Ltd.       Investment        Guangye            National              Ocean           Clifford
         (Nanshan)                           Holdings        Investment          Offshore             Oilfields         Wong
          Holdings                           Co., Ltd.        Holdings              Oil               Services        Investme
            Ltd                                                Limited           Investme              (Hong           nt Co.,
                                                                                  nt Co.,              Kong)             Ltd
                                                                                    Ltd               Limited
                                                                                                      (COOS)


          36.52%               0.50%          26.10%           23.49%             7.83%                   1.64%        3.92%




                                  China Nanshan Development (Group) Incorporation

                                                                        57.52%
                         14.58%                                                                            27.90%
  Public A Shares                       Shenzhen Chiwan Wharf Holdings Limited                                      Public B Shares




                                                              4
                                                                       Abstract for 2011 Annual Report

5. Report of the Board of Directors
5.1 Discussion and analysis on the performance of 2011

 A.   Business review for the reporting period

 The Company is principally engaged in the handling, warehousing and transportation of containers
 and bulk cargoes, as well as the provision of related services.

 The year 2011 saw a faltering recovery of the world economy. The spreading European Sovereign
 Debt Crisis, the Japan Earthquake, the riotous Middle East and other factors presented the world
 economy with serious challenges. China’s foreign trade grew in a much lower-than-expected rate.
 Liner companies as a whole gave a lackluster performance, transport capacity was integrated and
 deepened, and more and more large ships kept putting pressure on facilities and equipments in
 ports. In the year, the Company deeply carried forward optimization of resource allocation, stepped
 up its efforts and looked for overall improvement of its resources. Meanwhile, it made good use of
 internal and external opportunities to ensure stability of clients and achieve steadily increasing rates
 of port operation charges. In order to upgrade its service, the Company reinforced internal
 management in an all-round way covering system, process, technology, training, etc., carried on
 with research and innovation in an orderly manner and made sure of application of research results.
 As a result, internal management of the Company was improved on a going basis and notable
 achievements were made in cost control. By and large, the Company managed to maintain or even
 slightly improve all of its performance indicators with a stricter cost control.

 Duing the reporting year, the Company achieved a container throughput of 5,793,000 TEU, down
 5.8% as compared with last year, pushing the Company behind the average growth rate of 0.3% in
 all Shenzhen ports for the same period. The said container throughput represented a 25.7% market
 share in the container & port business in Shenzhen, down 150 basic points on a year-on-year basis.
 Chiwan port achieved a throughput of 4,122,000 TEU, a 1% decrease over last year.

 As for its bulk cargo handling business, the Company still handled grain and fertilizers as its two
 main kinds of cargo and maintained a leading position in the region in this respect. In 2011,
 considering a weak market demand and decreasing available resources in Chiwan Port, the
 Company adjusted the cargo source structure by increasing the portion of high-value cargo sources.
 As a result, the average unit price rose considerably. Meanwhile, the Company also adjusted
 retention periods to increase its income from retention charges, which was why it still achieved
 growth in operating revenue and profit despite a decreasing throughput. Throughout the year, the
 Company achieved a throughput of 9.251 million tons, representing a slight decrease of 9.4% year
 on year. The bulk cargo throughput achieved by Chiwan port 6.532 million tons, decreased of
 18.2%, accounting for a 19.8% market share among the three main bulk cargo wharfs in Shenzhen,
 down 180 basic points over 2010.

 For the year 2011, the Company achieved a throughput of 63.84 million tons, representing a slight
 decrease of 0.5% over 2010 and accounting for 27.4% of the overall throughput at Shenzhen ports,
 down by 60 basic points as compared with 2010.




                                                   5
                                                                      Abstract for 2011 Annual Report

Business highlights of the Company for the past three years are set out as follows.

                          Business Data                    2011          2010         2009
     Total throughput (million tons)                         63.84          64.17        51.77
     Among which: Container throughput (million TEU)          5.79           6.15         4.77
     Chiwan Port                                              4.12           4.16         3.29
     Mawan Port                                               1.67           1.96         1.48
     Machong Port                                                 0          0.03            --
     Throughput of bulk cargo (million tons)                  9.25          10.21         8.18
     Chiwan Port                                              6.53           7.99         8.18
     Machong Port                                             2.72           2.23            --
     Hours charged for tow trucks (million hours)             1.23           1.30         1.16
     Hours charged for tugboats (hour)                      32,121        34,447        30,219


In face of rising labor cost, raw material cost and fuel cost in 2011, the Company actively coped
with these problems through modern management and research & innovation. It improved the
system’s statistical function, monitored unit consumption of labor and man hours, and reduced cost
labor according to the appraisal system. Meanwhile, it also explored the possibility of using
domestic tugboat spare parts to reduce raw material cost. And in order to keep down fuel cost, it
altered internal tugboats in container wharfs with LNG (liquefied natural gas). The relationship
between the costs caused by all adjustments in the year and the business volume and income was
under effective control.

B. Outlook for the future development of the Company
1.     Development trend and competition status of the industry in which the Company is engaged
In 2012, economic recovery in American and European countries may remain faltering, causing
weak demands. Affected by that, global economy will grow in a comparatively lower pace. China’s
foreign trade still has a chance to rise, but the growth rate is sure to become lower. Judging from the
cycle of the industry, the shipping industry may have reached the peak of this cycle in 2010, and
considering bottoming freight charges and unfavorable factors concerning the macro-economy and
shipping capacity supply & demand, it is hard for the industry to reach that peak again in 2012 even
if it bottoms out in the year. The intrinsic growth of the port industry will slow down structurally.
Meanwhile, investments that have been made in the high-speed development period will continue to
produce new throughput capacity, and over-capacity in ports will heat up competition.

Shenzhen ports mainly handle containers for foreign trade, making the port industry easily
susceptible to foreign demands. And the Company’s container business lies in an area where ports
handling large containers are close-packed, which means fierce competition. Slowdown of growth
in foreign trade and further relocation of industries from the Pearl River Delta will both affect
growth of container capacity in the future. At the same time, liner companies are having low freight
charges and a poor performance, which will consequently put pressure on port tariffs.

Alteration in ports in West Shenzhen will be carried forward step by step. The bulk cargo handling
business developed by the three ports in the western part of Shenzhen in line with their respective
strengths will remain stable generally, but the business structure may change as the plan for port
resources changes. In the long run, the fertilizer and grain handling business of the Company is

                                                       6
                                                                    Abstract for 2011 Annual Report
expected to show a steady growth; and resource allocation and business assignment between
Chiwan Port and Machong Port will be optimized as response to markets change, laying a
foundation for the sustained development of the Company’s bulk cargo handling business in the
future.

2.   Business Plan for 2012

In a changeable market environment, the Company will take initiative to alter its strategies so as to
seize market opportunities. Meanwhile, it will keep an eye on influence of state policy amendments
on imported cargos, as well as increasing near-sea cargos stimulated by development of emerging
Asian economies. It will also look for cooperation with other ports in the region so as to keep
competition in a healthy condition. It will continue to improve quality of all kinds of services it
provides, focus on its core competitive edge, and maintain stability in core business and with major
clients.

While trying to maintain the existing clients and market share, the Company will adopt more
proactive strategies to expand its business, and also attach great importance to market and brand
development. It will improve the governing environment for the port, expand cargo sources by
making use of the policy advantage of the bonded port, enhance its ability to utilize and integrate
internal and external resources, extend the service chain, and at the same time proactively improve
the operating efficiency and service quality as a way to cope with the fierce competition among
ports in the region.

The Company is well positioned to push forward research and innovation more deeply and widely;
improve the appraisal and incentive mechanism; upgrade management; increase its resource
distribution efficiency and allocation capability; encourage technical innovations for controlling
cost, saving energy & reducing CO2 emission and building green ports; constantly increase vitality
and sustainability of its core competitiveness; and enhance its risk control capability as a whole.

In 2012, the Company will mainly work on the following construction projects: the Berth 13
extension project in Chiwan Port to be commenced for accommodating more and more larger ships,
which will greatly improve our ability to receive and handle large ships at the jetty; ancillary
warehousing facilities for the first phase of the Machong Port Project, including bonded and bulk
grain warehouses; and the second phase of the Machong Port Project.

Meanwhile, we will keep an eye on any possible opportunity arising from market and industry
changes, as well as investment orientations for resource and business integration. Also, we will
continuously enhance our ability to manage investments, assure progress of all the construction
projects, and keep a watch over companies that we invest in.


3.   Capital requirements and expenditure plan for 2012

To implement our future development strategies and achieve business goals we have set, a capital
expenditure of RMB694 million is planned for 2012, of which RMB162 million will be invested in
fixed assets at Chiwan Port and RMB532 million will be invested in Machong Port in Dongguan.
The above capital expenditures will be mainly funded by cash inflows from operating activities of
the Company, bank borrowings and corporate bonds.




                                                7
                                                                             Abstract for 2011 Annual Report

5.2 Core business in different industries and products
                                                                                               Unit: RMB’000
                                     Core business in different industries
                                                                                                YoY +/- of
                                                     Operating                   YoY +/- of
                                                                     YoY +/- of                  operating
      Business         Revenue       Operating cost profit margin               operating cost
                                                                    revenue (%)                profit margin
                                                         (%)                         (%)
                                                                                                    (%)
Cargo handling          159,339.07       72,577.97        54.45%         -1.81%           3.45%         -4.70%


5.3 Reasons for material movements of profit breakdown, main business and its structure and main
    business profitability in the reporting period as compared with last year
□Applicable      √Non-applicable

6. Financial Report

6.1 Explanation about changes in accounting policies, accounting estimates and measurement
    methods as compared with the previous annual report
□Applicable    √Non-applicable

6.2 Significant accounting errors, corrected amount, reason and impact
□Applicable      √Non-applicable

6.3 Specific explanation about changes of the consolidation scope as compared with the previous
    annual report
√Applicable      □Non-applicable

Hinwin Development Limited was newly consolidated for the reporting year.

6.4 Explanation from the Board of Directors and the Supervisory Committee on any “non-standard
    auditor’s report” issued by the Certified Public Accountants
□Applicable       √Non-applicable




                                                              For and on behalf of the Board
                                                                    Zheng Shaoping
                                                                        Chairman
                                                           Shenzhen Chiwan Wharf Holdings Limited
                                                                      Dated 28 March 2012




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