东沣科技集团股份有限公司 2019 年第三季度报告正文 Stock Code: 200160 Short Form of the Stock: Dongfeng-B Notice No: 2019-048 Dongfeng Sci-Tech Group Co., Ltd. Text of Third Quarterly Report 2019 1 东沣科技集团股份有限公司 2019 年第三季度报告正文 Section I. Important Notes Board of Directors and the Supervisory Committee of Dongfeng Sci-Tech Group Co., Ltd. (hereinafter referred to as the Company) and its directors, supervisors and senior executives 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 of the Company are attended the Meeting for quarterly report deliberation. Principal of the Company Zhao Yongsheng, Person in Charge of Accounting Works Zhao Yongsheng and Person in Charge of Accounting Organ (Accounting Officer) Liu Fengguo hereby confirm that the Financial Report of the Third Quarterly Report is authentic, accurate and complete. Note: The Report is prepared in bilingual versions of Chinese and English respectively, in the event of any discrepancy in understanding the two aforementioned versions, the Chinese version shall prevail. 2 东沣科技集团股份有限公司 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) 737,486,451.00 624,370,817.40 18.12% Net assets attributable to shareholders of listed company 307,150,697.41 351,593,999.08 -12.64% (RM B) Increase/decrease in Increase/decrease in Year-begin to end of comparison with Current period comparison with same the Period year-begin to period of last year Period-end of last year Operating revenue (RM B) 6,433,442.99 -59.50% 39,804,856.47 -58.41% Net profit attributable to shareholders of the listed company -10,917,560.62 -230.65% -35,335,429.52 -1,223.23% (RM B) Net profit attributable to shareholders of the listed company -8,479,317.90 16.09% -33,377,521.84 -82.18% after deducting non-recurring gains and losses (RM B) Net cash flow arising from -- -- 21,610,660.71 -13.23% operating activities (RM B) Basic earnings per share -0.0156 -232.20% -0.0506 -1,224.44% (RM B/Share) Diluted earnings per share -0.0156 -232.20% -0.0506 -1,224.44% (RM B/Share) Weighted average ROE -3.58% -5.85% -10.84% -11.70% 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 972,524.64 write-off that accrued for impairment of assets) 3 东沣科技集团股份有限公司 2019 年第三季度报告正文 Held transaction financial asset, gains/losses of changes of fair values from transaction financial liabilities, and investment gains from disposal of transaction financial asset, transaction financial 261,265.72 liabilities and financial asset available for sales, exclude the effective hedging business relevant with normal operations of the Company Other non-operating income and expenditure except for the -3,844,333.93 aforementioned items Less: impact on income tax -652,635.89 Total -1,957,907.68 -- 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. Number of common shareholders and preference shareholders with voting rights recovered and top ten common shareholders In share Total preference shareholders Total number of common with voting rights recovered at shareholders at the end of report 17,375 0 period end of reporting period (if applicable) Top ten shareholders Amount of Number of share pledged/frozen Nature of Proportion of Amount of shares Shareholders non-tradable shareholder shares held held State of share Amount shares held Domestic natural Wang Dong 29.49% 208,324,800 208,324,800 person China Everbright Securities (HK) Foreign corporate 7.90% 55,783,345 0 Limited GUOTAI Foreign corporate 6.60% 46,638,726 0 JUNAN 4 东沣科技集团股份有限公司 2019 年第三季度报告正文 SECURITIES(H ONGKONG) LIM ITED Chengde North Domestic Industrial non-state owned 2.62% 18,517,651 18,517,651 Corporation legal person Haitong International Securities Foreign corporate 2.20% 15,524,875 0 Company Limited-Account Client Domestic natural Wang Zhengsong 1.89% 13,327,891 13,327,891 person Domestic natural Wang Wensheng 1.03% 7,258,007 0 person Domestic natural Su Youhe 1.02% 7,214,602 0 person Domestic natural Zhou Haihong 0.95% 6,711,600 0 person CORE PACIFIC-YAMA ICHI Foreign corporate 0.86% 6,051,543 0 INTERNATION AL (H.K.) LIM ITED Tradable shares held by top 10 shareholders Type of shares Shareholders Amount of tradable shares held Type Amount Domestically China Everbright Securities (HK) 55,783,345 listed foreign 55,783,345 Limited shares GUOTAI JUNAN Domestically SECURITIES(HONGKONG) 46,638,726 listed foreign 46,638,726 LIM ITED shares Domestically Haitong International Securities 15,524,875 listed foreign 15,524,875 Company Limited-Account Client shares Domestically Wang Wensheng 7,258,007 7,258,007 listed foreign 5 东沣科技集团股份有限公司 2019 年第三季度报告正文 shares Domestically Su Youhe 7,214,602 listed foreign 7,214,602 shares Domestically Zhou Haihong 6,711,600 listed foreign 6,711,600 shares CORE PACIFIC-YAMAICHI Domestically INTERNATIONAL (H.K.) 6,051,543 listed foreign 6,051,543 LIM ITED shares Domestically Shen wan Hongyuan securities 4,995,920 listed foreign 4,995,920 (Hong Kong) Co., LTD. shares Domestically Li Tianyun 3,820,000 listed foreign 3,820,000 shares Domestically Peng Wei 2,978,525 listed foreign 2,978,525 shares Explanation on associated The Company is unknown whether there exists associated relationship or belongs to relationship among the aforesaid consistent actor regulated by “management method for acquisition of listed company” among shareholders the above said shareholders. Explanation on shareholders involving margin business about top N/A ten common shareholders (if 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 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 of shareholders with preferred stock held and the top ten shareholdings □Applicable √Not applicable 6 东沣科技集团股份有限公司 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 Period-end (the Period-begin Changes Seria Item Period) balance (last period) Reasons l Amount Ratio balance 1 M onetary fund 71,712,087.48 36,306,825.10 35,405,262.38 97.52% Account received in advance for property 2 Account paid in 31,725,356.14 61,099,009.67 -29,373,653.53 -48.08% Settlement of the account paid in advance for advance engineering in the period 3 Other receivables 26,279,193.00 8,588,597.44 17,690,595.56 205.98% Current account receivables increased in the period 4 Construction in 265,731,045.29 101,650,833.16 164,080,212.13 161.42% Expenditure from construction in progress in the progress period 5 Development 25,899,861.29 13,346,410.47 12,553,450.82 94.06% Expenditure from development projects expenditure 6 Other non current 19,011,471.60 121,743,152.36 -102,731,680.76 -84.38% Settlement of the account paid in advance for assets engineering in the period 7 Account payable 3,339,405.28 6,668,789.67 -3,329,384.39 -49.92% Account for engineering are paid in the period 8 Account received 147,143,153.93 16,269,319.99 130,873,833.94 804.42% Account received in advance for property in advance increased in the period 9 Tax payable 513,335.30 921,967.58 -408,632.28 -44.32% Taxes paid in the period 10 Other payable 76,579,712.77 118,570,218.85 -41,990,506.08 -35.41% Current account paid in the period 11 Long-term loans 175,210,000.00 101,710,000.00 73,500,000.00 72.26% New bank loans in the period 12 Business income 39,804,856.47 95,699,640.45 -55,894,783.98 -58.41% Income from property sales declined on a y -o-y basis 13 Business cost 32,700,355.28 87,135,797.74 -54,435,442.46 -62.47% Cost of property sales declined on a y -o-y basis 14 Business tax and 1,682,848.47 3,324,122.85 -1,641,274.38 -49.37% Accrual tax declined for the decrease of property surcharge sales in the period 15 Sales expense 10,193,305.47 27,452.12 10,165,853.35 37031.21% Settlement of the sales agency fee in the period 16 M anagement 28,592,202.66 21,114,670.20 7,477,532.46 35.41% Operating expenses increased in the period expense 17 Other income 6,451.79 2,890,000.00 -2,883,548.21 -99.78% There was a energy-saving subsidy received from government last period while no such amount occurred in the period 18 Investment 261,265.72 18,683,998.38 -18,422,732.66 -98.60% There was an income from subsidiary disposal last income period while no such amount occurred in the 7 东沣科技集团股份有限公司 2019 年第三季度报告正文 period 19 Net cash flow -42,117,796.39 -167,207,550.45 125,089,754.06 -74.81% The account paid for construction in progress arising from decreased on a y-o-y basis investment activities 20 Net cash flow 57,100,889.00 102,850,300.00 -45,749,411.00 -44.48% Bank loans received in the period decreased on a arising from y-o-y basis financing activities II. Progress and influence of the main events as well as solution analysis specification □ Applicable √ Not applicable Progress of shares buy-back √ Applicable □Not applicable On October 22, 2018, the company held the 4 th session of the seventh board of directors which reviewed and approved the Proposal on the Repurchase of Company Shares by Centralized Bidding, and the second extraordinary shareholders meeting of 2018 held on November 7, 2018 reviewed and approved the above proposal. On November 14, 2018, the company disclosed the Repurchase Report on the Repurchase of Company Shares by Centralized Bidding (Announcement No.: 2018-062). The company implemented the repurchase for the first time on December 6, 2018, and disclosed the Announcement on the First Repurchase of the Company’s Shares (Announcement No.: 2018-070) on December 7, 2018. For details of the above, please refer to the relevant announcements disclosed by the company on Securities Times, Hong Kong Commercial Daily and http://www.cninfo.com.cn. The progress of the company’s share repurchase was as follows: Ended as the reporting period, the company repurchased the company’s shares of 28,307,783 shares through a stock repurchase special security account by centralized bidding transactions, accounting for 4.01% of the company’s total share capital, of which the highest transaction price was HK$1.18/share, the lowest transaction price was HK$1.09/share, and the total amount paid was HK$32,095,614.32 (excluding transaction fees). Found more as: Repurchased Amount Ceiling price Bottom price Price repurchased Ratio in total Announcement index date repurchased (HKD) (HKD) (HKD) share capital 2018.12.6 6,586,658 1.14 1.11 7,449,626.48 0.93% Notice on the First Repurchase of Company’s Shares (No.:2018-070) 2018.12.20 12,864,055 1.14 1.09 14,529,142.54 1.82% Notice on the Repurchase of 2% of the Company’s Shares Capital (No.:2018-075) 8 东沣科技集团股份有限公司 2019 年第三季度报告正文 2018.12.27 4,994,970 1.18 1.12 5,697,753.10 0.71% Notice on the Repurchase of 3% of the Company’s Shares Capital (No.:2018-076) 2018.12.28 532,100 1.14 1.14 606,594.00 0.08% Notice on the Repurchase of 4% of the 2019.1.29 3,330,000 1,16 1.14 3,812,498.20 0.47% Company’s Shares Capital (No.:2019-006) Total 28,307,783 32,095,614.32 4.01% Implementation progress of the reduction of repurchases shares by centralized bidding □ Applicable √ Not applicable III. Commitme nts that the actual controller, shareholders, related parties, offeror and the Company 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 actual controller, shareholders, related parties, offeror and the Company 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 In 10 thousand Yuan Type Capital resources Amount for entrust Balance un-expired Overdue amount Bank financing product Own funds 2,000 500 0 Total 2,000 500 0 Details of the single major amount, or high-risk trust investment with low security, poor fluidity and non-guaranteed: □ Applicable √ Not applicable Entrust financial expected to be unable to recover the principal or impairment might be occurred □ Applicable √ Not applicable 9 东沣科技集团股份有限公司 2019 年第三季度报告正文 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 Time Way Type Basic situation index of investigation Current condition of the Company, no 2019-09-05 Telephone Personal materials required Current status of the Company and no 2019-09-12 Telephone Personal material provided Operation of the Company, no materials 2019-09-25 Telephone Personal required VIII. Guarantee outside against the regulation □Applicable √Not applicable The Company had no guarantee outside against the regulation in the reporting period. IX. Non-ope rational 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 10