China National Accord Medicines Corporation Ltd.
First Quarterly Report 2019
April 2019
1
Section I. Important Notes
Board of Directors and the Supervisory Committee of China National Accord
Medicines Corporation Ltd. (hereinafter referred to as the Company) and its
directors, supervisors and senior executives should guarantee the reality,
accuracy and completion of the quarterly report, there are no any fictitious
statements, misleading statements or important omissions carried in this report,
and shall take legal responsibilities, individual and/or joint.
Other directors attending the Meeting for Quarterly Report deliberation except
for the followed
Name of director absent Title for absent director Reasons for absent Attorney
Li Zhiming director Official business Liu Yong
Jiang Xiuchang director Official business Liu Yong
Lin Zhaoxiong person in charge of the Company, Wei Pingxiao, person in
charger of accounting works and Wang Ying, person in charger of accounting
organ (accounting officer) hereby confirm that the Financial Report of this
Quarterly Report is authentic, accurate and complete.
2
Section II. Company profile
I. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data
□ Yes √No
Changes of this period over
Current Period Same period of last year
same period of last year
Operating income (RMB) 11,879,309,078.82 10,256,566,731.51 15.82%
Net profit attributable to shareholders of
300,149,012.08 292,731,685.33 2.53%
the listed company (RMB)
Net profit attributable to shareholders of
the listed company after deducting 297,420,355.99 284,982,162.39 4.36%
non-recurring gains and losses (RMB)
Net cash flow arising from operating
-759,367,352.29 -864,716,289.96 12.18%
activities (RMB)
Basic earnings per share (RMB/Share)
0.70 0.68 2.94%
Diluted earnings per share (RMB/Share)
0.70 0.68 2.94%
Weighted average ROE
2.55% 3.07% -0.52%
At the end of the reporting At the end of last year Changes of this period-end
period over same period-end of last
year
Total assets (RMB)
30,855,284,546.74 28,930,300,519.97 6.65%
Net assets attributable to shareholder of
11,918,581,615.36 11,618,432,603.28 2.58%
listed company (RMB)
Items of non-recurring gains and losses
√ Applicable □ Not applicable
In RMB
Amount from year-begin to
Item Note
period-end
Fixed assets disposal from
Gains/losses from the disposal of non-current asset (including the subsidiary Guoda Drugstore and
-24,914.66
write-off that accrued for impairment of assets) Sinopharm Holding Guangxi
Company.
Governmental subsidy reckoned into current gains/losses (not
Mainly due to the various special
including the subsidy enjoyed in quota or ration according to
1,897,634.72 grants received in the current
national standards, which are closely relevant to enterprise’s
period.
business)
3
The impairment of account
Reversal of impairment reserve for account receivable with receivable separately accrual in
479,568.94
separate impairment testing previous years have been taken
back in the current period.
The gains obtained from offering
Gains and losses on foreign entrusted loans 875,924.93 entrust loans to China National
Zhijun (Suzhou).
Other non-operating income and expenditure except for the
770,827.15
aforementioned items
Less: impact on income tax 887,466.28
Impact on minority shareholders’ equity (post-tax) 382,918.71
Total 2,728,656.09 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
□ Applicable √ Not applicable
In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss
II. Total number of shareholders at the end of this report period and top ten shareholders
1. Total number of common shareholders at the end of this report period and top ten common shareholders
In shares
Total preference shareholders
Total common shareholders
with voting rights recovered at
17,550 0
at the end of report period end of reporting period (if
applicable)
Top ten shareholders
Amount of
Shareholder’s Nature of Proportion of Amount of shares Number of share pledged/frozen
restricted shares
name shareholder shares held held State of share Amount
held
Sinopharm Group State-owned legal
56.06% 239,999,991 55,057,700
Co., Ltd. person
Hong Kong
Securities Foreign
3.39% 14,512,583 0
Clearing Corporation
Company Ltd
HTHK/CMG Foreign 2.68% 11,469,644 0
4
FSGUFP-CMG Corporation
FIRST STATE
CHINA
GROWTH FD
China United
Property
Insurance Domestic non
Company
state-owned legal 1.73% 7,400,422 0
Limited -
Traditional person
insurance
products
China National
Pharmaceutical State-owned legal
1.24% 5,323,043 5,323,043
Foreign Trade person
Corporation
# Beijing
Haoqing Fortune
Investment Domestic non
Management Co., state-owned legal 0.96% 4,118,716
Ltd. – Haoqing person
Value Stable No.8
Investment Fund
GUOTAI
JUNAN
Foreign
SECURITIES(H 0.90% 3,835,608
Corporation
ONGKONG)
LIMITED
Central Huijin State-owned legal
0.89% 3,804,400
Investment Ltd. person
Fidelity (Hong
Foreign
Kong) Co., Ltd. - 0.87% 3,743,017
Corporation
customer capital
Bank of China-
Harvest
Domestic non
Shanghai-H.K.-S
state-owned legal 0.83% 3,554,700
henzhen Selected
person
Securities
Investment Fund
Top ten shareholders with unrestricted shares held
Type of shares
Shareholder’s name Amount of unrestricted shares held
Type Amount
RMB ordinary
Sinopharm Group Co., Ltd. 184,942,291 184,942,291
shares
5
Hong Kong Securities Clearing RMB ordinary
14,512,583 14,512,583
Company Ltd shares
HTHK/CMG FSGUFP-CMG FIRST Domestic listed
11,469,644 11,469,644
STATE CHINA GROWTH FD foreign shares
China United Property Insurance
RMB ordinary
Company Limited - Traditional 7,400,422 7,400,422
shares
insurance products
# Beijing Haoqing Fortune
Investment Management Co., Ltd. – RMB ordinary
4,118,716 4,118,716
Haoqing Value Stable No.8 shares
Investment Fund
GUOTAI JUNAN
Domestic listed
SECURITIES(HONGKONG) 3,835,608 3,835,608
foreign shares
LIMITED
RMB ordinary
Central Huijin Investment Ltd. 3,804,400 3,804,400
shares
Fidelity (Hong Kong) Co., Ltd. - RMB ordinary
3,743,017 3,743,017
customer capital shares
Bank of China-Harvest
RMB ordinary
Shanghai-H.K.-Shenzhen Selected 3,554,700 3,554,700
shares
Securities Investment Fund
Basic endowment insurance fund- RMB ordinary
3,359,356 3,359,356
1003 group shares
Explanation on associated It is unknown that there exists no associated relationship or belongs to the consistent person
relationship among the aforesaid acting in concert among the other tradable shareholders regulated by the Management
shareholders Measure of Information Disclosure on Change of Shareholding for Listed Companies.
Explanation on shareholders
Beijing Haoqing Fortune Investment Management Co., Ltd. – Haoqing Value Stable No.8
involving margin business about top
Investment Fund holds shares of the Company through margin trading and negotiable
ten common stock shareholders (if
securities account that is 4,118,716 shares in total.
applicable)
Whether top ten common shareholders or top ten common shareholders with un-restrict shares held have a buy-back agreement
dealing in reporting period
□ Yes √ No
The top ten common shareholders or top ten common shareholders with un-restrict shares held of the Company have no buy-back
agreement dealing in reporting period.
2. Total shareholders with preferred stock held at Period-end and shares held by top ten shareholders with
preferred stock held
□ Applicable √ Not applicable
6
Section III. Significant Events
I. Particulars about material changes in items of main accounting statement and financial
index and explanations of reasons
√Applicable □Not applicable
1. Interest receivable: an increase of 2.5509 million Yuan compared with the beginning of the period, with a growth rate of 31.02%,
mainly because the accrual for deposit interest increased;
2. Construction in progress: a decrease of 13.2163 million Yuan compared with the beginning of the period, with a growth rate of
-36.30%, mainly because the ERP project completed for acceptance and transfer out;
3. Wages payable: a decrease of 70.1103 million Yuan compared with the beginning of the period, with a growth rate of -30.24%,
mainly because employee’s wages accrual last year are provided in the Period;
4. Other current liabilities: an increase of 145,300 Yuan compared with the beginning of the period, with a growth rate of 49.66%,
mainly because the output tax ready for transfer increased over that of amount at beginning of the year;
5. Financial expenses : an increase of 8.7817 million Yuan on a year-on-year basis, with a growth rate of 39.43%, mainly because
financing cost of the supply chain in this period has increased compared with the same period of last year;
6. Assets impairment loss: an increase of 1.0471 million Yuan on a year-on-year basis, with a growth rate of 197.37%, mainly
because inventory falling price reserves reversed in the period declined from a year earlier;
7. Credit impairment loss: an increase of 5.2393 million Yuan on a year-on-year basis, with a growth rate of 624.12%, mainly
because account receivable at period-end has increased over same period of last year, thus the impairment for bad debts accrual
increased on a y-o-y basis;
8. Income from assets disposal: a decrease of 3.8445 million Yuan on a year-on-year basis, with a growth rate of -100.37%, mainly
because in same period of last year, government collected property payments are received while no such amounted occurred in the
period;
9. Non-operating income: an increase of 480,200 Yuan on a year-on-year basis, with a growth rate of 35.31%, mainly because written
off for the account payable that no need to be paid increased from a year earlier in the period;
10. Non-operating expense: a decrease of 264,900 Yuan on a year-on-year basis, with a growth rate of -42.40%, mainly because fine
for delaying in the period declined on a y-o-y basis;
11. Minority shareholders’ gains and losses: an increase of 24.3643 million Yuan on a year-on-year basis, with a growth rate of
121.17%, mainly because at second half of 2018, subsidiary Guoda Drugstore introduce strategic investors, then the minority’s
interest declined on a y-o-y basis;
12. Total comprehensive income attributable to minority shareholders: an increase of 24.3643 million Yuan on a year-on-year basis,
with a growth rate of 121.17%, mainly because at second half of 2018, subsidiary Guoda Drugstore introduce strategic investors, thus
the total comprehensive income attributable to minority shareholders are increased correspondingly;
13. Refunds of taxes: a decrease of 400 Yuan on a year-on-year basis, with a growth rate of -100.00%, mainly because refunds of
taxes received in same period of last year while no such amount occurred in the period;
14. Cash received from investment income: an increase of 296,000 Yuan on a year-on-year basis, with a growth rate of 39.10%,
mainly because received cash bonus from joint venture in the period while no such amount occurred in same period of last year;
15. Net cash received from disposal of fixed assets, intangible assets and other long-term assets: a decrease of 5.613 million Yuan on
a year-on-year basis, with a growth rate of -98.73%, mainly because revenue from intangible assets disposal in the period decline
from a year earlier;
7
16. Other cash received relating to investment activities: a decrease of 44 million Yuan on a year-on-year basis, with a growth rate of
-100%, mainly because loan by mandate received from Sinopharm Holding Zhijun (Suzhou) Company at same period last year while
no such amount occurred in the period;
17. Sub-total of cash inflows from investment activities: a decrease of 49.3170 million Yuan on a year-on-year basis, with a growth
rate of -97.77%, mainly because loan by mandate received from Sinopharm Holding Zhijun (Suzhou) Company at same period last
year while no such amount occurred in the period;
18. Cash paid for investment: an increase of 20.1221 million Yuan on a year-on-year basis, with a growth rate of 100%, mainly
because stores transfer amount for retail store acquisition from subsidiary Guoda Drugstore are paid in the period while no such
amount occurred at same period last year;
19. Other cash paid relating to investment activities: a decrease of 43.9970 million Yuan on a year-on-year basis, with a growth rate
of -99.99%, mainly because loan by mandate of Sinopharm Holding Zhijun (Suzhou) Company are paid at same period last year
while no such amount occurred in the period;
20. Net cash flow from investment activities: a decrease of 27.0534 million Yuan on a year-on-year basis, with a growth rate of
-61.00%, mainly because stores transfer amount for retail store acquisition from subsidiary Guoda Drugstore are paid in the period
while no such amount occurred at same period last year;
21. Cash received by absorbing investments: a decrease of 7.1012 million Yuan on a year-on-year basis, with a growth rate of
-61.79%, mainly because investment from minority shareholders are declined from a year earlier;
22. Other cash received relating to financing activities: an increase of 69.0575 million Yuan on a year-on-year basis, with a growth
rate of 67.82%, mainly because supply chain financing increased from a year earlier;
23. Sub-total of cash inflows from financing activities: an increase of 58.2847 million Yuan on a year-on-year basis, with a growth
rate of 45.90%, mainly because supply chain financing increased from a year earlier;
24. Cash paid for distribution of dividend, profit or interest payment: an increase of 53.2311 million Yuan on a year-on-year basis,
with a growth rate of 172.70%, mainly because interest of the supply chain financing increased from a year earlier;
25. Sub-total of cash outflows from financing activities: an increase of 60.6417 million Yuan on a year-on-year basis, with a growth
rate of 64.55%, mainly because interest of the supply chain financing increased from a year earlier;
26. Balance of cash and cash equivalents at the period -end: an increase of 4044 million Yuan on a year-on-year basis, with a growth
rate of 144.57%, mainly because endowment money from strategic investors was received by subsidiary Guoda Drugstore at second
half of last year while no such amount occurred at same period last year
II. Analysis and explanation of significant events and their influence and solutions
□Applicable √Not applicable
Progress of shares buy-back
□Applicable √Not applicable
Implementation progress of the reduction of repurchases shares by centralized bidding
□Applicable √Not applicable
III. 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
Commitments Promise Type of Content of commitments Commit Commitm Impleme
commit ment ent term ntation
8
ments date
Commitments
for
share merger
reform
"As a large pharmaceutical commercial enterprise whose
business involves pharmaceutical wholesale and retail,
Sinopharm Holding may overlap with the Company in
geographical segmentation during its future business
development. To avoid the potential peer competition brought
by such geographical overlap, Sinopharm Holding undertakes
that, upon the transfer of shares of Sinopharm Holding
Guangzhou it held to Sinopharm Accord, “1. it will not
Commit newly-establish or broaden within Guangdong any business
Commitments Normally
in report of Sinopharm ment of operation that actually compete with that of Sinopharm 21 June Long-term
implemen
acquisition or Holding sharehol Accord, or set up any new subsidiaries or subordinate 2005 effective
equity change ting
ders enterprises who engage in such business. 2. It will enter into
business delineation with Sinopharm Accord and Sinopharm
Holding Guangzhou, thereby giving the three parties clear
geographical areas to carry out pharmaceutical wholesale and
retail businesses, so as to avoid potential peer competition.
Apart from above, Sinopharm Holding will no longer
newly-establish any enterprise that may compete with
Sinopharm Accord in the production and R&D of
pharmaceutical products.”
“Sinopharm Holding and Sinopharm Foreign Trade made
commitments in the Report about China National Accord
Medicines Corporation Ltd. Purchasing Assets and Raising
Supporting Funds and Related Transactions by Asset Sale,
Stock Issuance and Cash Payment that the non-public
Sinopharm
offering of shares of Sinopharm Accord obtained from this
Group
transaction shall not be transferred within 36 months since the
Co.,
finish date of issuance and shall be unlocked after 36 months
Ltd;China
Commit since the date of listing. Within 6 months after the completion
Commitments National Normally
ment on of this transaction, if the closing price of the stock of 31 May
in assets Pharmace 36 months implemen
restricte Sinopharm Accord is less than the issue price in continuous 2016
reorganization utical ting
d shares 20 trading days, or the closing price at the end of 6 months
Foreign
after the completion of this transaction is less than the issue
Trade
price, the lockup period of the stock of Sinopharm Group and
Corporatio
Sinopharm Foreign Trade obtained from Sinopharm Accord
n
by this transaction will automatically prolong at least 6
months. The shares derived from stock dividends allocation
and capital reserve increase transferring of Sinopharm Accord
based on the non-public offering of shares of Sinopharm
Accord obtained by this transaction should also abide by the
9
above stock restricted arrangements.”
"Ping An Asset Management Co., Ltd. made commitments in
the Report about China National Accord Medicines
Corporation Ltd. Purchasing Assets and Raising Supporting
Funds and Related Transactions by Asset Sale, Stock Issuance
Ping’an
Commit and Cash Payment that the non-public offering of shares of
Assets Normally
ment on Sinopharm Accord obtained from this transaction shall not be 31 May
Managem 36 months implemen
restricte transferred within 36 months since the finish date of issuance 2016
ent Co., ting
d shares and shall be unlocked after 36 months since the date of
Ltd.
listing. After placement completed, the shares of the listed
company increased due to bonus shares and turning to
increase capital should pursuit to the restriction arrangement
the above mentioned.
“The listed company, controlling shareholders, the actual
China
controllers made commitments in the Report about China
National
National Accord Medicines Corporation Ltd. Purchasing
Accord
Assets and Raising Supporting Funds and Related
Medicines
Transactions by Asset Sale, Stock Issuance and Cash Payment
Corporatio Other Normally
that the Company shall not violate the relevant regulations of 31 May Long-term
n Ltd.; commit implemen
Article 16 in Securities Issuance and Underwriting 2016 effective
Sinopharm ments ting
Management Approach, and directly or indirectly providing
Group
financial assistance or compensation for the subscription
Co., Ltd;
objects and its shareholders / partners / clients (if any) of this
SINOPHA
non-public offering does not exist and will not occur in the
RM
future.”
“Ping An Asset Management Co., Ltd. Promises that the unit
intends to utilize Ping An Asset Xinxiang No.3 asset
management product and Ping An Asset Xinxiang No.7 asset
management product to fund and subscribe some non-public
offering of shares of Sinopharm Accord in this major asset
restructuring process, and has the ability to subscribe the
shares, the relevant capital sources are legitimate, there is no
Ping’an
24 Normally
Assets Other hierarchical income and other structured arrangements, and Long-term
Managem commit March implemen
there is no use of leveraged funds. The unit does not receive effective
ent Co., ments
2016 ting
Ltd. financial assistance or compensation from Sinopharm Accord
and its controlling shareholders, or the actual controllers. The
investors’ structure of above - mentioned products do not
change from the issue date of the commitment letter to the
end date of the lockup period of the stock that the unit
subscribes from Sinopharm Accord.”
Increase “Sinopharm made commitments in the Report about China Three There is
SINOPHA 6 Jan.
holding National Accord Medicines Corporation Ltd. Purchasing years from no need
RM 2017
commit Assets and Raising Supporting Funds and Related the end of for actual
10
ment Transactions by Asset Sale, Stock Issuance and Cash Payment increase controller
that 1. if the stock intraday price of Sinopharm Accord on any holding (if s to
trading day of the 30 trading days after the listing of newly applicable increase
increased shares in this transaction is less than the issue price ) holdings
of newly increased shares in this transaction, Sinopharm will
accumulatively invest no more than RMB 150 million in
these 30 trading days to increase the holding by the stock
trading system of the Shenzhen Stock Exchange (this increase
of holding) until the earlier one of below two situations
occurs: (1) the above-mentioned funds are use up; (2) the
intraday price of Sinopharm Accord is no less than the issue
price of newly increased shares in this transaction. 2.
Sinopharm shall not sell the shares obtained from this
increase of holding within 3 years after the end of this
increase of holding.”
“Sinopharm Holding made commitments in the Report about
China National Accord Medicines Corporation Ltd.
Purchasing Assets and Raising Supporting Funds and Related
Transactions by Asset Sale, Stock Issuance and Cash Payment
that the Company shall be the controlling shareholder of
China National Accord Medicines Corporation Ltd.
(hereinafter referred to as Sinopharm Accord) up to the issue
date of this commitment letter, after the completion of this
Commit major assets reorganization (hereinafter referred to as “this
ments reorganization”), Sinopharm Accord shall no longer hold
on shares or operate relevant businesses of pharmaceutical
horizont industry, the main business will become the national
al pharmaceutical retail and pharmaceutical distribution
Sinopharm competit business in Guangdong and Guangxi. In order to support the Normally
28 Dec. Long-term
Group ion, business development of Sinopharm Accord and avoid implemen
2016 effective
Co., Ltd relation horizontal competition with Sinopharm Accord and its ting
transacti controlling enterprises, the Company made following
on and irrevocable commitments and promises:1, after the
capital completion of this reorganization, as for the social retail
occupati drugstore assets except for Sinopharm Holding Guoda
on Drugstore Co., Ltd. and its subsidiaries and branches owned
or controlled by the Company, the Company promised to take
appropriate measures to solve the horizontal competition
problem in the pharmaceutical retail business between the
Company and Sinopharm Accord within 5 years since the
completion date of this reorganization. 2. The Company's way
of resolving horizontal competition problems includes and is
not limited to purchasing the social retail drugstore assets
subordinated to the Company by Sinopharm Accord, taking
11
the entrusted operation, leasing or contracting operation by
Sinopharm Accord and its controlling enterprises in
accordance with the methods permitted to national laws to
hold or control the social retail drugstore assets, or
transferring the controlling stake of the social retail drugstore
assets by the Company. 3. If the shareholders of the social
retail drugstore assets (hereinafter referred to as "the third
party") of the Company or the enterprises controlled by the
Company have or are going to perform the preemptive rights
under the same conditions in accordance with relevant laws
and corresponding Articles of Association, then the above
commitment will not be applicable, but in this case, the
Company should try its utmost to urge the third party to
waive its preemptive rights. If the Company is unable to urge
the third party to give up the preemptive rights, the Company
will urge the enterprises controlled by the Company to
transfer the social retail drugstore assets to the third party to
solve the horizontal competition problem. 4. The
pharmaceutical distribution assets currently owned or
controlled by the Company are distributed outside
Guangdong and Guangxi regions, there is no horizontal
competition with Sinopharm Accord, the Company will not
engage in the same or similar operation businesses to
Sinopharm Accord in Guangdong and Guangxi in the future,
if the Company and its holding enterprises obtain the new
business opportunities constituting substantial horizontal
competition (hereinafter referred to as competitive new
business) within the pharmaceutical distribution business
scope of Sinopharm Accord in Guangdong and Guangxi, the
Company will send written notice to Sinopharm Accord and
try its utmost to firstly provide the new business opportunities
to Sinopharm Accord or its holding enterprises according to
the reasonable and fair terms and conditions so as to avoid the
horizontal competition with Sinopharm Accord and its
holding enterprises. 5. Since the issue date of this
commitment letter, the Company promises to indemnify
Sinopharm Accord for all actual losses, damages and
expenses caused by the Company in violation of any
commitments under this commitment letter. 6. This
commitment letter terminates when following circumstances
occur (subject to the earlier one): (1) the Company is no
longer the controlling shareholder of Sinopharm Accord; or
(2) the shares of Sinopharm Accord terminate the listing at
the stock exchange.”
12
“SINOPHARM made commitments in the Report about
China National Accord Medicines Corporation Ltd.
Purchasing Assets and Raising Supporting Funds and Related
Transactions by Asset Sale, Stock Issuance and Cash Payment
that the Company shall be the actual controller of China
National Accord Medicines Corporation Ltd. (hereinafter
referred to as Sinopharm Accord) up to the issue date of this
commitment letter, after the completion of this major assets
reorganization (hereinafter referred to as “this
reorganization”), Sinopharm Accord shall no longer hold
shares or operate relevant businesses of pharmaceutical
industry, the main business will become the national
pharmaceutical retail and pharmaceutical distribution
business in Guangdong and Guangxi. In order to support the
business development of Sinopharm Accord and avoid
horizontal competition with Sinopharm Accord and its
Commit
controlling enterprises, the Company made following
ments
irrevocable commitments and promises:1, after the
on
completion of this reorganization, as for the social retail
horizont
drugstore assets except for Sinopharm Group Guoda
al
Drugstore Co., Ltd. and its subsidiaries and branches owned
competit Normally
SINOPHA or controlled by the Company, the Company promised to take 28 Dec. Long-term
ion, implemen
RM appropriate measures to solve the horizontal competition 2016 effective
relation ting
problem in the pharmaceutical retail business between the
transacti
Company and Sinopharm Accord within 5 years since the
on and
completion date of this reorganization. 2. The Company's way
capital
of resolving horizontal competition problems includes and is
occupati
not limited to purchasing the social retail drugstore assets
on
subordinated to the Company by Sinopharm Accord, taking
the entrusted operation, leasing or contracting operation by
Sinopharm Accord and its controlling enterprises in
accordance with the methods permitted to national laws to
hold or control the social retail drugstore assets, or
transferring the controlling stake of the social retail drugstore
assets by the Company. 3. If the shareholders of the social
retail drugstore assets (hereinafter referred to as "the third
party") of the Company or the enterprises controlled by the
Company have or are going to perform the preemptive rights
under the same conditions in accordance with relevant laws
and corresponding Articles of Association, then the above
commitment will not be applicable, but in this case, the
Company should try its utmost to urge the third party to
waive its preemptive rights. If the Company is unable to urge
the third party to give up the preemptive rights, the Company
13
will urge the enterprises controlled by the Company to
transfer the social retail drugstore assets to the third party to
solve the horizontal competition problem. 4. The
pharmaceutical distribution assets currently owned or
controlled by the Company are distributed outside
Guangdong and Guangxi regions, there is no horizontal
competition with Sinopharm Accord, the Company will not
engage in the same or similar operation businesses to
Sinopharm Accord in Guangdong and Guangxi in the future,
if the Company and its holding enterprises obtain the new
business opportunities constituting substantial horizontal
competition (hereinafter referred to as competitive new
business) within the pharmaceutical distribution business
scope of Sinopharm Accord in Guangdong and Guangxi, the
Company will send written notice to Sinopharm Accord and
try its utmost to firstly provide the new business opportunities
to Sinopharm Accord or its holding enterprises according to
the reasonable and fair terms and conditions so as to avoid the
horizontal competition with Sinopharm Accord and its
holding enterprises. 5. This commitment letter terminates
when following circumstances occur (subject to the earlier
one): (1) the Company is no longer the actual controller of
Sinopharm Accord; or (2) the shares of Sinopharm Accord
terminate the listing at the stock exchange.”
Sinopharm Holding made commitments in the Commitment Controlli
Letter About Sinopharm Group Co., Ltd. to Avoid Horizontal ng
Competition: “First, the Company and the Company’s sharehold
wholly-owned, controlling or other enterprises with actual er is
control (in addition to Sinopharm Accord and its controlling implemen
enterprises, hereinafter the same) don’t have businesses and t in real
operations constituting the substantial horizontal competition earnest,
to Sinopharm Accord and its controlling enterprises. Second, Sinophar
Commitments Commit the Company and the Company’s wholly-owned, controlling m Accord
make in initial Sinopharm ment of or other enterprises with actual control shall not engage, 5 Sept. Long-term will
public offering Holding sharehol participate in or do businesses and activities in Guangdong 2013 effective actively
or re-financing ders and Guangxi which constitute substantial competition to urged the
Sinopharm Accord and pharmaceutical business services. controllin
Third, the Company and the Company’s wholly-owned, g
controlling or other enterprises with actual control shall not sharehold
engage, participate in or do businesses and activities which er and
constitute substantial competition to Sinopharm Accord and actual
pharmaceutical industry businesses. Fourth, the Company controller
shall not take advantage of the control to Sinopharm Accord to fulfill
to damage the legitimate rights and interests of Sinopharm commitm
14
Accord and other shareholders (especially medium and small ents
shareholders). This commitment letter takes effect from the
issue date, and remains in effect for the entire period when
the Company acts as the controlling shareholder or its related
party of Sinopharm Accord. Within the effective period of the
commitment, if the Company violates this commitment and
causes a loss to Sinopharm Accord, the Company will timely
make full compensation for Sinopharm Accord.”
Sinopharm Holding made commitments in the Commitment
Letter About Sinopharm Group Co., Ltd. to Regulate the
Related Transactions with China National Accord Medicines
Corporation Ltd.: “First, when the Company is controlling
Sinopharm Accord, the Company and the companies and
enterprises directly and indirectly controlled by the Company
(“related party” for short) will strictly regulate the related
transactions with Sinopharm Accord and its controlling
Controlli
enterprises. Second, for the related transactions that can not
ng
be avoided nor have reasonable reasons to occur, the
sharehold
Company and related party shall sign normative related
er is
transaction agreement in accordance with relevant laws with
implemen
Sinopharm Accord. Sinopharm Accord implements the
t in real
approval procedures and fulfills the information disclosure
earnest,
obligations of the related transactions according to relevant
Sinophar
laws, regulations, rules, other normative documents and the
m Accord
Commit constitutions of Sinopharm Accord. Third, for the related
will
Sinopharm ment of transactions that can not be avoided or have reasonable 5 Sept. Long-term
actively
Holding sharehol reasons to occur, the Company and related party shall abide 2013 effective
urged the
ders by the open, fair and just market principles and confirm the
controllin
price of related transactions in accordance with the price that
g
the independent third party without association sets for the
sharehold
same and similar transactions, and ensure the fairness of the
er and
price of the related transactions. Fourth, when the board of
actual
directors and the general meeting of stockholders of
controller
Sinopharm Accord vote on the related transactions involving
to fulfill
the Company and other enterprises controlled by the
commitm
Company, the Company shall fulfill the necessary obligations
ents
that the associated directors and associated shareholders
abstain from voting in accordance with the relevant
provisions, and abide by the legal procedures for approving
related transactions and the information disclosure
obligations. Fifth, the Company guarantees to participate in
the shareholders' general meeting, equally exercise the
corresponding rights and take the corresponding obligations
in accordance with the constitutions of Sinopharm Accord,
15
not to take advantage of controlling shareholder status to seek
improper benefits or utilize related transactions to illegally
transfer the funds and profits of Sinopharm Accord, and not
to damage the legitimate rights and interests of other
shareholders (especially the medium and small shareholders)
of Sinopharm Accord. Sixth, this commitment letter comes
into force from the issue date and remains in effect for the
entire period when the Company acts as the controlling
shareholder or its related party of Sinopharm Accord. Within
the effective period of the commitment, if the Company
violates this commitment and causes a loss to Sinopharm
Accord, the Company will timely make full compensation for
Sinopharm Accord.”
"SINOPHARM made commitments in the Commitment
Letter About China National Pharmaceutical Group
Corporation to Avoid Horizontal Competition with China
National Accord Medicines Corporation Ltd.: “First, in the Actual
next five years, Sinopharm plans to take appropriate measures Controlle
(including assets replacement or acquisition, equity r is
reorganization, etc.) to resolve the horizontal competition implemen
between Sinopharm Weiqida and Sinopharm Accord. Second, t in real
in addition to the past matters and matters disclosed in this earnest,
commitment letter, the Company and the Company’s Sinophar
wholly-owned, controlling or other enterprises with actual m Accord
Commit
control rights (except for Sinopharm Accord and its will
ment of
SINOPHA controlling enterprises, the same as below) shall not directly 16 Oct. Long-term actively
actual
RM engaged in, participate in or do the businesses an activities 2013 effective urged the
controlle
constituting actual competition to the production and controllin
r
operation of Sinopharm Accord in China. The relevant g
commitments about avoiding horizontal competition that the sharehold
Company made in the past still remain in effect. Third, the er and
Company shall not take advantage of the control relationship actual
to Sinopharm Accord to damage the legitimate rights and controller
interests of Sinopharm Accord and its shareholders to fulfill
(especially the medium and small shareholders). Fourth, this commitm
commitment letter comes into force from the issue date and ents
remains in effect for the entire period when the Company acts
as the controlling shareholder or its related party of
Sinopharm Accord.”
"SINOPHARM made commitments in the Commitment Actual
Commit
Letter About Sinopharm Group Co., Ltd. to Regulate the Controlle
SINOPHA ment of 22 Sept. Long-term
Related Transactions with China National Accord Medicines r is
RM actual 2013 effective
Corporation Ltd.: “First, when the Company is controlling implemen
controlle
Sinopharm Accord, the Company and the companies and t in real
16
r enterprises directly and indirectly controlled by the Company earnest,
(“related party” for short) will strictly regulate the related Sinophar
transactions with Sinopharm Accord and its controlling m Accord
enterprises. Second, for the related transactions that can not will
be avoided or have reasonable reasons to occur, the Company actively
and related party shall sign normative related transaction urged the
agreement in accordance with relevant laws with Sinopharm controllin
Accord. Sinopharm Accord implements the approval g
procedures and fulfills the information disclosure obligations sharehold
of the related transactions according to relevant laws, er and
regulations, rules, other normative documents and the actual
constitutions of Sinopharm Accord. Third, for the related controller
transactions that can not be avoided or have reasonable to fulfill
reasons to occur, the Company and related party shall abide commitm
by the open, fair and just market principles and confirm the ents
price of related transactions in accordance with the price that
the independent third party without association sets for the
same and similar transactions, and ensure the fairness of the
price of the related transactions. Fourth, when the board of
directors and the general meeting of stockholders of
Sinopharm Accord vote on the related transactions involving
the Company and other enterprises controlled by the
Company, the Company shall fulfill the necessary obligations
that the associated directors and associated shareholders
abstain from voting in accordance with the relevant
provisions, and abide by the legal procedures for approving
related transactions and the information disclosure
obligations. Fifth, the Company guarantees not to take
advantage of actual controller status to seek improper benefits
or utilize related transactions to illegally transfer the funds
and profits of Sinopharm Accord, and not to damage the
legitimate rights and interests of other shareholders
(especially the medium and small shareholders) of Sinopharm
Accord. Sixth, this commitment letter comes into force from
the issue date and remains in effect for the entire period when
the Company acts as the actual controller or its related party
of Sinopharm Accord.
Equity
incentive
commitment
Other
commitments
for medium
and small
shareholders
17
Completed on
Y
time (Y/N)
IV. Predict of the business performance from January to June 2019
Warnings and reasons of the predict that the cumulative net profit from the begin of the year to the end of next report period may be
loss or have great changes comparing with the same period of last year
□Applicable √Not applicable
V. Securities Investment
□ Applicable √ Not applicable
No security investment in the Period.
VI. Derivative investment
□ Applicable √ Not applicable
No derivative investment in the Period.
VII. Registration form for receiving research, communication and interview in the report
period
□Applicable √Not applicable
The Company had no receiving research, communication or interview in the report period.
VIII. Guarantee outside against the regulation
□Applicable √Not applicable
The Company had no guarantee outside against the regulation in the period.
IX. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
The Company had no non-operational fund occupation form controlling shareholders and its related party in the period.
18
Section IV. Financial Statement
I. Financial statement
1. Consolidate balance sheet
Prepared by China National Accord Medicines Corporation Ltd.
In RMB
Item 2019-3-31 2018-12-31
Current assets:
Monetary funds 7,227,934,452.95 8,089,781,304.56
Settlement provisions
Capital lent
Transactional financial assets
Financial assets measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial assets
Note receivable and account
12,883,896,343.83 10,694,173,577.55
receivable
Including: Note receivable 1,291,769,217.58 1,357,311,929.63
Account receivable 11,592,127,126.25 9,336,861,647.92
Accounts paid in advance 469,305,072.68 583,484,515.95
Insurance receivable
Reinsurance receivables
Contract reserve of reinsurance
receivable
Other account receivable 669,828,115.37 643,493,359.32
Including: Interest receivable 10,774,272.10 8,223,327.64
Dividend receivable
Buying back the sale of financial
assets
Inventories 5,021,180,614.11 4,389,335,942.19
Contractual assets
Assets held for sale
19
Non-current asset due within one year 216,449.81 0.00
Other current assets 78,322,158.95 95,347,629.18
Total current assets 26,350,683,207.70 24,495,616,328.75
Non-current assets:
Loans and payments on behalf
Creditor's rights investment
Finance asset available for sales
Other creditor's rights investment
Held-to-maturity investment
Long-term account receivable
Long-term equity investment 1,965,032,173.28 1,880,393,786.10
Other Equity Instrument Investment 13,685,760.00 13,685,760.00
Other non-current financial assets 140,000,000.00 140,000,000.00
Investment Real Estate 142,440,522.94 144,894,495.97
Fixed assets 599,595,334.28 607,933,827.67
Construction in progress 23,196,302.61 36,412,614.61
Productive biological asset
Oil and gas asset
Right-of-use assets
Intangible assets 325,672,972.38 319,207,126.15
Expense on Research and
Development
Goodwill 833,547,800.60 833,547,800.60
Long-term expenses to be apportioned 307,485,030.89 311,328,706.46
Deferred income tax asset 79,583,749.57 74,914,209.95
Other non-current asset 74,361,692.49 72,365,863.71
Total non-current asset 4,504,601,339.04 4,434,684,191.22
Total assets 30,855,284,546.74 28,930,300,519.97
Current liabilities:
Short-term loans 2,966,927,256.65 2,597,652,702.43
Loan from central bank
Capital borrowed
Transactional financial liabilities
Financial liability measured by fair
value and with variation reckoned into
20
current gains/losses
Derivative financial liability
Note payable and account payable 11,051,700,299.25 9,885,291,642.97
Accounts received in advance
Selling financial asset of repurchase
Absorbing deposit and interbank
deposit
Security trading of agency
Security sales of agency
Wage payable 161,756,066.12 231,866,407.40
Taxes payable 206,747,491.44 241,980,412.72
Other account payable 1,697,350,774.81 1,539,436,971.93
Including: Interest payable 23,450,973.62 21,906,660.63
Dividend payable 6,389,320.96 6,389,320.96
Commission charge and commission
payable
Reinsurance payable
Contractual liability 237,075,149.10 255,590,612.37
Liability held for sale
Non-current liabilities due within one
5,810,749.03 5,861,324.37
year
Other current liabilities 437,717.78 292,465.75
Total current liabilities 16,327,805,504.18 14,757,972,539.94
Non-current liabilities:
Insurance contract reserve
Long-term loans 31,600,000.00 31,600,000.00
Bonds payable
Including: preferred stock
Perpetual capital securities
Lease liabilities
Long-term account payable 3,249,184.86 4,563,978.52
Long-term wages payable 2,050,000.00 2,050,000.00
Accrual liability
Deferred income 93,363,910.59 91,491,170.40
Deferred income tax liabilities 73,707,747.31 67,605,161.88
21
Other non-current liabilities 68,719,380.11 69,241,176.18
Total non-current liabilities 272,690,222.87 266,551,486.98
Total liabilities 16,600,495,727.05 15,024,524,026.92
Owner’s equity:
Share capital 428,126,983.00 428,126,983.00
Other equity instrument
Including: preferred stock
Perpetual capital
securities
Capital public reserve 4,320,984,981.51 4,320,984,981.51
Less: Inventory shares
Other comprehensive income
Special reserves
Surplus public reserve 214,063,491.50 214,063,491.50
Provision of general risk
Retained profit 6,955,406,159.35 6,655,257,147.27
Total owner’s equity attributable to parent 11,918,581,615.36 11,618,432,603.28
company
Minority interests 2,336,207,204.33 2,287,343,889.77
Total owner’s equity 14,254,788,819.69 13,905,776,493.05
Total liabilities and owner’s equity 30,855,284,546.74 28,930,300,519.97
Legal Representative: Lin Zhaoxiong
Person in charge of accounting works: Wei Pingxiao
Person in charge of accounting institute: Wang Ying
2. Company Balance Sheet
In RMB
Item 2019-3-31 2018-12-31
Current assets:
Monetary funds 1,610,546,696.63 1,817,654,598.01
Transactional financial assets
Financial assets measured by fair
value and with variation reckoned into
22
current gains/losses
Derivative financial assets
Note receivable and account
778,182,144.17 695,107,574.33
receivable
Including: Note receivable 61,801,525.19 63,870,980.39
Account receivable 716,380,618.98 631,236,593.94
Accounts paid in advance 2,866,786.21 4,760,182.00
Other account receivable 1,738,408,183.81 1,541,980,883.50
Including: Interest receivable 10,239,458.70 7,550,877.07
Dividend receivable
Inventories 248,756,233.39 158,166,185.65
Contractual assets
Assets held for sale
Non-current asset due within one year
Other current assets 39,482.38 39,482.38
Total current assets 4,378,799,526.59 4,217,708,905.87
Non-current assets:
Creditor's right investment
Finance asset available for sales
Other Creditor's right investment
Held-to-maturity investment
Long-term account receivable
Long-term equity investment 7,520,772,179.63 7,432,906,692.24
Other Equity Instrument Investment
Other non-current financial assets 140,000,000.00 140,000,000.00
Investment real estate 1,753,860.08 1,955,854.46
Fixed assets 20,366,256.30 21,362,422.03
Construction in progress
Productive biological asset
Oil and gas asset
Right-of-use assets
Intangible assets 2,510,842.98 2,452,222.51
Expense on Research and
Development
Goodwill
23
Long-term expenses to be apportioned 7,393,587.02 7,481,809.53
Deferred income tax asset
Other non-current asset 7,000,000.00 7,000,000.00
Total non-current asset 7,699,796,726.01 7,613,159,000.77
Total assets 12,078,596,252.60 11,830,867,906.64
Current liabilities:
Short-term loans 589,000,000.00 539,000,000.00
Transactional financial liabilities
Financial liability measured by fair
value and with variation reckoned into
current gains/losses
Derivative financial liability
Note payable and account payable 869,660,213.37 694,367,042.00
Accounts received in advance
Contractual liability 5,410,556.58 4,182,083.40
Wage payable 24,216,942.71 36,233,563.12
Taxes payable 9,550,478.10 13,426,601.90
Other account payable 1,414,671,051.06 1,481,817,856.56
Including: Interest payable 3,170,194.80 1,354,592.35
Dividend payable
Liability held for sale
Non-current liabilities due within 1
year
Other current liabilities 286,774.36 226,427.99
Total current liabilities 2,912,796,016.18 2,769,253,574.97
Non-current liabilities:
Long-term loans 31,600,000.00 31,600,000.00
Bonds payable
Including: preferred stock
Perpetual capital securities
Lease liabilities
Long-term account payable 800,000.00 800,000.00
Long-term wages payable 118,000.00 118,000.00
Accrual liability
Deferred income 1,598,343.17 1,687,899.50
24
Deferred income tax liabilities 2,264,238.33 2,298,426.39
Other non-current liabilities
Total non-current liabilities 36,380,581.50 36,504,325.89
Total liabilities 2,949,176,597.68 2,805,757,900.86
Owner’s equity:
Share capital 428,126,983.00 428,126,983.00
Other equity instrument
Including: preferred stock
Perpetual capital securities
Capital public reserve 4,426,362,777.26 4,426,362,777.26
Less: Inventory shares
Other comprehensive income
Special reserves
Surplus public reserve 214,063,491.50 214,063,491.50
Retained profit 4,060,866,403.16 3,956,556,754.02
Total owner’s equity 9,129,419,654.92 9,025,110,005.78
Total liabilities and owner’s equity 12,078,596,252.60 11,830,867,906.64
3. Consolidated Income Statement
In RMB
Item Current period Last period
I. Total operating income 11,879,309,078.82 10,256,566,731.51
Including: Operating income 11,879,309,078.82 10,256,566,731.51
Interest income
Insurance gained
Commission charge and commission
income
II. Total operating cost 11,537,438,016.52 9,962,364,535.96
Including: Operating cost 10,577,400,754.11 9,138,308,909.43
Interest expense
Commission charge and commission
expense
Cash surrender value
Net amount of expense of compensation
25
Net amount of withdrawal of insurance contract
reserve
Bonus expense of guarantee slip
Reinsurance expense
Tax and extras 30,332,457.09 26,770,236.12
Sales expense 715,774,974.40 606,866,589.59
Administrative expense 177,959,158.93 169,516,240.49
R&D expense
Financial expense 31,054,269.89 22,272,552.43
Including: Interest expenses 58,290,745.18 36,406,979.15
Interest income 29,668,524.26 10,935,569.52
Losses of devaluation of asset 516,563.77 -530,515.38
Losses of devaluation of credit 4,399,838.33 -839,476.72
Add: other income 1,089,732.58 1,419,763.88
Investment income (Loss is listed with “-”) 81,891,387.17 82,615,372.00
Including: Investment income on affiliated
81,891,387.17 82,615,372.00
company and joint venture
Exchange income (Loss is listed with “-”)
Net income of exposure hedging (Loss is
listed with “-”)
Income from change of fair value (Loss is
listed with “-”)
Income from assets disposal (Loss is listed
-14,209.30 3,830,300.39
with “-”)
III. Operating profit (Loss is listed with “-”) 424,837,972.75 382,067,631.82
Add: Non-operating income 1,840,284.73 1,360,096.85
Less: Non-operating expense 359,824.55 624,679.96
IV. Total Profit (Loss is listed with “-”) 426,318,432.93 382,803,048.71
Less: Income tax expense 81,698,106.29 69,964,333.16
V. Net profit (Net loss is listed with “-”) 344,620,326.64 312,838,715.55
(i) Classify by business continuity
1. Net profit from continuous operation (Net loss
344,620,326.64 312,838,715.55
is listed with “-”)
2. Net profit from discontinued operation (Net
loss is listed with “-”)
(ii) Classify by ownership
26
1. Net profit attributable to owners of parent
300,149,012.08 292,731,685.33
company
2. Minority shareholders’ gains and losses 44,471,314.56 20,107,030.22
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 gain/loss
1.Re-measurement of the change of
defined benefit plan
2.Other comprehensive income unable
transfer to gain/loss under equity method
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 able to
transfer to gain/loss under equity method
2.Change of fair value of other debt
investment
3.Gains or losses arising from changes in
fair value of available-for-sale financial assets
4.Amount of financial assets re-classify
to other comprehensive income
5.Gains or losses arising from
reclassification of held-to-maturity investment as
available-for-sale financial assets
6.Credit impairment provision for other
debt investment
7.Cash flow hedging reserve
8.Translation differences arising on
translation of foreign currency financial statements
9. Other
Net after-tax of other comprehensive income
attributable to minority shareholders
27
VII. Total comprehensive income 344,620,326.64 312,838,715.55
Total comprehensive income attributable to
300,149,012.08 292,731,685.33
owners of parent Company
Total comprehensive income attributable to
44,471,314.56 20,107,030.22
minority shareholders
VIII. Earnings per share:
(i) Basic earnings per share 0.70 0.68
(ii) Diluted earnings per share 0.70 0.68
Enterprise combine under the same control in the Period, the combined party realized net profit of 0 Yuan before combination, and
realized 0 Yuan at last period for combined party
Legal Representative: Lin Zhaoxiong
Person in charge of accounting works: Wei Pingxiao
Person in charge of accounting institute: Wang Ying
4. Company Income Statement
In RMB
Item Current period Last period
I. Operation income 980,473,288.29 838,120,017.53
Less: Operating cost 941,804,760.61 799,779,364.60
Tax and extras 1,316,238.98 835,459.34
Sales expense 14,925,549.11 12,616,898.48
Administrative expense 14,279,164.82 17,050,142.14
R&D expense
Financial expense -13,902,193.26 -8,050,984.45
Including: Interest expenses 10,213,129.26 10,790,064.92
Interest income 24,381,516.96 19,000,031.39
Losses of devaluation of asset 361,970.94 615,777.60
Losses of devaluation of credit
Add: other income 193,207.80 326,108.76
Investment income (Loss is listed with “-” 87,865,487.39 86,415,508.07
Including: Investment income on affiliated
87,865,487.39 86,415,508.07
company and joint venture
Net income of exposure hedging (Loss is
listed with “-”)
28
Income from change of fair value (Loss is
listed with “-”)
Income from assets disposal (Loss is listed
with “-”)
II. Operating profit (Loss is listed with “-”) 109,746,492.28 102,014,976.65
Add: Non-operating income 45,736.26 1.36
Less: Non-operating expense 127,688.63
III. Total Profit (Loss is listed with “-”) 109,792,228.54 101,887,289.38
Less: Income tax expense 5,482,579.40 3,887,522.50
IV. Net profit (Net loss is listed with “-”) 104,309,649.14 97,999,766.88
(i) net profit from continuous operation (Net loss
104,309,649.14 97,999,766.88
is listed with “-”)
(ii) net profit from discontinued operation (Net
loss is listed with “-”)
V. Net after-tax of other comprehensive income
(i) Other comprehensive income items which
will not be reclassified subsequently to gain/loss
1.Re-measurement of the change of
defined benefit plan
2.Other comprehensive income unable
transfer to gain/loss under equity method
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 able to
transfer to gain/loss under equity method
2.Change of fair value of other debt
investment
3.Gains or losses arising from changes in
fair value of available-for-sale financial assets
4.Amount of financial assets re-classify
to other comprehensive income
5.Gains or losses arising from
29
reclassification of held-to-maturity investment as
available-for-sale financial assets
6.Credit impairment provision for other
debt investment
7.Cash flow hedging reserve
8.Translation differences arising on
translation of foreign currency financial statements
9. Other
VI. Total comprehensive income 104,309,649.14 97,999,766.88
VII. Earnings per share:
(i) Basic earnings per share
(ii) Diluted earnings per share
5. Consolidated Cash Flow Statement
In RMB
Item Current period Last period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 11,235,250,201.33 9,559,665,373.83
services
Net increase of customer deposit
and interbank deposit
Net increase of loan from central
bank
Net increase of capital borrowed
from other financial institution
Cash received from original
insurance contract fee
Net cash received from reinsurance
business
Net increase of insured savings and
investment
Net increase of amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses
30
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 389.03
Other cash received concerning
132,553,315.42 148,125,927.35
operating activities
Subtotal of cash inflow arising from
11,367,803,516.75 9,707,791,690.21
operating activities
Cash paid for purchasing
commodities and receiving labor 10,889,119,533.11 9,484,567,939.67
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 financial assets
held for transaction purposes
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 workers 565,281,263.79 506,267,191.33
Taxes paid 319,123,756.29 263,785,194.50
Other cash paid concerning
353,646,315.85 317,887,654.67
operating activities
Subtotal of cash outflow arising from
12,127,170,869.04 10,572,507,980.17
operating activities
Net cash flows arising from operating
-759,367,352.29 -864,716,289.96
activities
II. Cash flows arising from investing
activities:
31
Cash received from recovering
investment
Cash received from investment
1,053,000.00 757,007.78
income
Net cash received from disposal of
fixed, intangible and other long-term 72,078.73 5,685,052.04
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
44,000,000.00
investing activities
Subtotal of cash inflow from investing
1,125,078.73 50,442,059.82
activities
Cash paid for purchasing fixed,
52,402,499.52 50,791,078.84
intangible and other long-term assets
Cash paid for investment 20,122,074.00
Net increase of mortgaged loans
Net cash received from
subsidiaries and other units obtained
Other cash paid concerning
2,761.38 43,999,800.00
investing activities
Subtotal of cash outflow from investing
72,527,334.90 94,790,878.84
activities
Net cash flows arising from investing
-71,402,256.17 -44,348,819.02
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
4,392,000.00 11,493,200.00
investment
Including: Cash received from
absorbing minority shareholders’ 4,392,000.00 11,493,200.00
investment by subsidiaries
Cash received from loans 10,000,000.00 13,671,657.79
Cash received from issuing bonds
Other cash received concerning
170,881,105.78 101,823,564.80
financing activities
Subtotal of cash inflow from financing
185,273,105.78 126,988,422.59
activities
32
Cash paid for settling debts 66,561,634.53 60,000,000.00
Cash paid for dividend and profit
84,053,395.41 30,822,293.85
distributing or interest paying
Including: Dividend and profit of
minority shareholder paid by 2,581,864.12
subsidiaries
Other cash paid concerning
3,976,889.98 3,127,895.57
financing activities
Subtotal of cash outflow from
154,591,919.92 93,950,189.42
financing activities
Net cash flows arising from financing
30,681,185.86 33,038,233.17
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 605.19
exchange rate
V. Net increase of cash and cash
-800,087,817.41 -876,026,875.81
equivalents
Add: Balance of cash and cash
7,641,958,558.92 3,673,498,691.48
equivalents at the period -begin
VI. Balance of cash and cash
6,841,870,741.51 2,797,471,815.67
equivalents at the period -end
6. Cash Flow Statement of Parent Company
In RMB
Item Current period Last period
I. Cash flows arising from operating
activities:
Cash received from selling
commodities and providing labor 979,117,418.50 762,534,474.46
services
Write-back of tax received
Other cash received concerning
8,959,448.01 35,545,170.43
operating activities
Subtotal of cash inflow arising from
988,076,866.51 798,079,644.89
operating activities
Cash paid for purchasing
commodities and receiving labor 893,485,571.99 809,539,295.55
service
33
Cash paid to/for staff and workers 31,401,584.94 28,353,128.47
Taxes paid 16,046,448.54 9,359,247.21
Other cash paid concerning
9,310,459.60 5,064,967.04
operating activities
Subtotal of cash outflow arising from
950,244,065.07 852,316,638.27
operating activities
Net cash flows arising from operating
37,832,801.44 -54,236,993.38
activities
II. Cash flows arising from investing
activities:
Cash received from recovering
investment
Cash received from investment
16,895,775.01 15,164,809.14
income
Net cash received from disposal of
fixed, intangible and other long-term
assets
Net cash received from disposal of
subsidiaries and other units
Other cash received concerning
442,400,000.00 567,200,000.00
investing activities
Subtotal of cash inflow from investing
459,295,775.01 582,364,809.14
activities
Cash paid for purchasing fixed,
1,462,422.93 3,475,188.15
intangible and other long-term assets
Cash paid for investment
Net cash received from
subsidiaries and other units obtained
Other cash paid concerning
629,400,000.00 564,900,000.00
investing activities
Subtotal of cash outflow from investing
630,862,422.93 568,375,188.15
activities
Net cash flows arising from investing
-171,566,647.92 13,989,620.99
activities
III. Cash flows arising from financing
activities
Cash received from absorbing
investment
34
Cash received from loans 10,000,000.00 10,000,000.00
Cash received from issuing bonds
Other cash received concerning
4,517,196,050.81 3,631,131,894.36
financing activities
Subtotal of cash inflow from financing
4,527,196,050.81 3,641,131,894.36
activities
Cash paid for settling debts 10,000,000.00 10,000,000.00
Cash paid for dividend and profit
6,245,437.77 9,054,055.96
distributing or interest paying
Other cash paid concerning
4,584,325,273.13 4,194,238,186.87
financing activities
Subtotal of cash outflow from
4,600,570,710.90 4,213,292,242.83
financing activities
Net cash flows arising from financing
-73,374,660.09 -572,160,348.47
activities
IV. Influence on cash and cash
equivalents due to fluctuation in 605.19
exchange rate
V. Net increase of cash and cash
-207,107,901.38 -612,407,720.86
equivalents
Add: Balance of cash and cash
1,817,654,598.01 1,776,696,342.87
equivalents at the period -begin
VI. Balance of cash and cash
1,610,546,696.63 1,164,288,622.01
equivalents at the period -end
II. Explanation on financial statement adjustment
1. Financial statement adjustment at the beginning of the first year when implementation of new financial
instrument rules, new revenue rules and new leasing rules
□Applicable √Not applicable
2. Retrospective adjustment of the comparative data for initial implementation of new financial instrument
rules and new leasing rules
□Applicable √Not applicable
III. Audit report
Whether the first quarterly report had been audited or not
□ Yes √ No
35
The first quarterly report of the Company had not been audited.
China National Accord Medicines Corporation Ltd.
Legal representative: Lin Zhaoxiong
25 April 2019
36
