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深南电B:2019年第三季度报告正文(英文版)2019-10-25  

						                                                   深圳南山热电股份有限公司 2019 年第三季度报告正文




Stock Code: 000037, 200037         No.: 2019-057   Short Form of Stock: Shen Nan Dian A, Shen Nan Dian B




                             Shenzhen Nanshan Power Co., Ltd.


                        Text of Third Quarterly Report 2019




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                                              深圳南山热电股份有限公司 2019 年第三季度报告正文




                          Section I. Important Note

Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shenzhen Nanshan Power Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, misleading
statements, or important omissions carried in this report, and shall take all
responsibilities, individual and/or joint, for the reality, accuracy and completion
of the whole contents.
All Directors are attended the Board Meeting for Quarterly Report deliberation.
Chairman Li Xinwei, person in charge of the Company, Director GM Chen
Yuhui, person in charge of accounting works and CFO Dai Xiji as well as
Deputy Manager Wang Yi (act for the financial management dept.), person in
charge of accounting organ (accounting officer) hereby confirm that the
Financial Report of this Quarterly Report is authentic, accurate and complete.
Concerning the forward-looking statements with future planning involved in the
Semi-Report, they do not constitute a substantial commitment for investors.
Investors are advised to exercise caution of investment risks.
The Company has no plans of cash dividend distributed, no bonus shares and
has no share converted from capital reserve either.
The report has been prepared in both Chinese and English, for any
discrepancies, the Chinese version shall prevail. Please read the full report
seriously.




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                                                                                 深圳南山热电股份有限公司 2019 年第三季度报告正文




                              Section II Basic information of Company

I. Main accounting data and index

Whether it has retroactive adjustment or re-statement on previous accounting data or not
□Yes    √No

                                           Current period-end               Period-end of last year               Increase/decrease

Total assets (RMB)                                  3,376,037,319.78                     3,307,148,289.92                             2.08%

Net assets attributable to
shareholders of listed company                      1,986,395,333.79                     1,977,871,851.51                             0.43%
(RM B)

                                                                                                                      Increase/decrease in
                                                                  Increase/decrease in
                                                                                             From year-begin to        comparison with
                                         Current period          comparison with same
                                                                                              end of the Period          year-begin to
                                                                  period of last year
                                                                                                                     Period-end of last year

Operating revenue (RM B)                    408,965,405.06                       -24.28%            817,090,021.44                 -49.56%

Net profit attributable to
shareholders of the listed company           33,806,673.10                       371.94%              8,523,482.28                 -77.07%
(RM B)

Net profit attributable to
shareholders of the listed company
                                             32,161,272.48                       463.61%              4,054,761.65                 -88.28%
after deducting non-recurring gains
and losses (RM B)

Net cash flow arising from
                                               --                          --                        83,562,330.43                 -54.18%
operating activities (RM B)

Basic earnings per share
                                                          0.06                   500.00%                      0.01                 -83.33%
(RM B/Share)

Diluted earnings per share
                                                          0.06                   500.00%                      0.01                 -83.33%
(RM B/Share)

Weighted average ROE                                  1.72%                      377.78%                    0.43%                  -77.13%

Items and amount of extraordinary profit (gains)/losses

√Applicable     □Not applicable
                                                                                                                                      In RM B

                                                                        Amount from year-begin to
                               Item                                                                                     Note
                                                                                end of the Period

Gains/losses from the disposal of non-current asset (including the
                                                                                           -401,997.12 Abandonment loss of fixed assets
write-off that accrued for impairment of assets)



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                                                                                 深圳南山热电股份有限公司 2019 年第三季度报告正文


Governmental subsidy reckoned into current gains/losses (not
including the subsidy enjoyed in quota or ration according to                                                Government grants are amortized
                                                                                           4,814,245.06
national standards, which are closely relevant to enterprise’s                                              with assets concerned
business)

Other non-operating income and expenditure except for the
                                                                                                 99,267.48
aforementioned items
Less: impact on income tax                                                                       58,566.03

        Impact on minority shareholders’ equity (post-tax)                                   -15,771.24

Total                                                                                      4,468,720.63                     --

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. State ment of the total shareholders and s hares-held of top ten shareholders at end of the
Period

1. Common and preferred stockholders with voting rights recover and the top ten share -holding

                                                                                                                                      In Share

                                                                           Total preferred stockholders
Total common shareholders at the                                           with voting rights recover at
                                                                  25,172                                                                   0
end of report period                                                       the end of report period (if
                                                                           applicable)

                                                            Top ten share-holding

                                                                                      Amount of           Number of share pledged/frozen
                         Nature of          Proportion of     Amount of shares
  Shareholders                                                                      restricted shares
                        shareholder          shares held            held                                  State of share         Amount
                                                                                          held

HONG KONG
NAM HOI
                    Foreign corporate              15.28%           92,123,248
(INTERNATION
AL) LTD.

Shenzhen
Guangju             State-owned
                                                   12.22%           73,666,824
Industrial Co.,     corporate
Ltd.

SHENZHEN            State-owned                    10.80%           65,106,130


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                                                                             深圳南山热电股份有限公司 2019 年第三季度报告正文


ENERGY              corporate
(GROUP) CO.,
LTD.

Gaohua-HSBC
-GOLDM AN,
                    Foreign corporate              2.13%         12,839,723
SACHS &
CO.LLC

BOCI
SECURITIES          Foreign corporate              1.78%         10,723,049
LIM ITED

                    Domestic nature
Liu Fang                                           1.48%           8,921,888
                    person

                    State-owned
CM S (HK)                                          1.40%           8,442,728
                    corporate

                    Domestic nature
Zeng Ying                                          1.26%           7,602,400
                    person

M ei Yi             Domestic
Investment          non-state-owned                0.86%           5,207,600
Property Co., Ltd. legal person

LI SHERYN           Overseas nature
                                                   0.79%           4,790,390
ZHAN M ING          person

                                   Particular about top ten shareholders with un-restrict shares held

                                           Amount of unrestricted shares held at reporting                    Type of shares
          Shareholders’ name
                                                              period-end                                   Type          Amount

                                                                                                  Domestically
HONG KONG NAM HOI
                                                                                     92,123,248 listed foreign             92,123,248
(INTERNATIONAL) LTD.
                                                                                                  shares

Shenzhen Guangju Industrial Co.,                                                                  RM B ordinary
                                                                                     73,666,824                            73,666,824
Ltd.                                                                                              shares

SHENZHEN ENERGY (GROUP)                                                                           RM B ordinary
                                                                                     65,106,130                            65,106,130
CO., LTD.                                                                                         shares

Gaohua-HSBC-GOLDMAN,                                                                            RM B ordinary
                                                                                     12,839,723                            12,839,723
SACHS & CO.LLC                                                                                    shares

                                                                                                  Domestically
BOCI SECURITIES LIM ITED                                                             10,723,049 listed foreign             10,723,049
                                                                                                  shares

                                                                                                  RM B ordinary
                                                                                                                               5,861,088
Liu Fang                                                                              8,921,888 shares

                                                                                                  Domestically                 3,060,800



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                                                                                                    listed foreign
                                                                                                    shares

                                                                                                    Domestically
CM S (HK)                                                                               8,442,728 listed foreign             8,442,728
                                                                                                    shares

                                                                                                    Domestically
Zeng Ying                                                                               7,602,400 listed foreign             7,602,400
                                                                                                    shares

M ei Yi Investment Property Co.,                                                                    RM B ordinary
                                                                                        5,207,600                            5,207,600
Ltd.                                                                                                shares

                                                                                                    Domestically
LI SHERYN ZHAN M ING                                                                    4,790,390 listed foreign             4,790,390
                                                                                                    shares
                                           1. Shenzhen Energy (Group) Co., Ltd. holds 100% equities of HONG KONG NAM HOI
Explanation        on         associated
                                           (INTERNATIONAL) LTD indirectly; 2. Among other social public shareholders, the
relationship among the top ten
                                           Company did not know whether there were associated relationships or belonging to consistent
shareholders or consistent action
                                           actors.

Explanation on top ten common
shareholders involving margin              Among the top ten shareholders, M s. Liu Fang holds 3,346,188 shares through credit

business (if applicable)                   transaction guarantee securities account


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
Top ten common shareholders or top ten common shareholders with un-restrict shares not held have a buy-back agreement dealing in
reporting period


2. Total of shareholders with preferred stock held and the top ten shareholdings

□Applicable            √Not applicable




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                                                                 深圳南山热电股份有限公司 2019 年第三季度报告正文




                                   Section III. Important events

I. Particular about major changes from ite ms of main accounting statements and financial
indexes as well as reasons

√ Applicable   □Not applicable
1. Closing number of accounts receivable counted as 198.9568 million Yuan, increased 50.24% over that of
year-beginning, mainly because the account receivable for electricity and engineering increased;
2. Closing number of account paid in advance counted as 74.2613 million Yuan, increased 38.40% over that of
year-beginning, mainly because the account paid in advance for natural gas increased;
3. Closing number of construction in process counted as 61.4591 million Yuan, decreased 25.37% over that of
year-beginning, mainly because the construction in process transfer to fixed assets;

4. Closing number of accounts payable counted as 33.9624 million Yuan, increased 87.99% over that of
year-beginning, mainly because the account payable for natural gas increased;
5. Closing number of wages payable counted as 39.5980 million Yuan, decreased 11.83% over that of
year-beginning, mainly because the wages payable for employees declined;
6. Operation revenue counted as 817.09 million Yuan in the Period, decreased 49.56% on a y-o-y basis, mainly
because the revenue from electricity sales declined;
7. Operation cost counted as 721.3131 million Yuan in the Period, decreased 50.97% on a y-o-y basis, mainly
because the volume of power generation declined, than the costs declined correspondingly;
8. Taxes and surcharge counted as 4.6025 million Yuan in the Period, decreased 41.34% on a y-o-y basis, mainly
because the VAT surcharges declined;
9. Sales expenses counted as 4.4944 million Yuan in the Period, increased 59.95% on a y-o-y basis, mainly
because the transportation charge for sludge treatment increased;
10. Financial expenses counted as 16.9741 million Yuan in the Period, decreased 44.97% on a y-o-y basis, mainly
because average financing rate declined;
11. Non-operation revenue counted as 0.1454 million Yuan in the Period, increased 1723.10% on a y-o-y basis,
mainly because revenue from waste and aged materials disposal increased;
12. Non-operation expenditure counted as 0.0461 million Yuan in the Period, decreased 94.98%% on a y-o-y
basis, mainly because loss on non-current assets declined;
13. Net cash flow from operation activities counted as 83.5623 million Yuan in the Period, decreased 54.18% on a
y-o-y basis in net inflow, mainly because revenue from electricity fee declined;
14. Net cash flow from investment activities counted as (48.0896) million Yuan in the Period, decreased 58.26%
on a y-o-y basis in net out-flow, mainly because the expenditure from technology reform declined and purchase of
fixed assets decreased;
15. Net cash flow from financing activities counted as 12.0844 million Yuan in the Period, decreased 95.82% on a
y-o-y basis, mainly because net financing amount declined.



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                                                                深圳南山热电股份有限公司 2019 年第三季度报告正文


II. Progress and influence of the main events as well as solution analysis specification

√ Applicable  □ Not applicable
1. T102-0011, T102-0155 land related matters.During the reporting period, the Announcement of Shenzhen
Municipal Bureau of Planning and Natural Resources Issued a Notice on Shenzhen’s 2019 Urban Renewal and
Land Reconditioning Plan was released on the website of Shenzhen Government Online. In accordance with the
Shenzhen’s 2019 Urban Renewal and Land Reconditioning Plan and relevant contents of attached table, as
the ;and reconditioning plan of Qianhai cooperation zone for year of 2019, the lands owned by Nanshan Power
Plant of the Company are included in the reconditioning plan (found more in the Notice of Shenzhen’s 2019
Urban Renewal and Land Reconditioning Plan issued by Shenzhen Municipal Bureau of Planning and Natural
Resources (Notice No.: 2019-041) released on China Securities Journal, Securities Times, Hong Kong
Commercial Daily and Juchao Website). Upon learning of the above, the Company submitted the “Application of
revised the land planning for lands of Nanshan Power Plant” to Shenzhen Qianhai Administration Bureau and
relevant government authority immediately, and put forward the principle of win-win cooperation based on
respect for history again. Learn from the experience of other blocks in Qianhai Area, change the land plann ing of
Nanshan Power Plant’s lands, and protect the legitimate rights and interest of the shareholders in a better way.
Hereafter, the Company received a “Reply from Shenzhen Qianhai Administration Bureau on Relevant Matters
with Land Planning Concerned of Nanshan Power Plant” (hereinafter referred to as Reply), and made a reply to
plannings and land storage matters correspondingly. As for the requirement on changing the planning, the Reply
said: “According to the Comprehensive Planning of China (Guangdong) Pilot Free Trade Zone Shenzhen Qianhai
Shekou Area and Surrounding Areas of Da Nanshan and Xiao Nanshan” (hereinafter referred to as Qianhai
Shekou Free Trade Comprehensive Planning), the lands of Nanshan Power Plant was planning for public facilities,
public open space and roads; the plan calls for speeding up the relocation of Nanshan Power Plant. During the
period of the public for Qianhai Shekou Free Trade Comprehensive Planning (Draft), we have received the
opinions from your Company and research and handling the opinions according to procedures, the Plan clearly
pointed out that the lands of Nanshan Power Plant will implement in line with the purpose of public facilities,
public open space and roads”. The Company, will continues to follow the relevant conditions closely under the
participation and cooperation of legal counsel, make every efforts to protect the legitimate rights and interest of
the listed company and all shareholders.

2. Matters of public listing transfer of 70% equity of Shen Nan Dian Dongguan Company. On 30 July 2019, the
Proposal of Public Listing Transfer of 70% Equity of Shen Nan Dian (Dongguan) Weimei Power Co., Ltd was
deliberated and approved by the 7th extraordinary meeting of 8th BOD, the 70% equity of Shen Nan Dian
Dongguan Company, directly and indirectly held by the Company, are agreed to transfer with valuation of
83.2992 million Yuan by public listing. In the spirit of the BOD’s resolution, on 4 September 2019, the Company
listed the 70% equity of Shen Nan Dian Dongguan Co publicly on Shenzhen United Property Exchange with 20
working days for listing. During the period of listing, Shenzhen Gas Corporation Ltd propose the cooperation
intention, and hopes to carry out strategy cooperation in aspect of natural gas resources with Shen Nan Dian
Dongguan Company. After careful consideration, in line with the purpose of maximizing the interest of listed
companies, on 15 September, the Proposal to Suspend the Public Listing Transfer of 70% Equity of Shen Nan
Dian (Dongguan) Weimei Power Co., Ltd was deliberated and approved by 8th extraordinary meeting of 8th BOD,
the Company are agreed to suspend the 70% equity transfer on public listing, and restart relevant equity transfer
matters when appropriate in line with the follow -up business status and relevant information. (found more in the
Proposal of Public Listing Transfer of 70% Equity of Shen Nan Dian (Dongguan) Weimei Power Co., Ltd and the


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                                                                              深圳南山热电股份有限公司 2019 年第三季度报告正文


Proposal to Suspend the Public Listing Transfer of 70% Equity of Shen Nan Dian (Dongguan) Weimei Power Co.,
Ltd (Notice No.: 2019-040, 2019-051) released on China Securities Journal, Securities Times, Hong Kong
Commercial Daily and Juchao Website).
In addition to the above matters, the refund collection works of “Project Technical Reform Benefit Fund” and the
Xinjiang Aid Project of Guangdong Province participated in 2013 is have no further progress in the reporting
period
Implementation progress of shares buy -back

□ Applicable    √ Not applicable

Implementation progress of the reduction of repurchases shares by centralized bidding

□ Applicable √ Not applicable



III. Commitme nts that the company, shareholders, actual controlle r, offeror, directors,
supervisors, senior manage ment or other related pa rties have fulfilled during the reporting
period and have not yet fulfilled by the end of reporting period

□ Applicable √ Not applicable

There are no commitments that the company, shareholders, actual controller, offeror, directors, supervisors, senior management or

other related parties have fulfilled during the reporting period and have not yet fulfilled by the end of reporting period.


IV. Particular about security investment

□ Applicable √ Not applicable
The Company had no security investment in Period.


V. Trust financing

□ Applicable √ Not applicable
The Company had no trust financing in Period.


VI. Particulars about de rivatives investment

□ Applicable    √ Not applicable
The Company had no derivatives investment in Period.


VII. Registration form of receiving research, communication and intervie w in the report
period

√ Applicable □Not applicable
                                                                                                   Contents discussed and material
            Time                            Way                            Type
                                                                                                               provided



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                                                                             深圳南山热电股份有限公司 2019 年第三季度报告正文


July – Sept. 2019                    Field research                    Person (8)          Inquiry of register of shareholders

                                                                                            Relevant matters of Shen Nan Dian
                                    Question Reply on
July – Sept. 2019                                                      Person (14)         Dongguan Company, number of
                                     Interactive Easy
                                                                                            shareholders and reply on written

                                                                                            Relevant matters of Shen Nan Dian
                                                                                            Dongguan Company, relevant matters
July – Sept. 2019              Telephone communication           Person (many times)       with land concerned of Nanshan Power
                                                                                            Plant, oral reply and no materials
                                                                                            required


VIII. External security against the rules

□ Applicable √ Not applicable
The Company has no external security against the rules in the Period.


IX. Controlling share holders' and its related party's non-business capital occupying of the
listed company

□ Applicable √ Not applicable
There are no controlling shareholders' and its related party's non-business capital occupying of the listed company .




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