Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
GUANGDONG JADIETE HOLDINGS GROUP COMPANY LIMITED
ANNUAL REPORT 2019
2020-006
April 2020
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part I Important Notes, Table of Contents and Definitions
The Board of Directors (or the “Board”), the Supervisory Board as well as the Directors,
Supervisors and senior management of Guangdong Jadiete Holdings Group Company
Limited (the “Company”) hereby guarantee the factuality, accuracy and completeness of the
contents of this Report and its abstract, and shall be jointly and severally liable for any
misrepresentations, misleading statements or material omissions in this Report and its
abstract.
HongCheng Chen, the Company’s legal representative, Jincai Chen, the Company’s Chief
Financial Officer (CFO), and Zeng Zhihua, head of the Company’s financial department
(equivalent to financial manager) hereby guarantee that the Financial Statements carried in
this Report are factual, accurate and complete.
Except the following Directors of the The Company, others have attended the Board meeting
for the review of this Report and its abstract.
Name Title Reason Consignee
Honghai Chen Director Other work Dongwei Chen
Asia Pacific (Group) CPAs (Special General Partnership) issued a qualified opinion with
explanatory notes on the Company's 2018 audit report. the Board of Directors, the
Supervisory Committee have explained the relevant matters in detail, please pay attention to
reading.
Asia Pacific (Group) CPAs (Special General Partnership) issued negative opinions on the
company's 2019 internal control audit report, the company has Significant deficiencies in
internal control, the Supervisory Committee have explained the relevant matters in detail,
please pay attention to reading.
the company has suffered losses for two consecutive years 2017-2018,the company's qualified
audit report was issued by the auditor with explanatory notes. The influence of the notes on
the company is uncertain.
The risk of great uncertainty in future operating earnings. The risk of great uncertainty in
future operating earnings: For the Reporting Period, the Company realized net income
attributable to the Company (as the parent company) of RMB-12,006,826.15 with this figure
before non-recurring gains and losses being RMB-12,006,826.15. The Company's existing
main business scope covers gold and jewelry and garments e-commerce. In recent years, the
gold and jewelry industry has been highly competitive and its profits have declined year by
year. The garments e-commerce is constrained by less investment and effectiveness will take a
long time. In addition, the pandemic since 2020 has had a huge impact on the entire consumer
industry, which further exacerbates the uncertainty of the company's future operating profit.
The company didn’t receive the transfer payment of 30% equity of Shenzhen Shenguorong
Finance Guarantee Co., Ltd. on schedule, please refer to relevant contents in this report for
details.
Shenzhen future industry development fund enterprise (limited partnership) didn’t receive
45% equity transfer payment of Shenzhen Jinshitonghe Investment Co., Ltd. on schedule,
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
resulting in failure to implement profit distribution as agreed. Please refer to relevant contents
in this report for details.
The company failed to sign corresponding anti-guarantee agreements with Puning
Huafengqiang Trade Co., Ltd. and Puning Lailisheng Trade Co., Ltd. for the loans borrowed
during the term of mortgage guarantee, As of the date of this report, The company also failed to
release the mortgage guarantee provided for Puning Huafengqiang Trade Co., Ltd. and Puning
Lailisheng Trade Co., Ltd., so then cause the risk of contingent liabilities. Please refer to
relevant contents in this report for details.
Due to the impact of macroeconomic downturn and pandemic situation, the company failed to
receive the funds that should be recovered from the disposal of assets, and the company may
not be able to implement the buyback plan within the specified time Forward-looking
statements concerning future plans does not constitute a company's substantive commitment
to investors, investors and relevant persons should have adequate risk awareness, and should
understand the differences between plans, budgets and commitments.
The Company is required to comply with the disclosure requirements of "Guidelines for
Information Disclosure in Shenzhen Stock Exchange Industry No. 11 - Listed Company
Engaging in Jewelry-related Business".
The main business of the company is the wholesale of gold goods, because of the relatively
small scale, in order to meet the needs of customers, the product structure of the inventory is
relatively single and the balance is large. At the same time, because the customers are
relatively single, Higher dependence on customers, and great impact of fluctuations in
customer operations. During the reporting period, due to the transformation of major
customers, the company's sales fell sharply. The company actively adjusts its marketing
strategy, expands channels and gradually realizes the goal of de-stocking
the company plans to actively expand new customer channels, improving sales, on the premise
of gradually improving the content of inventory varieties, gradually reducing the risk of
higher inventory.
The Company plans not to distribute cash or share dividend, converted either from retained
earnings or capital reserves, for the Reporting Period.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Table of Contents
Part I Important Statements, Table of Contents and Definitions ................................................ 2
Part II Corporate Profile and Key Financial Information ............................................................ 5
Part III Business Summary ............................................................................................................... 7
Part IV Company Performance Discussion and Analysis .............................................................. 8
Part V Significant Events ................................................................................................................ 12
Part VI Share Changes and Shareholder Information ................................................................. 16
Part VII Preferred Shares ............................................................................................................... 18
Part VIII Convertible bonds ........................................................................................................... 18
Part IX Directors, Supervisors, Senior Management and Staff................................................... 19
Part X Corporate Governance ........................................................................................................ 20
Part XI Corporate Bonds ................................................................................................................ 22
Part XII Financial Statements ........................................................................................................ 22
Part XIII Documents Available for Reference ............................................................................... 85
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Definitions
Term Definition
Reporting Period January 1, 2018-December 31, 2018
CSRC China Securities Regulatory Commission
SZSE, the stock exchange Shenzhen Stock Exchange
Company, the Company GUANGDONG JADIETE HOLDINGS GROUP COMPANY LIMITED
Shenghengchang Huifu Shenzhen Shenghengchang Huifu Industrial Co., Ltd.
Risheng Chuangyuan Shenzhen Risheng Chuangyuan Asset Management Co., Ltd.
Lianhua Huiren Shenzhen Lianhua Huiren Industrial Co., Ltd.
Shenguorong Financing Guarantee Shenzhen Shenguorong Financing Guarantee Co., Ltd.
Future Growing Business Fund Shenzhen Future Growing Business Fund (Limited Partnership)
Chinese Gold Nobility Shenzhen Chinese Gold Nobility Jewelry Co., Ltd.
Yuan, wan yuan RMB, million RMB
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part II Corporate Profile and Key Financial Information
I Corporate Information
Stock name JHG-B 股票代码 200168
Stock exchange Shenzhen Stock Exchange
Company name in Chinese 广东舜喆(集团)股份有限公司
Abbr. 舜喆
Company name in English
GUANGDONG JADIETE HOLDINGS GROUP COMPANY LIMITED
(if any)
Abbr. (if any) JHG
Legal representative Chen Hongcheng (temporarily)
Registered address Meixin Industrial Park of Jun Bu Town, Puning, Guangdong
Registered address Zip code 515300
Office address 503 of No. 990 of Yiben E-commerce Building, Xili, Nanshan District, Shenzhen
Office Zip code 518000
Company website http://www.200168.com
Email address JHG@200168.com
II Contact Information
Board Secretary Securities Representative
Name Xu Wei
503 of No. 990 of Yiben E-commerce
Address
Building, Xili, Nanshan District, Shenzhen
Tel. 0755-82250045
Fax 0755-82251182
E-mail xw@200168.com
III Media for Information Disclosure and Place where this Report Is Kept
Newspapers designated by the Company for
Securities Times and Ta Kung Pao (HK)
information disclosure
Website designated by the China Securities
Regulatory Commission (CSRC) for the publication http://www.cninfo.com.cn
of this Report
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
9Q of No. 990 of Yiben E-commerce Building, Xili, Nanshan District,
Place where this Report is kept
Shenzhen
IV Company Registered Information and Alterations
Credibility code 914452002311318335
The main business of the Company shifted from garment making to real estate
Changes in main business activities of the
development in 2013;
Company after going public (if any)
The real estate development changed to gold and other jewelry sales in 2015.
Changes of controlling shareholder (if any) No changes
V Other Information
Independent certified public accounting (or “CPA”) firm hired by the Company:
Name Asia (Group) CPAs (Special General Partnership)
Office address Room 301, No. 2 of Tower B, No. 9 Block, Chegongzhuang Street, West City District, Beijing
Accountants writing signatures Zhou Ying, and Zhou Hanjun
Independent sponsor hired by the Company to exercise constant supervision over the Company in the Reporting Period:
□ Applicable √ Not applicable
Independent financial advisor hired by the Company to exercise constant supervision over the Company in the Reporting Period:
□ Applicable √ Not applicable
VI Key Financial Information
Indicate by tick mark whether there is any retrospectively restated datum in the table below
□ Yes √ No
December 31, 2019 December 31, 2018 Change of
December 31, 2019
December 31, 2017
over December 31,
2018
Sales revenue (RMB) 19,065,432.67 96,715,841.62 -80.29% 563,989,732.95
Net income attributable to
shareholders of the listed 1,996,242.74 -13,392,596.16 -114.91% -14,352,474.20
company (RMB)
Net income attributable to
-12,006,826.15 -13,770,099.67 -12.81% -6,842,761.55
shareholders of the listed
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
company before nonrecurring
gains and losses (RMB)
Net cash flows from operating
5,555,997.23 -85,829,630.50 -106.47% -8,650,294.89
activities (RMB)
Basic earnings per share
0.0063 -0.0420 -115.00% -0.0450
(RMB/share)
Diluted earnings per share
0.0063 -0.0420 -115.00% -0.0450
(RMB/share)
Weighted average return on
0.59% -3.87% 4.46% -3.99%
equity (%)
Total assets (RMB) 514,650,229.26 544,902,591.70 -5.55% 723,587,997.04
Equity attributable to
shareholders of the listed 345,098,328.40 339,099,061.64 1.77% 352,491,657.80
company (RMB)
VII Accounting Data Differences under Chinese Accounting Standards (CAS) and International Financial
Reporting Standards (IFRS) and Foreign Accounting Standards
1. Net Income and Equity Differences under CAS and IFRS
□ Applicable √ Not applicable
No such differences for the Reporting Period.
2. Net Income and Equity Differences under CAS and Foreign Accounting Standards
□ Applicable √ Not applicable
No such differences for the Reporting Period.
3. Reasons for accounting data differences under CAS and Foreign Accounting Standards
□ Applicable √ Not applicable
VIII Key Financial Information by Quarter
Unit: RMB
Q1 Q2 Q3 Q4
Sales revenue 356,917.07 538,215.36 436,921.08 17,733,379.16
Net income attributable to
shareholders of the listed -2,170,489.40 -2,091,792.31 -2,878,192.30 9,136,716.75
company
Net income attributable to -2,254,549.76 -2,009,314.66 -2,966,466.50 -4,776,495.23
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
shareholders of the listed
company before nonrecurring
gains and losses
Net cash flows from operating
-839,954.80 -158,848.23 -426,079.36 6,980,879.62
activities
Indicate by tick mark whether any of the financial data in the table above or their summations differs materially from what have been
disclosed in the Company’s quarterly or semi-annual reports.
□ Yes √ No
IX Nonrecurring Gains and Losses
√ Applicable □ Not applicable
Unit: RMB
项目 2019 2018 2017 Note
Gains and losses on disposal of Profit and loss on
non-current assets (inclusive of offset 953,732.29 disposal of fixed
allowance for asset impairments) assets
Gains and losses on changes in fair value
of trading financial assets and liabilities &
investment income from disposal of
trading financial assets and liabilities and
536.00 -7,082,693.26
available-for-sale financial assets
(exclusive of effective portion of hedges
that arise in the Company’s ordinary
course of business)
Reversed portion of impairment allowance
for accounts receivable on which 13,041,547.87 419,561.43 -355,915.00
impairment test is carried out separately
Non-operating income and expense other
-427.35 1,037.86 867,026.81
than above
Other gains and losses that meet definition
-7,361.38 41,556.06 -795,922.42
of nonrecurring gain/loss
Less: Income tax effects 14,003,068.89 377,503.51 -7,509,712.65 --
Explanation of why the Company classifies an item as a nonrecurring gain/loss according to the definition in the Explanatory
Announcement No. 1 on Information Disclosure for Companies Offering Their Securities to the Public—Nonrecurring Gains and
Losses, or reclassifies any nonrecurring gain/loss item listed in the said explanatory announcement as a recurring gain/loss:
□ Applicable √ Not applicable
No such cases for the Reporting Period.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part III Business Summary
I Main Business Scope of the Company in the Reporting Period
The Company is required to comply with the disclosure requirements of "Guidelines for Information
Disclosure in Shenzhen Stock Exchange Industry No. 11 - Listed Company Engaging in Jewelry-related
Business".
The gold and jewelry business is operated by the controlled subsidiary Shenzhen Chinese Gold Nobility
Jewelry Co., Ltd. (Chinese Gold Nobility). The Company has been engaged in the circulation field of gold
and jewelry industry for many years with the main business scope of gold, silver, platinum, diamond, jade,
jewelry and its sales business.
1. Macro-economic and Industry Development
According to the data of the National Bureau of statistics, the total retail sales of social consumer
goods increased by 8.0% and 8.0% on a year-on-year basis in December 2019 and January
December 2018, and 8.2% and 9.0% on a year-on-year basis in December 2018 and January
December 2018. Among them, the year-on-year nominal growth of gold and silver jewelry in
December 2019 and January December 2019 was 3.7% and 0.4%, and the year-on-year nominal
growth in December 2018 and January December 2018 was 2.3% and 7.4%.
According to statistics released by China Gold Association, the actual consumption of gold in 2019
was 1002.78 tons, down 12.91% year on year. Specifically, in 2019, the domestic consumption of
gold jewelry is 676.23 tons, down 8.16% year-on-year; the consumption of gold bars and gold coins
is 225.8 tons, down 26.97%; The consumption of industrial and other uses was 100.75 tons, down
4.9%. According to the analysis of China Gold Association, the downward pressure of domestic
economy in 2019 and the rising gold price in the second half of the year are the main reasons for the
obvious decline of gold jewelry consumption. At the same time, the high price of gold has led to the
cautious wait-and-see attitude of physical gold investors, and the sales volume of gold bars of key
enterprises and commercial banks has declined significantly.
2. Industry position and competitive advantage of the company
Zhongjin Yipin is located in Shenzhen, the largest jewelry industry cluster in China. As consumers'
consumption habits shift from past gold to inlaid jewelry and diamonds, they pay more attention to
brand, identity and experience. The brand differentiation trend of jewelry industry is obvious, and
the market competition is increasingly fierce. The supply and demand of traditional jewelry
enterprises in products, regions, channels and other aspects are structurally unbalanced.
Due to the relative weakness in capital, brand, personnel and other aspects, the industry position of
CICC No.1 is relatively low. Under the situation of low macro-economy, weak consumption and
intensified competition in the same industry, the impact of competition is very obvious and there is
no obvious competitive advantage.
3.Main business situation
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(1) Sales
During the reporting period, the main sales mode of Zhongjin Yipin was exhibition hall retail
(online sales have been suspended), and there was no direct store sales. During the reporting period,
the main business revenue was 15.3244 million yuan, the operating cost was 12.0217 million yuan,
and the gross profit margin was 21.55%
(2) Production and purchase
During the reporting period, due to the business adjustment of main customers and the judgment on
the future price trend of gold, CICC first grade adopted a relatively radical business strategy,
resulting in a sharp drop in sales compared with the same period of last year. During the reporting
period, the first product of CICC was not commissioned for processing and no new spot purchase
was added
II Material Change in Main Assets
1. Material Change in Main Assets
Major assets Significant changes
Equity assets NO
Fixed assets NO
intangible assets NO
Construction in progress NO
2. Main Assets Overseas
□ Applicable √ Not applicable
III Core Competitiveness Analysis
The core competitiveness of the company has not changed during the reporting period.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part IV Company Performance Discussion and Analysis
(1) Summary
During the reporting period, the company's operating revenue was 19.0654 million yuan, down -
80.29% from 96.7158 million yuan in the same period of last year; the net profit attributable to the
parent company was 1.9962 million yuan, down - 114.91% from - 13.3926 million yuan in the same
period of last year. The significant decline in operating revenue is mainly due to the impact of many
factors such as the overall economic environment downturn, increasingly fierce competition in the
industry, business adjustment of major customers and the adoption of radical business strategies
during the reporting period, resulting in a significant decline in operating revenue of CICC first
class. The net profit attributable to the parent company turned into profit mainly due to the write off
of long-term accounts payable and other accounts payable.
During the reporting period to the disclosure date of this report, the company's main work is as
follows:
1. Due to the downturn of macro-economy and the recession of gold and jewelry industry, leading
to the transformation of the original main customers of cicc-1, cicc-1 is facing the problem of re
obtaining wholesale customers. Since 2018, the whole Shenzhen Shuibei market has gradually
weakened, and the retail terminals are facing the problem of destocking, which makes it difficult to
carry out the wholesale business of Zhongjin Yipin. In addition, due to many factors, the equity
transfer of CICC Yipin failed to be fulfilled in time. The superposition of many factors leads to the
poor development of the first-class business of CICC. After negotiation between all parties, it was
not until the second half of the year that the relationship was straightened out, the business ideas
were fully adjusted, the retail oriented sales strategy was determined and certain results were
achieved
2.According to relevant regulations, the company shall timely write off accounts payable and other
accounts payable. At the same time, in order to activate assets and improve the efficiency of asset
use, the company also disposed of idle office assets, etc。
3.The company strengthens the collection of all kinds of receivables. During the reporting period,
the subsidiary Shenzhen Lei industry recovered 6.57 million yuan of accounts receivable aged 2-3
years. At the same time, we will continue to follow up the transfer of the guaranteed equity of
Shenzhen Guorong and the collection of the dividend of the future industrial fund. As of the
disclosure date of this report, the company has received 75 million yuan of equity transfer
guaranteed by Shenzhen Guorong and 19.4 million yuan of dividend from future industrial fund.
After the transferee of the guaranteed equity of Shenzhen Guorong failed to perform the payment
obligation as agreed, the company has negotiated and communicated with the transferee for many
times to understand the reason for the failure of timely payment and subsequent arrangements and
reached relevant supplementary agreements. In the event that the future industrial fund fails to pay
dividends in time, the company will actively communicate with the future industrial fund, learn
about the obstacles in the transaction, actively promote the parties to fulfill their obligations, and
urge all parties to reach a consensus on continuing to perform the agreement.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
4.Continue to pay attention to the mortgage guarantee for Puning huafengqiang Trading Co., Ltd.
and Puning lailisheng Trading Co., Ltd. After Puning huafengqiang Trading Co., Ltd. and Puning
lailisheng Trading Co., Ltd. failed to release the mortgage guarantee as promised, the company
communicated with each other to understand the situation and reach a new settlement time. For
details, please refer to relevant contents in this report.
5.During the reporting period, the stock price of the company has been lower than the par value for
many times, and has repeatedly touched the risk warning of listing termination. In order to protect
the interests of investors, the company actively communicates and negotiates with the actual
controller, and promotes the actual controller to take positive measures to maintain the stock price
of the company.
The company shall comply with the disclosure requirements of Shenzhen stock exchange industry
information disclosure guidelines No. 11 - listed companies engaged in jewelry related business
(1) Online sales operation
During the report period, the business of Jinyipin was adjusted and online sales were suspended。
(2) As of December 31, 2019, the company's inventory of various products is as follows (unit:
10000 yuan)
Item Blance
Inventory 17,207.61
Including: Gold Commodities 14,462.34
Jade Accessories 2,715.22
Diamond inlay 28.70
18K accessories 1.34
II Analysis of Main Business
11. Summary
See “I Overview” in “Part IV Company Performance Discussion and Analysis”, herein
2. Revenue and Cost
(1) Breakdown of Sales Revenue
Unit: RMB
2019 2018
Change
Sales revenue Percentage of total Sales revenue Percentage of total
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
sales revenue (%) sales revenue (%)
Total 19,065,432.67 100% 96,715,841.62 100% -80.29%
By operating division
Gold jewelry
15,324,468.13 80.38% 92,990,638.89 96.15% -83.52%
wholesale
Clothes sales by
2,970,886.55 15.58% 3,279,636.46 3.38% -9.05%
electric business
Others 770,077.99 4.04% 458,826.11 0.47% 67.84%
By products
Gold jewelry
15,324,468.13 80.38% 92,990,638.89 96.15% -83.52%
wholesale
Clothes sales by
2,970,886.55 15.58% 3,279,636.46 3.38% -9.05%
electric business
Others 770,077.99 4.04% 458,826.11 0.47% 67.84%
By location
Gold jewelry
15,324,468.13 80.38% 92,990,638.89 96.15% -83.52%
wholesale
Clothes sales by
2,970,886.55 15.58% 3,279,636.46 3.38% -9.05%
electric business
Others 770,077.99 4.04% 458,826.11 0.47% 67.84%
(2) Operating Division, Product Category or Operating Segment Contributing over 10% of Sales Revenue
or Income
□ Applicable √ Not applicable
3) Whether Revenue from Physical Sales Is Higher than Service Revenue
√Yes □ No
Operating division Item Unit 2019 2018 Change
Gold jewelry sales volume G 3,255
industry Inventory G 640,272.94
Reason for any over 30% YoY movements in the data above:
√ Applicable □ Not applicable
Sales decline, stop production and de-stock
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(4) Execution Progress of Major Signed Sales Contracts in Reporting Period
□ Applicable √ Not applicable
(5) Breakdown of Cost of Sales
By operating division
By operating division
Unit: RMB
2019 2018
Operating Percentage of Percentage of
Item Change
division Cost of sales total cost of Cost of sales total cost of
sales (%) sales (%)
Gold jewelry Gold jewelry
12,021,716.87 83.97% 92,727,039.98 97.70% -87.04%
wholesale wholesale
Clothes sales Clothes sales
by electric by electric 2,090,225.75 14.60% 2,050,734.49 2.16% 1.93%
business business
Others Others 204,840.45 1.43% 131,769.39 0.14% 55.45%
说明
No
(6) Change in Scope of Consolidated Financial Statements for Reporting Period
√ Yes □ No
Shenzhen Xiaoxiaomei Technology Co., Ltd. was incorporated into the scope of consolidation in
the reporting period. It is a holding company and has no business。
(7) Major Change in Business Scope or Product or Service Range in Reporting Period
□ Applicable √ Not applicable
(8) Main Customers and Suppliers
Main customers:
Total sales to top five customers (RMB) 8,337,145.65
Total sales to top five customers as a percentage of total
43.72%
sales of Reporting Period (%)
Total sales to related parties among top five customers
0.00%
as a percentage of total sales of Reporting Period (%)
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Information about top five customers:
Sales revenue generated Percentage of total sales of Reporting
No. Customer
(RMB) Period (%)
1 Customer 1 3,520,884.96 18.47%
2 Customer 2 1,753,008.85 9.19%
3 Customer 3 1,489,601.77 7.81%
4 Customer 4 980,331.48 5.14%
5 Customer 5 593,318.59 3.11%
Total -- 8,337,145.65 43.72%
Other information about the main customers
□ Applicable √ Not applicable
Main suppliers:
Total purchase amount of top five suppliers (yuan) 31,956,996.30
Proportion of total purchase amount of top five
99.66%
suppliers to total annual purchase amount
Proportion of purchase amount of related parties in total
0.00%
annual purchase amount
Information about top five supplier:
No. Name Purchase amount (yuan) Proportion in total annual procurement
1 Shenzhen Zhongbao Jewelry Co., Ltd 30,682,026.00 95.68%
2 Shanghai Jiancheng Trading Co., Ltd 537,943.57 1.68%
3 Shanghai ruiguo Clothing Co., Ltd 372,438.06 1.16%
4 Guangdong Liwei Garment Co., Ltd 270,973.92 0.85%
5 Shanghai Mansesi costumes Co., Ltd. 93,614.75 0.29%
Total -- 31,956,996.30 99.66%
Other information about the main suppliers
□ Applicable √ Not applicable
3. Expense
Unit: RMB
2019 2018 Change Reason for material change
Selling expenses 554,903.76 1,744,103.28 -68.18% Sales decline
Administrative
9,695,842.11 10,856,989.37 -10.69%
expenses
Finance costs 291,583.71 313,896.47 -7.11%
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
4. Research and Development Expense
□ Applicable √ Not applicable
5. Cash Flows
Unit: RMB
Item 2019 2018 Change
Subtotal of cash generated by
33,580,174.44 305,749,150.46 -89.02%
operating activities
Subtotal of cash used in
28,024,177.21 391,578,780.96 -92.84%
operating activities
Net cash flows from
5,555,997.23 -85,829,630.50 -106.47%
operating activities
Subtotal of cash generated by
1,879,004.75 94,406,852.00 -98.01%
investing activities
Subtotal of cash used in
7,788,522.36 610,130.10 1,176.53%
investing activities
Net cash flows from investing
-5,909,517.61 93,796,721.90 -106.30%
activities
subtotal of cash outflow by
9,310,000.00 -100.00%
fund-raising activities
Net cash flow from
-9,310,000.00 -100.00%
fund-raising activities
Net increase in cash and cash
-353,440.60 -1,342,859.15 -73.68%
equivalents
Explanation of why any of the data above varies materially:
√ Applicable □ Not applicable
The decrease of net cash flows from operating activities was due to the sales decline.
The sharp decrease in net cash flow from operating activities is mainly due to the increase in cash outflow from operating activities.
The sharp increase in the subtotal of cash generated by investing activities is due to the recovery of investment
The sharp decrease in subtotal of cash used in investing activities is no large investment
Major changes in cash flow subtotal of fund-raising activities and net cash flow generated by fund-raising activities are due to
dividends.
Significant net increase in cash and cash equivalents is no large investment.
Reason for any material difference between the net operating cash flows and the net income of the Reporting Period:
□ Applicable √ Not applicable
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
III Non-Core Business Analysis
√ Applicable □ Not applicable
Unit: RMB
Percentage of
Amount Source/Reason Recurring or not
pretax income (%)
Investment income from No
Investment profit 77,525.28 -91.64% disposal of long-term
equity investment
Profit/Loss on Write off of accounts No
fair value 12,967,905.08 -15,328.69% payable and other
changes accounts payable
Asset impairment 3,882.49 -4.59% No
Non-operating No
7,427,856.06 8,780.09% Bad debt loss
revenue
Non-operating No
953,732.29 -1,127.36% Disposal of fixed assets
expense
IV Analysis of Assets and Liabilities
1. Material Change in Asset Composition
The company has implemented new financial instrument standards, new income standards or new lease standards for the
first time since 2019, and adjust and implement the items related to the financial statements at the beginning of the year
√ Applicable □ Not Applicable
Unit, RMB
2019 2019 Change
Percentage Percentage in
Reason for material change
Value of total Value of total percent
assets (%) assets (%) age (%)
Monetary
1,259,899.63 0.24% 1,613,340.23 0.30% -0.06%
assets
Accounts 22,021,179.7
9,124,432.68 1.77% 4.04% 2.27%
receivable 3
173,929,882. 158,915,234.
Inventories 33.80% 29.16% 4.64%
99 32
Investment
5,868,823.78 1.14% 4,774,374.35 0.88% 0.26%
property
Long-term 100,600,000. 100,600,000.
19.55% 18.46% 1.09%
equity 00 00
18
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
investment
31,563,817.9 34,965,810.7
Fixed assets 6.13% 6.42% -0.29%
3 3
Hold-for-sale 149,998,221. 149,998,221.
29.15% 27.53% 1.62%
assets 71 70
2. Assets and Liabilities Measured at Fair Value
□ Applicable √ Not applicable
3. Restricted Asset Rights as of End of Reporting Period
①The company signed a maximum loan contract (Rongcheng sub branch 2014 GDZ No. 3632) with the industrial and
Commercial Bank of China Limited Jieyang Rongcheng sub branch with the real estate as the collateral for Puning
huafengqiang Trade Co., Ltd. (Rongcheng sub branch 2014 GDZ No. 3632). The main creditor's rights guaranteed are
from November 11, 2014 to November 11, 2019, providing mortgage guarantee
②The company uses real estate as collateral to provide mortgage guarantee for the loan contract signed between Puning
lailisheng Trading Co., Ltd. and Jieyang branch of industrial and Commercial Bank of China Co., Ltd. the main creditor's
rights guaranteed are from September 8, 2017 to September 8, 2022.
V Investments Made
1. Total Investment Amount
□ Applicable √ Not applicable
2. Material Equity Investments Made in Reporting Period
√ Applicable □ Not applicable
Unit: RMB
Inves Retur
The Index
Main tment n on
Com Any to
busin Amo Sourc progr inves Discl
Way pany’ Term Type Proje legal discl
ess unt e of Joint ess as tment osure
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scope of inves inves of in date
tee inves stake inves inves earni r infor
of inves tment tor balan Repo (if
tment in tment tment ngs invol matio
inves tment funds ce rting any)
inves ved n (if
tee sheet Perio
tee any)
date d
Chin Self- Shen Equit Anno
Gold 24,50 4,260 15th
ese acqui 49.00 owne zhen Perpe Equit y 161,6 unce
jewel 0,000 ,000. No Dec.
Gold sition % d Chin tual y trans 22.47 ment
ry .00 00 2018
Nobil funds ese fer on
19
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
ity Gold has “Se
Nobil not curiti
ity been es
Jewel paid Time
ry s”,
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ng
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nt
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20
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
.00 00
3. Material Non-Equity Investments Ongoing in Reporting Period
□ Applicable √ Not applicable
4. Financial Investments
(1) Securities Investments
□ Applicable √ Not applicable
No securities investment during the reporting period
5. Use of Funds Raised
□ Applicable √ Not applicable
No such cases in this Reporting Period.
VI Sale of Major Assets and Equity Interests
1. Sale of Major Assets
□ Applicable √ Not applicable
No such cases in this Reporting Period.
2. Sale of Major Equity Interests
√ Applicable □ Not applicable
Net The Whet
profit propo her it
(RMB rtion is
Has
10K) of net imple
all Index
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sell date n p with y sed
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n to Com y sale y ction and if any
yuan) party been n (if
the pany to Sale No,
transf any)
listed total the
erred
comp net reaso
any profit ns
from of and
21
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
the listed meas
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ning any taken
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22
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
zhen
Chin
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Gold
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VII Main Controlled and Joint Stock Companies
√ Applicable □ Not applicable
Main subsidiaries and joint stock companies with an over 10% influence on the Company’s net profit
Unit RMB
Relationship Main
Company business Registered Total Sales Operating Net
with the Net assets
name scope capital assets revenue income income
Company
Shenzhen
Investment
Rieys 22,750,797 21,922,233 -6,078,775.
Subsidiary and import 50000000 0.00 0.00
Industrial .56 .66 51
& export
Co., Ltd.
Acquisition and disposal of subsidiaries in the reporting period
√ Applicable □ Not Applicable
Ways of acquiring and disposing Impact on overall production,
Name
subsidiaries in the reporting period operation and performance
Shenzhen magake blue arrow Co., Ltd Sell No
Shenzhen Xiaoxiaomei Technology Co.,
Buy No
Ltd
Description of major holding and participating companies
Shenzhen Rieys Industrial Co., Ltd. has significant loss during the reporting period is mainly due to provision of bad debt loss
VIII Structured Bodies Controlled by the Company
□ Applicable √ Not applicable
IX Outlook for the Future Development of the Company
For the problems faced in the company's development, please refer to the relevant contents in
"section I important tips" of this report. The company's response measures are detailed in "section
23
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
IV discussion and analysis of business situation" and "section V important matters" of this report,
and the company is also looking for appropriate projects to adjust the company's business at the
right time.
X Visits Paid to the Company for Purposes of Research, Communication, Interview, etc.
1. In this Reporting Period
√ Applicable □ Not applicable
Date of visit Way of visit Type of visitor Index to main inquiry information
By phone Individual Proposed buyback, proposed
2019-01-17 business transformation of the
company
By phone Individual The company's countermeasures
2019-01-22 and future planning for the stock
price below par value
By phone Individual Understand the composition and
2019-03-27
number of shareholders
By phone Individual Implementation of share increase
2019-07-25
and progress of repurchase
By phone Individual Exchange time, window period and
2019-08-19
share price below par value
2019-08-20 By phone Individual Repurchase related matters
By phone Individual Annual report inquiry and profit
2019-08-21
measures in 2019
By phone Individual Understand the situation of
2019-09-24
repurchase and increase
By phone Individual Inquire about the reasons for
2019-10-08
increase
By phone Individual Increase and buy back and focus
2019-10-11
on 2019 performance
By phone Individual When will the buy back start, when
will the increase of holdings of
2019-10-25
concerted actors be implemented,
and focus on the profits in 2019
By phone Individual Whether the signing of
supplementary agreement will
2019-10-30
generate income and focus on the
profit in 2019
24
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
By phone Individual Number of shareholders,
2019-11-04 shareholding increase, repurchase
and profit measures in 2019
By phone Individual
Increase of related parties' holdings
2019-11-22
and profit measures in 2019
By phone Individual
2019-11-25
By phone Individual B to A policy, profit measures in
2019-12-04
2019, website update
By phone Individual Profit measures and increase of
2019-12-05- related parties' holdings of actual
controllers in 2019
By phone Individual Calculation method of face value,
2019-12-09- repurchase and increase of related
parties
By phone Individual Below par risk tips, on repo and
2019-12-10
2019 results
By phone Individual Less than par value, repurchase,
2019-12-11
increase of related parties' holdings
By phone Individual Whether to take measures below
2019-12-11
the face value
By phone Individual Whether to take measures below
2019-12-11
the face value
By phone Individual Whether measures are taken when
the value is lower than the face
2019-12-11
value and whether the profit is
made in 2019
By phone Individual Whether to take measures below
2019-12-12
the face value
By phone Individual Whether to take measures below
2019-12-13
the face value
By phone Individual Whether to take measures below
2019-12-13
the face value
By phone Individual Whether to take measures below
2019-12-13
the face value
By phone Individual Whether to take measures below
2019-12-18
the face value
By phone Individual Whether to take measures below
2019-12-18
the face value
25
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
By phone Individual Write off long-term accounts
2019-12-19
payable
By phone Individual Write off long-term accounts
2019-12-19 payable, policy of transfer B to a,
possibility of reorganization
Times of visit 31
Number of visiting institutions 0
Number of visiting individuals 31
Number of other visitors No
26
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part V Significant Events
I Profit Distribution and Converting Capital Reserve into Share Capital for Common
Shareholders
Formulation, execution or adjustments of profit distribution policy, especially cash dividend policy, for common shareholders in this
Reporting Period
□ Applicable √ Not applicable
Plans (or preliminary plans) for profit distribution and converting capital reserves into share capital for common shareholders for the
past three years (including the Reporting Period)
No common stock dividend distribution plan in recent 3 years, or convert capital reserve into share capital, retained funds
continue to be used for operation
Cash dividend distribution of the Company to common shareholders over the past three years (including the Reporting Period)
Unit RMB
Proportion
Net profit in net profit
attributable attributable
to common to common
Cash shareholder shareholder Cash
dividends s of the s of the Cash Ratio of cash dividends
Year dividends in dividends in Year
(tax Company in Company in other forms other forms (tax
included) the the included)
consolidate consolidate
d statements d statements
for the year for the year
(%)
2019 1,996,242.74
-13,392,596.
2018 0.00
16
-14,352,474.
2017 0.00
20
The Company made profit in the Reporting Period and the profit distributable to common shareholders of the Company was positive,
but it did not put forward a preliminary plan for cash dividend distribution to its common shareholders
□ Applicable √ Not applicable
II Proposal for Profit Distribution and Converting Capital Reserve into Share Capital for this
Reporting Period
□ Applicable √ Not applicable
The Company plans not to distribute cash dividends or bonus shares or convert capital reserve into share capital.
27
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
III Performance of commitments
1. Commitments of the Company’s Actual Controller, Shareholders, Related Parties and Acquirer, as well as the
Company and Other Commitment Makers, Fulfilled in this Reporting Period or Ongoing at the Period-end
√ Applicable □ Not applicable
Date of Period of
Commitmen Type of
Commitment Contents commitment commitmen Fulfillment
t maker commitment
making t
Commitments made in share reform
Commitments made in acquisition
documents or shareholding
alteration documents
Excepting
the
company
The stock, it can
Company's not in any
largest area, in any
shareholder form,
Shenzhen engaged in
Shenghengc production
hang produce or
Huifu business
Industrial operation
May 21, In
Co., Ltd., may form Perpetual
2015 execution
the second competition
Commitments made in time of asset
largest to the
restructuring
shareholder company
Shenzhen stock and its
Risheng subsidiaries
Chuangyua which
n Asset stipulated
Managemen by the law,
t Co., Ltd. regulations
and
stipulations
from CSRC.
The Excepting The
Company's the Company's
largest company largest
shareholder stock, it can shareholder
Shenzhen not in any Shenzhen
28
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Shenghengc area, in any Shenghengc
hang form, hang
Huifu engaged in Huifu
Industrial production Industrial
Co., Ltd., produce or Co., Ltd.,
the second business the second
largest operation largest
shareholder may form shareholder
Shenzhen competition Shenzhen
Risheng to the Risheng
Chuangyua company Chuangyuan
n Asset stock and its Asset
Managemen subsidiaries Managemen
t Co., Ltd. which t Co., Ltd.
stipulated
by the law,
regulations
and
stipulations
from CSRC.
Commitments made in time of IPO
or refinancing
Commitments concerning stock
ownership incentive
If the
company
sells 45%
shares of
jinshitong
and
jinshitong
Fulfillment
through the
of the
Other commitments to small and future
Hongchen agreed In
medium shareholders of the industrial 2018-12-29
g Chen time for execution
company fund, and
making up
the
obligations
accumulated
amount
received by
the way of
obtaining
the equity
transfer
29
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
fund for
profit
distribution
is less than
120 million
yuan, or the
future
industrial
fund is not
distributed
according to
the agreed
profit
distribution
plan, then
the actual
controller
Chen
Hongcheng
shall make
up with cash
within one
month from
the date of
occurrence
of the event.
The specific
arrangement
of cash
compensatio
n is as
follows:
1. If the
difference is
less than 30
million
yuan, it
shall be paid
to the
company's
account
within 10
days after
the
30
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
company
receives all
the profit
distribution
funds or the
future
industry
fund fails to
distribute
according to
the agreed
profit
distribution
plan; 2. If
the
difference is
between 30
million
yuan and 80
million
yuan, 30
million
yuan shall
be paid
within 10
days from
the date
when the
company
receives all
the profit
distribution
funds or the
future
industrial
fund fails to
distribute
according to
the agreed
profit
distribution
plan, and
the
remaining
31
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
payment
shall be
completed
within 15
days; 3. If
the
difference is
higher than
80 million
yuan, 30
million
yuan shall
be paid
within 10
days after
the
company
receives all
the profit
distribution
funds or the
future
industrial
fund fails to
distribute
according to
the agreed
profit
distribution
plan,
another 50
million
yuan shall
be paid
within 15
days after
that, and the
rest shall be
paid within
5 days after
that.
Based on Within 2
Xuewen Not In
the 2019-06-04 months
Chen execution
confidence after the
32
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
in the trading day
company's of the
future disclosure
developmen date of the
t prospects, increase
and in order plan。
to stabilize
investor
confidence
and
effectively
protect the
interests of
investors.
When the
stock price
of the
company is
less than
HK
$1.5/share,
the number
of shares
increased
shall not be
less than 1
million.
Within 2
months after
the trading
day of the
disclosure
date of the
increase
plan. Self
owned
funds are
traded
through
centralized
bidding in
Shenzhen
Stock
Exchange.
33
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
During the
implementat
ion of the
share
increase
plan, the
relevant
provisions
of the
CSRC and
Shenzhen
Stock
Exchange
will be
observed,
and the
shares held
by the
company
will not be
reduced
during the
implementat
ion of the
share
increase
plan and
within the
legal period.
Whether promises are fulfilled on
No
time
Due to the impact of the information disclosure sensitive period and other factors
during the commitment period, Ms. Chen Xuewen's effective time to implement the
increase plan is shortened. In addition, there are many affairs, so she can't plan
the increase time reasonably, which results in the increase plan can't be
If the commitment is not fulfilled
completed within the agreed time. In this period, “Within 2 months after the date of
within the time limit, the specific
disclosure of the increase notice” be changed to “Within 4 months after 2 trading
reasons for the unfinished
days from the disclosure date of the increase notice(due to the suspension of
performance and the next work
trading, the period of increasing holding shall be extended accordingly)”, That is,
plan shall be explained in detail
extended the original June 7, 2019 to October 6, 2019 (due to the suspension, the
increase period shall be extended accordingly). On August 8, 2019, the 29th
meeting of the 7th board of directors of the company deliberated and passed the
proposal on change of commitment. The above proposal has not passed the
34
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
deliberation of the second extraordinary general meeting of shareholders in 2019.
2. Where there had been an Earnings Forecast for an Asset or Project and this Reporting Period was still within
the Forecast Period, explain why the Forecast has been Reached for this Reporting Period.
□ Applicable √ Not applicable
IV Occupation of the Company’s Funds by the Controlling Shareholder or its Related Parties
for Non-operating Purposes
□ Applicable √ Not applicable
There is no non-operational funds occupied by controlling shareholders and its related parties during the reporting period
of the company
V Explanations Given by the Board of Directors, the Supervisory Committee and the
Independent Directors (if any) regarding the “Modified Auditor’s Report” Issued by the
CPAs Firm for this Reporting Period
√ Applicable □ Not applicable
I. Notes on matters involved in the audit report with qualified audit opinions on emphasis of matter paragraph
Guangdong Jadiete Holdings Group Company Limited (hereinafter referred to as "the company" or "GD Jadiete")
employs Asia Pacific (Group) CPAs (Special General Partnership) as the company's financial report audit agency
in 2019, and Asia Pacific (Group) CPAs (Special General Partnership)issued qualified audit opinions on emphasis
of matter paragraph for the company's financial report in 2019 Presentation.
I. The content of the basis for forming reservations is as follows
(1)Guangdong Jadiete Holdings Group Company Limited borrowed money from Industrial and Commercial Bank
of China Limited Jieyang Rongcheng sub branch for Puning huafengqiang Trading Co., Ltd. (hereinafter referred
to as "huafengqiang") , and providing Jieyang branch of industrial and Commercial Bank of China Limited real
estate mortgage guarantee for the loan of Puning lailisheng Trading Co., Ltd. (hereinafter referred to as
"lailisheng") from Jieyang branch of industrial and Commercial Bank of China Limited in year 2017. As stated in
notes 11 and 2 to the financial statements, huafengqiang refinanced RMB 11.4 million from Rongcheng Branch of
industrial and Commercial Bank of China Limited in May 2019 with the above-mentioned mortgage guarantee
agreement, and lailisheng refinanced RMB 23.5 million from Jieyang branch of industrial and Commercial Bank
of China Limited in February 2019 with the above-mentioned mortgage guarantee agreement. Due to
huafengqiang and lailisheng did not sign any relevant counter guarantee agreement with Guangdong Jadiete
Holdings Group Company Limited as required. As we are unable to obtain sufficient and appropriate audit
evidence for the solvency of the above two companies, we are unable to determine the impact of the contingent
liabilities formed by the mortgage guarantee.
(2)The subsidiary Tianrui (Hong Kong) Trading Co., Ltd (hereinafter referred to as " Tianrui") wrote off debt
35
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
RMB 12,490,089.17, The counterparty is Jiasong Co., Ltd. The debt was formed in 2012 and wrote off in 2019.
As we are unable to conduct on-site interview with Jiasong Co., Ltd. to confirm whether the debt write off is
related party transaction.
II.The content of " III. Significant uncertainties that related to continuous operation” as follows
We remind users of financial statements to pay attention to that, as stated in notes VI 25 of the financial
statements, the company has accumulated loss of RMB -115,844,222.89 till 31th Dec. 2019; Operating revenue
declined sharply from the previous year, Net profit attributable to the parent company after deducting current non
recurring profit and loss is RMB - 12006, 826.15 yuan, it has showed deficits for two years running, as stated in
note III 2 of the financial statements, these matters and situations indicate that there are significant uncertainties
could lead to significant doubts to the company's continuous operation. This matter does not affect the published
audit opinions.
II. Special notes of the board of directors on matters involved in the qualified audit opinion with emphasis of
matter paragraph in the 2019 audit report
(1)The board of directors of the company believes that the audit opinion objectively reflects the actual situation
(2) The company formulates the following measures to solve the matters involved in the qualified audit opinion
with emphasis of matter paragraph
1. qualified opinion
i. Measures for mortgage guarantee
At the beginning of 2019, the company sent several letters to consult with lairisheng to terminate the mortgage
guarantee. Lairisheng agreed to raise funds to repay the loan and release the mortgage guarantee before November
30, 2019. In December 2019, the company sent a letter to lairisheng to learn about the situation, because
lairisheng did not inform the company to handle the relevant procedures for mortgage cancellation. In response,
Leisheng said that due to capital problems, it was unable to fulfill its previous commitments, and said that it
would raise funds to solve the mortgage guarantee issues as soon as possible.
In order to ensure that there will be no risk in this mortgage guarantee, after many times of urging by the company,
lailisheng provided the financial statements of 2019 and the documents for paying interest on schedule, and at the
same time, lailisheng recommitted to release the mortgage guarantee before May 31, 2020. The company checked
the interest payment documents of lailisheng and found no overdue situation. The loan contract provided by
lairisheng expired on February 28, 2020. Lairisheng said that it was unable to resume work due to the impact of
the epidemic at that time. In order to support the enterprise, the local bank extended the loan contract for six
months, that is, it expired on August 27, 2020.
At the beginning of 2019, the company sent several letters to negotiate with huafengqiang to release the mortgage
guarantee. Huafengqiang agreed to raise funds to repay the loan and release the mortgage guarantee before
October 31, 2019. In November 2019, the company sent a letter to huafengqiang to learn about the situation,
because huafengqiang did not inform the company to handle the relevant procedures to remove the real estate
mortgage. Huafengqiang replied that due to the impact of the macro environment, the turnover became slow,
unable to fulfill the previous commitments, and said that it would raise funds to solve the mortgage guarantee
issues as soon as possible. In order to ensure that there is no risk in this mortgage guarantee, huafengqiang has
provided a new loan contract, 2019 financial statements and documents of interest payment on schedule after the
company's repeated urging. At the same time, huafengqiang re promised to release the mortgage guarantee before
May 31, 2020. Huafengqiang provided a new loan contract showing that the loan period is 12 months (May 16,
2019 to May 15, 2020), and the loan amount is 11.4 million yuan. The company checked the interest payment
documents of huafengqiang and did not find overdue situation.
36
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Huafengqiang and lailisheng apply for the line loan, that is, within the line, the term and recyclable. The company
has signed the maximum mortgage guarantee contract with the relevant banks. As a result, the company has in the
past signed the corresponding counter guarantee agreement based on each loan of the above two companies within
the loan line. If the two companies repay the current loan within the limit, the counter guarantee agreement of the
same period will be completed.
Although huafengqiang and lailisheng failed to repay the loan and release the corresponding mortgage guarantee
within the promised period, and failed to sign the counter guarantee agreement and provide the corresponding
counter guarantee with the company again, however, through negotiation, the company has also obtained the
financial statements of huafengqiang and lailisheng in 2019, the documents for payment of interest and the new
commitment to release the mortgage guarantee. The above measures show that the business risk of huafengqiang
and lailisheng is not high, the possibility of loan overdue is low, their attitude to solve the problem is good, and
they also have the ability to repay the loan and release the mortgage guarantee. Although the company fails to take
other measures to fully protect the interests of the company, considering the cost and risk of other ways, in view
of the current form, it is a relatively good choice for all parties to reach the above consensus.
In the future, the company will promote the release of mortgage guarantee in strict accordance with the
commitment time of the above two companies. If the above two companies fail to fulfill their commitments on
time, the company will take necessary legal measures to protect the rights and interests of the company.
(2) About Write off debt of subsidiary Tianrui
The company believes that the Write off debt of subsidiary Tianrui is not a related party transaction. At the
beginning of the company's listing, its main business is garment production and export sales. The mode is
produced by Puning base (Puning Tianhe weaving and garment factory Co., Ltd.), and exported by Shenzhen
(Shenzhen Lei Industry Co., Ltd.) and Hong Kong (Tianrui (Hong Kong) Trade Co., Ltd.). Jiasong Co., Ltd. is
one of our early customers. According to the company's previous operation and financial information, as early as
September 2009, Shenzhen Rieys Industrial Co., Ltd. the holding subsidiary of the company, started its first trade
business with it, and in 2009, it achieved a trade volume of more than 10 million yuan. The business registration
information of Jiasong Co., Ltd. shows that Jiasong Co., Ltd. is a BVI company incorporated in Virgin Islands on
April 23, 2003.
In April 2012, the seller Tianrui (Hong Kong) Trading Co., Ltd. and the buyer Jiasong Co., Ltd. signed three sales
confirmations respectively. The main contents of the sales confirmation: the total contract price of the sales goods
"Polyester Knitted Blouse", "polyester knitted skirt", "polyester knitted trousers", "cotton polyester knitted
Nightgown", "cotton polyester knitted Nightgown set", "cotton polyester knitted Nightgown", is 4780, 308.00 US
dollars, the place of shipment agreed in the contract is Puning, Guangdong Province. The delivery date is before
October 31, 2012, November 15, 2012 and November 30, 2012. The contract stipulates that the buyer shall pay
40% of the contract amount in advance, and the rest shall issue 100% confirmed irrevocable sight payment letter
of credit. The letter of credit shall indicate that it is valid for negotiation in China within 15 days after the date of
shipment. The dispute shall be submitted It shall be submitted to the foreign economic and Trade Arbitration
Commission of the China Council for the promotion of international trade for arbitration. After signing the
contract, the buyer paid the seller 40% of the contract deposit of USD 1912123.2, equivalent to RMB
12490089.17 according to the exchange rate.
After that, the buyer Jiasong Co., Ltd. failed to issue 100% confirmed irrevocable L / C for payment at sight to the
seller Tianrui in accordance with the contract. Therefore, the two sides have different opinions on how to perform
the three sales confirmations. After many unsuccessful negotiations, the two sides failed to reach a settlement on
this matter in time. This also led to the breakdown of cooperation between the two sides and no new business in
the future.
37
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
In February 2018, the company tried to contact Jiasong Co., Ltd. due to the need of letter from the company for
2017 audit, and Jiasong Co., Ltd. did not respond. In February 2019, the company tried to contact Jiasong Co., Ltd.
again due to the need of letter from the company for 2018 audit, and Jiasong Co., Ltd. but Jiasong didn’t reply. As
Jiasong Co., Ltd. has replied to all the letters and certificates of the previous year of the company, but has not
replied since 2018, the company arranges relevant personnel to understand the situation and inquire about it
through intermediary agencies. It is understood that Jiasong Co., Ltd. has been operated abnormally. Through the
efforts of Tianrui, we have contacted relevant personnel of Jiasong Co., Ltd. After negotiation, both parties agreed
to terminate the contract verbally on the sales confirmation of that year, without paying down the deposit, and no
longer hold each other accountable.
Based on the above situation, the company required the company's financial center to check the long-term
accounts payable and other accounts payable of the company at the end of October 2019. The financial center of
the company issued the corresponding report at the end of November 2019, and the company submitted the report
of the financial center to the board of directors and the board of supervisors for deliberation.
In order to complete the wirit off procedures, Tianrui once again to contact the relevant personnel of Jiasong Co.,
Ltd. and sent a letter to the relevant personnel of Jiasong Co., Ltd. on December 23, 2019, and reached a written
document to terminate the above-mentioned sales contract and confiscate the deposit paid, and no longer hold
each other accountable. The lawyer hired by the company expressed opinions on the verification, suggesting that
Tianrui can include the deposit paid by the buyer Jiasong Co., Ltd. into the category of debt not to be paid, and
make financial verification for the long-term payable debt.
Throughout the course of the event, management believes that there is no indication that Jiasong Co., Ltd. is a
related party of the company. Due to the pandemic situation, it is an objective factor that the accountant cannot
leave the country to carry out the on-site interview procedure with Jiasong Co., Ltd. To sum up, Tianrui, a
wholly-owned subsidiary of the company, verified and cancelled the creditor's rights of Jiasong Co., Ltd. in
accordance with relevant regulations
2. emphasis of matter paragraph,
As for the sustainable operation ability, the company plans to take the following measures to solve the sustainable
development problem in the future,
(1) Zhongjin Yipin(CICC) is still the company's main revenue source in 2020.
Since the second half of 2019, CICC has decided to transform its business strategy from wholesale business to
retail business. Relevant personnel actively used their contacts in Shuibei for many years to find retail customers,
and seized the sales peak season at the end of the year and before the traditional Spring Festival. In 2020, although
CICC will face the uncertainty caused by the new crown pandemic, it will actively take measures to expand the
retail channel according to the market situation. On the one hand, it will rely on the existing offline resources, on
the other hand, it will actively develop online business, and improve the sales through live broadcast and other
new channels
(2)The company started to resume foreign trade business
In view of the development of the new crown epidemic into a global pandemic, the demand for medical devices is
increasing all over the world. The company starts to resume the export business that has been stagnant for many
years, and uses the original foreign trade relations to resume the export business. It plans to export the domestic
anti pandemic materials to the places where they are needed. At present, the relevant export procedures have been
completed, the second type of medical device business Filing Certificate has been obtained, the business scope has
been increased, the port electronic certificate has been updated, etc
(3) The company strengthens fund recovery, straightens out the property right relationship and prepares for the
introduction of new business
38
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Through the continuous coordination of the company, ray industry, a subsidiary, recovered relevant funds and
avoided bad debts. At the same time, it is conducive to the stable development of CICC to pay for the equity
transfer of CICC and straighten out the equity relationship of cicc-1. Subsequently, the company will further
strengthen the recovery of equity transfer funds and other funds of Shenzhen Guorong financing guarantee
company. Meanwhile, the company also actively seeks new projects, through M & A and other measures to
consolidate the company's business and improve profitability
To sum up, the business planning of the company is more clear in the previous year, and relevant problems will be
solved gradually. The existing business is relatively stable, the projects to be carried out are clear, and the future
goals are clear. Through the implementation of the above plans, the sustainable development of the company will
be fundamentally solved.
(3) The impact of the event on the listed company
Through the self-examination of the company's management, it is not found that the above-mentioned reserved
and enhanced transfer items have other significant adverse effects on the company's financial situation and
operating results in 2019.
(4) Independent director's independent opinion on matters and solutions involved in the qualified audit with
emphasis of matter paragraph
The company shall implement the relevant measures strictly, eliminate the influence on the company of the
matters involved in the audit opinion of strengthening the transfer of matters, and safeguard the interests of the
majority of investors, especially the small and medium-sized investors
(5) Opinions of the board of supervisors,
The special instructions on matters involved in the qualified audit report with emphasis of matter paragraph issued
by the company's board of directors objectively and truthfully reflects the actual situation of the company. The
board of supervisors will actively urge all parties to implement corresponding measures in place
VI YoY Changes in Accounting Policies, Estimations and Methods
√ Applicable □ Not applicable
On March 31, 2017, the Ministry of Finance issued accounting standards for Business Enterprises No. 22 -
recognition and measurement of financial instruments (2017 Revision) (CK [2017] No. 7) , Accounting standards
for Business Enterprises No. 23 - transfer of financial assets (2017 Revision) (CK [2017] No. 8), Accounting
standards for Business Enterprises No. 24 - hedge accounting (revised in 2017) (CK [2017] No. 9), On May 2,
2017, the accounting standards for Business Enterprises No. 37 - presentation of financial instruments (2017
Revision) (CK [2017] No. 14) (the above standards are collectively referred to as the "new financial instruments
standards"), requiring domestic listed enterprises to implement the new financial instruments standards from
January 1, 2019.
All recognized financial assets under the new financial instrument standards are measured at amortized cost or fair
value. On the implementation date of the new financial instrument standard, the business model of managing
financial assets shall be evaluated on the basis of the existing facts and circumstances of the company on that date,
and the contractual cash flow characteristics of the financial assets shall be evaluated on the basis of the facts and
circumstances of the initial recognition of the financial assets. The financial assets shall be divided into three
categories, Measured at amortized cost, measured at fair value with changes included in other comprehensive
39
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
income and measured at fair value with changes included in current profit and loss. Among them, for the equity
instrument investment measured at fair value with its changes included in other comprehensive income, when the
financial asset is derecognized, the accumulated gains or losses previously included in other comprehensive
income will be transferred from other comprehensive income to retained income, not included in the current profit
and loss.
Under the new financial instrument standards, the company makes provision for impairment of financial assets
measured at amortized cost, debt instrument investment measured at fair value with changes included in other
comprehensive income, lease receivables, contract assets and financial guarantee contracts based on expected
credit loss, and recognizes credit impairment loss.
The Company retrospected the application of new financial instrument guidelines, but if the classification and
measurement (including impairment) involve the inconsistency between the data in the previous comparative
financial statements and the new financial instrument standards, the company chooses not to restate them.
Therefore, for the cumulative impact of the first implementation of the standard, the company adjusts the amount
of retained earnings or other comprehensive income and other related items in the financial statements at the
beginning of 2019, and the financial statements in 2018 are not restated
The main changes and impacts of the implementation of the new financial instrument standards on the company
are as follows,
①Classification and measurement comparison of financial assets before and after the first implementation date
A. Impact on consolidated financial statements
December 31, 2018 (before change) January 1, 2019 (after change)
Item Measurement book value Item Measurement book value
category category
Monetary Amortized cost 1,613,340.23 Monetary fund Amortized cost 1,613,340.23
fund
Notes Amortized cost Notes receivable Amortized cost
receivable
Accounts Amortized cost 22,021,179.73 Accounts Amortized cost 22,021,179.73
receivable receivable
Other Amortized cost 4,189,883.29 Other Amortized cost 4,189,883.29
receivables receivables
B. Impact on the company's financial statements
December 31, 2018 (before change) January 1, 2019 (after change)
Item Measurement book value Item Measurement book value
category category
Monetary fund Amortized cost 150,376.48 Monetary fund Amortized cost 150,376.48
40
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Notes receivable Amortized cost Notes receivable Amortized cost
Accounts Amortized cost Accounts Amortized cost
receivable receivable
Other receivables Amortized cost 124,003,172.06 Other receivables Amortized cost 124,003,172.06
②On the first implementation date, the book value of the original financial assets is adjusted to the adjustment
table of the book value of the new financial assets classified and measured in accordance with the new financial
instrument standards
A.Impact on consolidated statements
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
Amortized cost
Notes receivable
Less: transfer out to
receivables financing
Remeasurement:
provision for expected
credit loss
Balance according to new
financial instrument
standards
Accounts receivable 22,021,179.73
Less: transfer out to
receivables financing
Remeasurement:
provision for expected
credit loss
Balance according to new 22,021,179.73
financial instrument
standards
Other receivables 4,189,883.29
Remeasurement:
41
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
provision for expected
credit loss
Balance according to new 4,189,883.29
financial instrument
standards
B. Impact on the company's financial statements
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
Amortized cost
Notes receivable
Less: transfer out to
receivables financing
Remeasurement:
provision for expected
credit loss
Balance according to new
financial instrument
standards
Accounts receivable
Less: transfer out to
receivables financing
Remeasurement:
provision for expected
credit loss
Balance according to new
financial instrument
standards
Other receivables 124,003,172.06
Remeasurement:
provision for expected
credit loss
Balance according to new 124,003,172.06
42
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
financial instrument
standards
③Adjustment statement of provision for impairment of financial assets on the first execution date
A Impact on consolidated statements
Item December 31, 2018 Reclassificatio Remeasurement January 1, 2019 (after
(before change) n change)
Amortized cost
Provision for impairment of 13,722,771.05 13,722,771.05
accounts receivable
Provision for impairment of other 8,290,852.10 8,290,852.10
receivables
B Impact on the company's financial statements
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
Amortized cost
Provision for impairment of 4,608,276.88 4,608,276.88
accounts receivable
Provision for impairment of other 5,598,683.42 5,598,683.42
receivables
VII Retroactive Restatement due to Correction of Material Accounting Errors in this
Reporting Period
□ Applicable √ Not applicable
No such cases in the Reporting Period.
VIII YoY Changes in the Scope of the Consolidated Financial Statements
√ Applicable □ Not applicable
newly set up Shenzhen MaJiaKe Blue Arrow Technology Co., Ltd.
IX Engagement and Disengagement of CPAs Firm
CPAs firm at present
Name of the domestic CPAs firm Asia (Group) CPAs (Special General Partnership)
43
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
The Company’s payment for the domestic CPAs firm
60
(RMB’0,000)
Consecutive years of the audit service provided by the
11
domestic CPAs firm
Name of certified public accountant of the domestic CPAs
Zhou Hanjun, Tang Tengfei
firm
Continuous years of audit services of Certified Public
3、1
Accountants of the domestic CPAs firm
Whether the CPAs firm was changed in the Reporting Period
□ Yes √ No
CPAs firm, financial advisor or sponsor engaged for internal control audit
√ Applicable □ Not applicable
In the Reporting Period, the Company engaged the CPAs firm for internal control audit with total fees of RMB0.25 million
X Possibility of Listing Suspension or Termination after Disclosure of this Report
□ Applicable √ Not applicable
XI Bankruptcy and Restructuring
□ Applicable √ Not applicable
No such cases in the Reporting Period.
XII Significant Litigations and Arbitrations
□ Applicable √ Not applicable
No such cases in the Reporting Period.
XIII Punishments and Rectifications
□ Applicable √ Not applicable
No such cases in the Reporting Period.
XIV Credit Conditions of the Company as well as its Controlling Shareholder and Actual
Controller
√ Applicable □ Not applicable
Because the application of executor Huaneng Guicheng Trust Co., Ltd. (hereinafter referred to as "HNGC")
applied for Dispute case of "rishengchuangyuan" and Huaneng Guicheng trust loan and pledge type
repurchase, failure to perform the obligation of performance determined by the effective legal document
within the time limit, Chen Hongcheng, the actual controller of the company, and Sheng Hengchang HuiFu,
the controlling shareholder of the company, have been listed in the list of dishonest executors by Shenzhen
44
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
intermediate people's court.
XV Implementation of any Equity Incentive Plan, Employee Stock Ownership Plan or Other
Incentive Measures for Employees
□ Applicable √ Not applicable
No such cases in the Reporting Period.
XVI Significant Related-party Transactions
1. Related-party Transactions Relevant to Routine Operation
□ Applicable √ Not applicable
No such cases in the Reporting Period.
2. Related Transactions Regarding Purchase or Sales of Assets or Equity Interests
□ Applicable √ Not applicable
No such cases in the Reporting Period.
3. Related Transactions Regarding Joint Investments in Third Parties
□ Applicable √ Not applicable
No such cases in the Reporting Period.
4. Credits and Liabilities with Related Parties
□ Applicable √ Not applicable
No such cases in the Reporting Period.
5. Other Significant Related Transactions
√ Applicable □ Not applicable
No such cases in the Reporting Period.
At the 21st Meeting of the 7th board of directors held on October 30, 2018, the company deliberated and passed
“Proposal on Capital Increase of Hunan Microconductor Technology Co., Ltd. and Related Transactions”. The company
intends to sign a capital increase agreement and increasing the capital of Hunan Micro-conductor Technology Co., Ltd.
with RMB 25 million. After the capital increase, the company holds 12.6904% equity of Hunan Micro-conductor
Technology Co., Ltd. Due to the character of the company, Hunan Microconductor Technology Co., Ltd. decided to
terminate the company's capital increase on March 22, 2019.
Interim Report Disclosure Website Related Queries on Major Related Transactions
45
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Disclosure date of Interim Website name for disclosure of interim
Name of provisional Interim notice
notice announcement
Notice on Capital Increase of Hunan
Giant Tide Information Network
Microconductor Technology Co., Ltd. Oct. 31th 2018
(www.cninfo.com.cn)
and Related Transactions
XVII Significant Contracts and Execution
1. Entrustment, Contracting and Leasing
(1) Entrustment
□ Applicable √ Not applicable
No such cases in the Reporting Period.
(2) Contracting
□ Applicable √ Not applicable
No such cases in the Reporting Period.
(3) Leasing
□ Applicable √ Not applicable
No such cases in the Reporting Period
2. Significant Guarantees
√ Applicable □ Not applicable
(1) Guarantees Provided by the Company
Unit: RMB’0,000
Guarantees provided by the Company and its subsidiaries for external parties (excluding those for subsidiaries)
Guaran
Disclosur
Actual tee for
e date of Amount Actual Execut
occurrence Type of Period of a
Guaranteed party relevant for guarantee ed or
date (date of guarantee guarantee related
announce guarantee amount not
agreement) party
ment
or not
46
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Nov.11th Not Not
Puning
Nov. 14th 2014 to
Huafengqiang Trade 1,700 1,140 pledge
2014 Nov.11th
Co., Ltd.
2019
Sep. 8th Not Not
Puning Lailisheng Sep. 8th 2017 to
2,400 2,350 pledge
Trade Co., Ltd. 2017 Sep. 8th
2022
Total actual occurred
Total external guarantee line
amount of external
approved during the Reporting 0 4,100
guarantee during the
Period (A1)
Reporting Period (A2)
Total actual external
Total external guarantee line that
guarantee balance at the
has been approved at the end of 4,100 3,490
end of the Reporting
the Reporting Period (A3)
Period (A4)
Guarantees provided by the Company for its subsidiaries
Guaran
Disclosur
Actual tee for
e date of Amount Actual
occurrence Type of Period of Execute a
Guaranteed party relevant for guarantee
date (date of guarantee guarantee d or not related
announce guarantee amount
agreement) party
ment
or not
Guarantees provided by the subsidiaries of the Company for subsidiaries
Guaran
Disclosur
Actual tee for
e date of Amount Actual Execut
occurrence Type of Period of a
Guaranteed party relevant for guarantee ed or
date (date of guarantee guarantee related
announce guarantee amount not
agreement) party or
ment
not
Total amount of company guarantee (i.e. total of the first three items)
Total actual occurred
Total guarantee line approved
amount of guarantee
during the Reporting Period 4,100
during the Reporting
(A1+B1+C1)
Period (A2+B2+C2)
47
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total actual guarantee
Total guarantee line that has been
balance at the end of the
approved at the end of the 4,100 3,490
Reporting Period
Reporting Period (A3+B3+C3)
(A4+B4+C4)
Proportion of total guarantee amount (A4+B4+C4) to the net
10.11%
assets of the Company
Of which:
Explanation on guarantee that adopts complex method
(2) Illegal provision of guarantees for external parties
□ Applicable √ Not applicable
No such cases in the Reporting Period.
3. Entrusted Cash Management
(1) Entrusted Cash Management
□ Applicable √ Not applicable
No such cases in the Reporting Period.
(2) Entrusted Loans
□ Applicable √ Not applicable
No such cases in the Reporting Period.
4. Other Significant Contracts
□ Applicable √ Not applicable
No such cases in the Reporting Period
XVIII Social Responsibilities
1. Social Responsibilities Taken
Not applicable
2. Targeted Measures Taken to Help People Lift Themselves out of Poverty
The company did not carry out targeted poverty alleviation work in the reporting year, and no follow-up plan.
48
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
3. Particulars Relevant to Environmental Protection
Is the Company or any of its subsidiaries a heavily polluting business identified by the environmental protection authorities of China
No
Not applicable
XIX Other Significant Events
□ Applicable √ Not applicable
No such cases in the Reporting Period.
XX Significant Events of Subsidiaries
□ Applicable √ Not applicable
49
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part VI Share Changes and Shareholder Information
I Share Changes
Unit: share
Before Increase/decrease (+/-) After
Percent New Percent New Percent New
Number Number Number
age (%) issues age (%) issues age (%) issues
164,025 164,025
1. Restricted shares 51.48% 0 0 0 0 0 51.48%
,000 ,000
164,025 164,025
1.1 Promoter’s shares 51.48% 0 0 0 0 0 51.48%
,000 ,000
Of which: shares held the
0 0.00% 0 0 0 0 0 0 0.00%
state
Shares held by 164,025 164,025
51.48% 0 0 0 0 0 51.48%
domestic juridical persons ,000 ,000
Shares held by
0 0.00% 0 0 0 0 0 0 0.00%
foreign juridical person
Other 0 0.00% 0 0 0 0 0 0 0.00%
1.2 Public corporate
0 0.00% 0 0 0 0 0 0 0.00%
shares
1.3 Internal employee
0 0.00% 0 0 0 0 0 0 0.00%
shares
1.4 Preferred shares or
0 0.00% 0 0 0 0 0 0 0.00%
other
154,575 154,575
2. Non-restricted shares 48.52% 0 0 0 0 0 48.52%
,000 ,000
2.1 RMB common shares 0 0.00% 0 0 0 0 0 0 0.00%
2.2 Domestically listed
154,575 154,575
shares for foreign 48.52% 0 0 0 0 0 48.52%
,000 ,000
investors
3. Overseas listed foreign
0 0.00% 0 0 0 0 0 0 0.00%
shares
4. Other 0 0.00% 0 0 0 0 0 0 0.00%
III. Total shares 318,600 100.00 0 0 0 0 0 318,600 100.00
50
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
,000 % ,000 %
Reasons for any share changes:
□ Applicable √ Not applicable
Approval of share changes:
□ Applicable √ Not applicable
Transfer of share ownership:
□ Applicable √ Not applicable
Effects of share changes on the basic EPS, diluted EPS, net assets per share attributable to common shareholders of the Company and
other financial indexes of the prior year and the prior period:
□ Applicable √ Not applicable
Other contents that the Company considers necessary or is required by the securities regulatory authorities to disclose:
□ Applicable √ Not applicable
2. Changes in Restricted Shares
□ Applicable √ Not applicable
II Issuance and Listing of Securities
1. Securities (Excluding Preference Shares) Issued in this Reporting Period
□ Applicable √ Not applicable
2. Changes in Total Shares of the Company and the Shareholder Structure, as well as the Asset and
Liability Structures
□ Applicable √ Not applicable
3. Existing Employee-held Shares
□ Applicable √ Not applicable
III Shareholders and Actual Controller
1. Total Number of Shareholders and their Shareholdings
51
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Unit, share
Total number
of preference
Total number Total number shareholders
of common of preference with resumed
Total number shareholders at shareholders voting rights at
of common the prior with resumed the prior
9,351 9,205 0 0
shareholders at month-end voting rights at month-end
the period-end before the the period-end before the
disclosure of (if any) (see disclosure of
this Report note 8) this Report (if
any) (see note
8)
5% or greater shareholders or the top 10 shareholders
Increas Pledged or frozen shares
Total e/decre Numbe Numbe
Shareh
shares ase r of r of
olding
Name of Nature of held at during restrict non-res
percent
shareholder shareholder the this ed tricted Status Number
age
period- Report shares shares
(%)
end ing held held
Period
Shenzhen Domestic Pledged 117,855,000
non-state-owne
Shenghengchan d corporation
36.99 117,85 117,85
g Huifu 0 0
% 5,000 5,000 Freeze 117,855,000
Industrial Co.,
Ltd.
Shenzhen Pledged 34,020,000
Risheng
Domestic
Chuangyuan 10.68 34,020 34,020
non-state-owne 0 0
Asset % ,000 ,000 Freeze 34,020,000
d corporation
Management
Co., Ltd
GUOTAI Foreign
JUNAN corporation
23,050 -1,682, 23,050,
SECURITIES( 7.24%
,755 398 755
HONGKONG)
LIMITED
Shenwan Foreign 13,516 5,801, 13,516,
4.24%
Hongyuan corporation ,855 009 855
52
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
securities
(Hong Kong)
Co., Ltd
Shenzhen Pledged 12,150,000
Lianhua Domestic
12,150 12,150
Huiren non-state-owne 3.81%
,000 ,000 Freeze 12,150,000
Industrial Co., d corporation
Ltd
Anxin
International
Foreign 6,530, 6,530, 6,530,6
Securities 2.05%
corporation 673 673 73
(Hong Kong)
Co., Ltd
Domestic
Tang Haiming 5,436, 5,436, 5,436,6
natural 1.71%
Tang 600 600 00
person
China Foreign
Everbright corporation
4,226, 4,226,6
Securities 1.33%
600 00
(Hong Kong)
Co., Ltd
Haitong Foreign
International corporation
Securities 3,972, 3,972, 3,972,9
1.25%
Company 922 922 22
Limited-Accou
nt Client
Domestic
1,723, 211,50 1,723,7
Chen Jianxing natural 0.54%
723 4 23
person
Strategic investors or general
corporations becoming top-ten
N/A
shareholders due to placing of
new shares (if any) (see Note 3)
Shenzhen Shenghengchang Huifu Industrial Co., Ltd., Shenzhen Risheng Chuangyuan
Asset Management Co., Ltd. and Shenzhen Lianhua Huiren Industrial Co., Ltd., which
Related or acting-in-concert
belonged to action-in-concert promulgated by Measures for the Administration of
parties among the shareholders
disclosure of Information on the Change of Shareholdings in Listed Companies. The
above
Company did not know whether there existed related relationship among other
shareholders.
Shareholdings of the top ten non-restricted shareholders
53
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Number of non-restricted shares held at the Type of shares
Name of shareholder
period-end Type Number
GUOTAI JUNAN Domestically
SECURITIES(HONGKONG) 23,050,755 listed foreign 23,050,755
LIMITED share
Domestically
Shenwan Hongyuan securities
13,516,855 listed foreign 13,516,855
(Hong Kong) Co., Ltd
share
Domestically
Anxin International Securities
6,530,673 listed foreign 6,530,673
(Hong Kong) Co., Ltd
share
Domestically
Tang Haiming 5,436,600 listed foreign 5,436,600
share
Domestically
China Everbright Securities
4,226,600 listed foreign 4,226,600
(Hong Kong) Co., Ltd
share
Domestically
Haitong International Securities
3,972,922 listed foreign 3,972,922
Company Limited-Account Client
share
Domestically
Chen Jianxing 1,723,723 listed foreign 1,723,723
share
Domestically
Lin Zhenmin 1,152,849 listed foreign 1,152,849
share
Domestically
Xing Yingsheng 903,800 listed foreign 903,800
share
Domestically
Chen Jinming 765,500 listed foreign 765,500
share
Related or acting-in-concert
parties among the top ten
non-restrictedly tradable share
holders and between the top ten Unknown
non-restrictedly tradable share
holders and the top ten
shareholders
Particulars about the top ten N/A
54
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
common shareholders
participating in the securities
lending and borrowing business
( if any) (see note 4)
Indicate by tick mark whether any of the top ten common shareholders or the top ten non-restricted common shareholders of the
Company conducted any promissory repo during this Reporting Period
□ Yea √ No
No such cases in this Reporting Period.
2 Information about the Controlling Shareholder
Nature of the controlling shareholder: natural person shareholding
Type of the controlling shareholder: legal person
Legal
Name of controlling Date of
representative/pers Credibility code Main business scope
shareholder establishment
on in charge
Sales of hardware,
electric, building
materials, electronic
products and auto parts;
import and export goods,
technology import and
export (except for
Shenzhen Shenghengchang 91440300741222321
Chen Hongcheng May 14, 1997 projects prohibited by
Huifu Industrial Co., Ltd. M
laws and administrative
regulations; projects
prohibited by laws and
administrative
regulations can be
operated with
permission)
Change of the controlling shareholder during this Reporting Period
□ Applicable √ Not applicable
No such cases in this Reporting Period
3. Information about the Actual Controller
Nature of the actual controller: domestic natural person
Type of the actual controller: natural person
Name of the actual controller Nationality China Name of the actual controller
Chen Hongcheng Self China No
55
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Concerted action China No
(including
Chen Hongchai agreements,
relatives, the
same control)
Concerted action China No
(including
Chen Dongjia agreements,
relatives, the
same control)
Concerted action China No
(including
Ding Lihong agreements,
relatives, the
same control)
Concerted action China No
(including
Cheng Xuewen agreements,
relatives, the
same control)
Concerted action China No
(including
Chen Hongzhen agreements,
relatives, the
same control)
Concerted action China No
(including
Chen Yuezhong agreements,
relatives, the
same control)
Occupation and position Vice Chairman of the Company
Particulars on his controlling listed
N/A
companies over the past ten years
Change of the actual controller during this Reporting Period
□ Applicable √ Not applicable
No such cases in this Reporting Period.
Ownership and control relations between the actual controller and the Company
56
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Indicate by tick mark whether the actual controller controls the Company via trust or other ways of
asset management.
□ Applicable √ Not applicable
4. 10% or Greater Corporate Shareholders
√ Applicable □ Not applicable
Legal representative / Date of
Name of corporate shareholder Registered capital Business scope
company principal establishment
Be entrusted with asset
management, equity
investment, investment
consulting and
information consulting
(the above excluded
securities, insurance,
Shenzhen Risheng Chuangyuan September 8, financial business, human
Zheng Peilin RMB308 million
Asset Management Co., Ltd. 2000 resources consulting
service and other
restricted projects); invest
and initiate industries (the
detailed project till further
declared); domestic
trade(excluding monopoly
commodities); import and
57
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
export of goods
(excluding projects
limited by laws and
administration
regulations; certification
shall be gained for the
above mentioned limited
projects)
5. Limitations on Shareholding Decrease by the Company’s Controlling Shareholder, Actual Controller,
Reorganizer and Other Commitment Makers
□ Applicable √ Not applicable
58
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part VII Preferred Shares
□ Applicable √ Not applicable
No preferred shares in the Reporting Period
59
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part VIII Convertible bonds
□ Applicable √ Not applicable
No preferred shares in the Reporting Period.
60
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part VIIII Directors, Supervisors, Senior Management and Staff
I Changes in Shareholdings of Directors, Supervisors and Executive Officers
Increas Decreas
Openin Other
e in this e in this Closing
Incumb g increas
Office Starting Ending Reporti Reporti shareho
Name ent/for Gender Age date of date of shareho e/decre
title tenure tenure ng ng lding
mer lding ase
Period Period (share)
(share) (share)
(share) (share)
Vice Incumb Male
Chen Chairm ent
2016-0 2019-0
Hongch an of 62 0 0 0 0 0
1-22 1-21
eng the
Board
Chen Directo Incumb Male
2016-0 2019-0
Hongh r ent 66 0 0 0 0 0
1-22 1-21
ai
Chen Directo Incumb Male
2016-0 2019-0
Dongw r ent 30 0 0 0 0 0
1-22 1-21
ei
indepe Incumb
Pan
ndent ent 2016-0 2019-0
Xiaoch Female 49 0 0 0 0 0
directo 1-22 1-21
un
r
Zhuan indepe Incumb Male
g ndent ent 2016-0 2019-0
47 0 0 0 0 0
Weido directo 1-22 1-21
ng r
indepe Incumb Male
Liu ndent ent 2016-0 2019-0
43 0 0 0 0 0
Yong directo 1-22 1-21
r
supervi Incumb Male
sory ent
Yan 2016-0 2019-0
board 51 0 0 0 0 0
Mingfei 1-22 1-21
chairm
an
Huang Incumb
Superv Female 54 2016-0 2019-0 2,000 0 0 0 2,000
Yanfan
61
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
g isor ent 1-22 1-21
Superv Incumb Male 2016-0 2019-0
Li Ning 51 8,200 0 0 0 8,200
isor ent 1-22 1-21
Chen CFO, Incumb Male
68 0 0 0 0 0
Jincai VP ent
Secret Incumb Male
ary ent
and
VP of
Xu Wei the 43 5,000 0 0 0 5,000
board
of
directo
rs
II Changes in Directors, Supervisors and Executive Officers
□ Applicable √ Not applicable
III Brief Biographies
Professional backgrounds, main working experience and current responsibilities in the Company of the incumbent directors,
supervisors and executive officers
Chairman of the Board and President Mr. Chen Hongcheng was born in 1958; bachelor degree. At present he is the vice
chairman of the board and legal representative of the Company. He has ever been the standing commissar of political consultative
conference of Puning, Guangdong, the distinguished member of political consultative conference of Guangdong Province, vice
chairman of Costume Association of Guangdong Province, vice chairman of Costume Association of Shenzhen City, the deputy of
the National People’s Congress of Jieyang City and Guangdong Province.
Director Mr. Chen Honghai was born in 1954 and graduated from university; he acts as Director of Shenzhen Shenghengchang
HuiFu Industrial Co., Ltd.
Director Mr. Chen Dongwei, was born in 1990 with a bachelor degree. Now he is the executive director of Shenzhen Jinshi Tonghe
Investment Co., Ltd. and the director of the Qianhai Hengsheng (Shenzhen) Fund Management Co., Ltd.. He once served as the
General Manager of Fun Department in Shenzhen Qianhai Pengcheng Jianxin Investment Fund Co. (Limited Partnership).
Liu Yong, independent Director: born in 1977, master of business administration, certified public accountant of China,
certified tax agent of China, graduated from Beijing Jiaotong University with a master's degree in Business Administration
in 2013. Since June 2006, he has been a partner of Shenzhen Pinghai Certified Public Accountants (general partnership),
executive director and general manager of Shenzhen daoluzhong certified public accountants Co., Ltd., and independent
director of Shenzhen Fangzhi Technology Co., Ltd
Independent Director, Mr. Zhuang Weidong, born in 1973, Chinese, acquired Master of law, finance law from University of Hong
Kong. He has lot of Chinese and foreign legal practice experience. Now he is a lawyer of China Commercial Law Firm. He once
worked in Guangdong Guang Cheng Law Firm and Guangdong Xindesheng Law Firm.
Independent Director, Mr. Pan Xiaochun born in 1971, Chinese, Postgraduate degree, with many years of enterprise
management experience, is currently the deputy general manager of the financing management center of Shenzhen
62
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Baoneng Investment (Group) Co., Ltd. and has worked in Shenzhen Jinhongsheng Investment (Group) Co., Ltd.,
Shenzhen Maoye (Group) Co., Ltd.
of the Board of Supervisors Mr. Yan Mingfei born in 1968, university degree, engineer. At present, he is the general
manager of Shantou Lianzihua Information Technology Co., Ltd. he was an assistant engineer of Shantou Special Electric
Power Development Co., Ltd. and an engineer of Talent Exchange Center of Shantou Special Economic Zone
Supervisor Ms. Huang Yanfang, born in 1966, bachelor degree, she has engaged in enterprise financial work for many years. Now
she serves in financial dep. of the Company.
Supervisor Mr. Li Ning, born in 1969, college degree, he now acts as Deputy General Manager of Administration and HR
Department of the Company. He ever acted as Supervisor of the Company, General Manager of Dongguan Riseview Knitting Co.,
Ltd.
Chief Financial Officer, Mr. Chen Jincai, born in 1952 with junior college education. He ever acted as Vice Chief and Chief of
Financial Department of Shenhua (Group) Limited, Vice GM and CFO in Guanlan Golf, Chief Accountant and Chief of Financial
Department in Shenzhen S.E.Z. Real Estate (Group) Co., Ltd., etc.
Secretary of the Board and Vice President Mr. Xu Wei, born in 1977, graduated from Zhongnan University of Economics and
Law, is a bachelor holder of economics and law. He once acted as Securities Affairs Representative and Secretary of the Board and
Supervisor of the Company, General Manager of Securities Affairs and Secretary to the Chairman of the Board of Directors in ABest
Department Store Supermarket.
Posts concurrently held in shareholding entities
√Applicable □Not applicable
Allowance from
Starting date Ending date of
Name Shareholding entity Post the shareholding
of tenure tenure
entity (yes/no)
Chairman
Chen Shenzhen Shenghengchang HuiFu
of the No
Hongcheng Industrial Co., Ltd.
Board
Posts held concurrently in other entities
√Applicable □Not applicable
Allowance
Starting date Ending date of
Name Other entity Post from the entity
of tenure tenure
(yes/no)
Shenzhen Jin Hongsheng investment Vice
Pan Xiaochun Yes
(Group) Co., Ltd. President
Zhuang
China Commercial Law Co., Ltd Lawyer Yes
weidong
Pinghai Accounting Firm, Shenzhen,
Liuyong Partner Yes
Hunan (General Partnership)
Shenzhen Jinshi Tonghe Investment Co.,
Ltd., Shenzhen Jinshi Tonghe Stock
Director/ex
Chen Investment Center (L.P), Hunan Majiake
ecutive Yes
Dongwei Blue Arrow Technology Co., Ltd., Hunan
director
Guoguang Ceramic Group Co., Ltd. and
Qianhai Hengsheng (Shenzhen) Fund
63
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Management Co., Ltd.
Hunan Microconductor Technology
Co., Ltd. and Elephant Cloud Control
Xu wei Director No
(Shenzhen) Information Technology
Co., Ltd.
Punishments imposed in the recent three years by the securities regulators on the incumbent directors, supervisors and executive
officers as well as those who left in this Reporting Period
□ Applicable √ Not applicable
IV Remuneration of Directors, Supervisors and Executive Officers
Decision-making procedure, determination basis and actual remuneration payment of directors, supervisors and executive officers
In accordance with the Proposal on Setting down Remuneration of Senior Executives examined and passed at the 1st meeting of the
2nd Board of Director for the year 2002, Proposal on Adjusting Allowance of Directors, Independent Director and Supervisors
examined and passed at the 2007 Annual Meeting of Shareholders and Proposal on Remuneration Appraisal System of Directors,
Supervisors and Senior Management Staffs examined and passed at the 2012 Annual Meeting of Shareholders, directors and
independent directors of the Company drew their annual allowance of RMB50,000 (tax included) respectively from the Company;
supervisors of the Company received the annual allowance of RMB15,000 (tax included) respectively. The Company reimbursed the
reasonable charges according to the actual situation which independent directors attended the meetings of the Board, shareholders’
general meeting or exercise their functions and powers in accordance with the relevant laws and regulations and Articles of
Association.
Unit: RMB'0,000
Total Remuneration
before-tax from related
Incumbent/for
Name Office title Gender Age remuneration parties of the
mer
from the Company
Company (yes/no)
Chen Vice Chairman Male Incumbent No
62 5
Hongcheng of the Board
Chen Honghai Director Male 66 Incumbent 5 No
Chen Dongwei Director Male 30 Incumbent 5 No
Independent Male Incumbent No
Liu Yong 43 5
director
Independent Incumbent No
Pan Xiaochun Male 49 5
director
Zhuang Independent Incumbent No
Female 47 5
Weidong director
supervisory Incumbent No
Yan Mingfei Male 51 1.5
board chairman
Huang Yanfang Supervisor Female 54 Incumbent 11.58 No
Li ning Supervisor Male 51 Incumbent 12.78 No
Chen Jincai CFO and vice Male 68 Incumbent 16.68 No
64
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
president
Secretary of the Male Incumbent
Xu Wei Board and vice 43 16.44 NO
president
合计 -- -- -- -- 88.98 --
Equity incentives for directors, supervisors and executive officers in this Reporting Period
□ Applicable √ Not applicable
V Employees
1. Number, Functions and Educational Backgrounds of Employees
Number of employees in the parent company 7
Number of employees in main subsidiaries 38
Total number of active employees (person) 45
Total number of employees receiving salary in the current
45
period (person)
Number of retired employees of the parent company and
major subsidiaries who need to bear the expenses 0
(person)
Professional composition
Professional composition category Number of professionals
production staff 0
Sales staff 13
technical staff 3
financial staff 10
Administrative staff 19
Total 45
Education level
Education level category Quantity (person)
Postgraduate 3
University 17
Senior school 19
Junior middle school 6
Total 45
65
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
2. Employee Remuneration Policy
The establishment of remuneration policy of the Company was in line with the market and same industry standard which fully pay
attention to the cultivation and incentives of the employee team. The Company and its subsidiaries provide remuneration system
including base salary, bonuses, allowances and subsidies, employee welfare, medical insurance premiums, industrial injury insurance,
birth insurance premium, housing fund, labor union expenditure as well as employee education expenses.
3. Employee Training Plans
The Company's 2018 training plan was based on the actual situation of the Company, and in line with the adjustment of organization
structure, operation management point, and the problems happened in the operation, focused on organizing the training for leaders’
execute power of the administrative management level meanwhile actively organized employee participate the training of industrial
association, supervision department and other institutions.
4. Labor Outsourcing
□ Applicable √ Not applicable
66
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part X Corporate Governance
I Basic Situation of Corporate Governance
In the Reporting Period, the Company strictly in line with requirements of Company Law, Securities Laws and other relevant laws
and regulations as well as requirement of a modern enterprise system, continued to perfected corporate governance structure,
established and perfected internal management and control system, consistently dug in convene of corporate governance activities, so
as to standardizing operation of the Company and promoting corporate governance level of the Company. During the Reporting
Period, the Company’s overall operation was standard and independent, and the information disclosure is standard, and the actuality
of the corporate governance of the Company was in accordance with requirements of documentary files on corporate governance of
listed companies issued by CSRC.
Any significant incompliance with the regulatory documents issued by the CSRC governing the governance of listed companies
□ Yes √ No
No such cases in this Reporting Period.
II Independence of Businesses, Personnel, Asset, Organizations and Finance which are
Separate from the Controlling Shareholder
The Company is completely separated from its controlling shareholder in aspects such as business, personnel, assets, institutions and
finance and possesses independent and complete business and self-dependent operating ability.
1. In respect of business, the Company owned an integrated business structure and independent operation, it doesn’t depend on any
shareholder or other party; besides, it exist no horizontal competition or any obviously unfair related-party transaction between the
Company and its controlling shareholder, actual controller and other enterprises controlled by it, nor any event that the controlling
shareholder directly or indirectly intervened the operation of the Company.
2. In respect of personnel, in terms of labor, personnel and salary management, the Company and the controlling shareholder were
independent from each other. Such senior management staff as Chairman of the Board, General Manager, and Deputy General
Managers all drew remuneration from the Company, and they did not take any post in the controlling shareholder and its subsidiaries.
3. In respect of assets, separated from the controlling shareholder, the Company owned independent production and operation site,
integrated assets structure, independent production system, auxiliary production systems and ancillary facilities, land use right and
ownership of house, etc., and independent procurement and sales system. Besides, it owned complete controlling right on all the assets,
there was no illegal occupation of assets and funds by the controlling shareholder, actual controller or their controlling enterprises that
did any harm to the interest of the Company.
4. In respect of organization, the Company has set up a perfect organization that was independent from the controlling shareholder or its
functional departments.
5. In respect of financing, the Company owned independent financial department with independent accountants, established
independent accounting system and financial management system, independently made the financial decision. Besides, it opened
independent bank account and paid tax independently.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
III Horizontal Competition
□ Applicable √ Not applicable
IV Annual and Special Meetings of Shareholders Convened during this Reporting Period
1. Meetings of Shareholders Convened during this Reporting Period
Index to the
Investor
Meeting Type Convened date Disclosure date disclosed
participation ratio
information
Announcement
of the resolution
of the first
extraordinary
general meeting
of shareholders
The 1st 2019 interim general in 2019
Annual Meeting meeting of 59.34% 2019-01-18 2019-01-19 published on
of Shareholders stockholders ,www.cninfo.co
m.cn
Announcement
No.: 2019-003)
Announcement
of the resolution
of the first
extraordinary
general meeting
of shareholders
2018 Annual annual general in 2018
Meeting of meeting of 51.54% 2019-06-28 2019-06-29 published on
Shareholders stockholders ,www.cninfo.co
m.cn
Announcement
No.: 2019-039)
The 2nd 2019 interim general Announcement
52.18% 2019-09-06 2019-09-07
Annual Meeting meeting of of the resolution
68
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
of Shareholders stockholders of the first
extraordinary
general meeting
of shareholders
in 2019
published on
,www.cninfo.co
m.cn
Announcement
No.: 2019-055)
2. Special Meetings of Shareholders Convened at the Request of Preference Shareholders with Resumed
Voting Rights
□ Applicable √ Not applicable
V Performance of Independent Directors in this Reporting Period
1. Attendance of Independent Directors in Board Meetings and Meetings of Shareholders
Attendance of independent directors in board meetings and meetings of shareholders
Due
presence in Presence by Presence Absent for
Presence on
this telecommuni through a Absence for two Presence or
site for
Independent Reporting cation for proxy for board consecutive meetings of
board
director Period for board board meetings times for shareholders
meetings
board meetings meetings (times) board (times)
(times)
meetings (times) (times) meetings
(times)
Pan Xiaochun 8 8 0 0 0 No 2
Zhuang
8 8 0 0 0 No 1
Weidong
Liu Yong 8 8 0 0 0 No 0
Explanations on non-attendance in person for two consecutive times
Not applicable
69
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
2. Objections Raised by Independent Directors on Issues of the Company
Indicate by tick mark whether any independent directors raised any objections on issues of the Company.
□ Yes √ No
No such cases in this Reporting Period.
3. Other Details about the Performance of Duties by Independent Directors
Indicate by tick mark whether any suggestions from independent directors were adopted by the Company.
√ Yes □ No
Suggestions from independent directors adopted or not adopted by the Company:
Require the company's internal audit department to conduct due diligence on whether Puning Huafengqiang Trade Co., Ltd. or
Puning Lailisheng Trade Co., Ltd. is related parties of the company. According to the report provided by the internal audit department,
the two companies mentioned above are not related parties of the company
VI Performance of Duties by Specialized Committees under the Board during this Reporting
Period
(I) Performance of Board Audit Committee
(1)The Audit Committee of the Board of Directors reviewed the Financial Statements compiled by the Company before the CPAs’
entry for the yearly audit of the Company, believing that, the statements was in line with the Accounting Standard for Business
Enterprises published by the State, and truly reflected the Company’s financial status, operating results and cash flows in 2019, so it
was permitted that ASIA (Group) Accounting Firm carried out the annual audit for the year 2019 on the basis of the said statements.
(2) In accordance with the schedule of audit work and audit process, the audit committee will entrust special persons to follow up and
urge them to submit audit reports within the agreed time limit by telephone and mail.
(3) After auditing, the preliminary audit opinion on the company's financial report for 2019 is a qualified audit report of Asia Pacific
(Group) CPAs (Special General Partnership)
According to the preliminary audit opinions of the audit institutions, the board audit committee once again reviewed the company's
financial statements and related information, carefully understood the matters involved in the qualified opinions, and considered that
the company's financial statements reflected the actual situation of the company. The audit report issued by the accounting firm with
reservations for the company is in line with the actual situation of the company, and there is no objection to the preliminary opinions
on the financial report for the year 2019. At the same time, the company's management is obliged to formulate solutions immediately
and implement them as soon as possible for matters related to reservations, and to resolve relevant matters as soon as possible.
(4) Before the company's annual audit report for 2019 issued by the accounting firm, the board audit committee reviewed the
financial and accounting report once again, agreed with the results of the audit of the company's financial statements for 2019 by the
accounting firm, and agreed to submit the audit report to the company's board of directors for consideration.
(5) The board audit committee considers that Asia Pacific (Group) CPAs (Special General Partnership) launched and accomplished
the Company’s 2019 annual audit in strict compliance with audit regulations and rules, with sufficient audit time, professional
accountants and a strong sense of risk. The audit report issued thoroughly presented the Company’s financial status, operating results
and cash flows in the year 2019, with the audit conclusion factually reflecting the actual situation of the Company
(6) The board audit committee proposed to reengage Asia Pacific (Group) CPAs (Special General Partnership) as the audit agency
for the Company’s 2020 annual audit, considering inflation and other factors and refering to implementation in the previous years for
audit remuneration
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(II) Summary of duty performance of Remuneration & Appraisal Committee
In 2019, the salary standards of directors, supervisors and senior managers of the company conform to the relevant provisions of the
company. No inconsistencies between the salary standards and the relevant system of the company were found, and no violations of
the relevant system of the company were found.
VII Performance of Duties by the Supervisory Committee
Did the Supervisory Board find any risks to the Company during its supervision in this Reporting Period?
□ Yes √ No
The Supervisory Board raised no objections in this Reporting Period.
VIII Appraisal and Incentive for Executive Officers
During the Reporting Period, the Company’s senior management staffs seriously performed their duties in strict accordance with the
Company Law, Articles of Association and relevant laws and rules, actively implemented the resolutions made in the Company’s
shareholders’ general meeting and the board sessions, continued to strengthen the internal management under the correct direction of
the Board of Directors, and well completed the tasks of the year.
IX Internal Control
1. Serious Internal Control Defects Found in this Reporting Period
√ Yes □ No
Details
According to the above criteria for the identification of internal control defects in financial reports, the company's
internal control leading group (Audit Committee) and audit department carry out internal control self inspection and
rectification, regular internal control test supervision and rectification, special audit supervision and rectification. In
addition, according to the daily supervision of each department of the company, the company's internal control defects
in financial reports and the rectification are as follows during the reporting period,
On November 11, 2014, the company took the real estate as the collateral for Puning huafengqiang Trade Co., Ltd. (hereinafter
referred to as "huafengqiang trade") and Jieyang Rongcheng sub branch of industrial and Commercial Bank of China Limited
signed a mortgage contract of maximum amount (Rongcheng sub branch 2014 GDZ No. 3632; the main creditor's rights
guaranteed were from November 11, 2014 to November 11, 2019), providing mortgage guarantee. Huafeng Qiangtao renewed
RMB 11.7 million on May 18, 2018, and has signed a loan contract with a loan term of 12 months.
On September 8, 2017, the company signed the maximum mortgage contract (0201900134-2017 small enterprise
(mortgage) No. 0042) with the real estate as collateral for Puning lailisheng Trade Co., Ltd. (hereinafter referred to as
"lailisheng trade") and Jieyang branch of industrial and Commercial Bank of China Limited; the main creditor's rights
guaranteed are from September 8, 2017 to September 8, 2022, providing mortgage guarantee. Huafeng Qiangtao
renewed the loan of 23.79 million yuan on August 22, 2018, and has signed a loan contract with a loan term of 6 months.
The company noted that huafengqiang trade and lailisheng trade failed to sign the corresponding counter guarantee
agreement with the company in accordance with the previous practice after the renewal of the loan, and the company
had internal control defects that it was unable to effectively manage the risk of the real estate collateral provided by the
guarantee.
71
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
The internal control rectification measures taken by the company during the reporting period are as follows,
1. Huafengqiang trade and lailisheng trade replied that due to the economic downturn, business funds are under great
pressure and it is unable to sign the counter guarantee agreement in the previous way. After many negotiations,
huafengqiang trade promised to raise funds to repay the corresponding loans and release the mortgage guarantee before October
31, 2019 and lailisheng trade promised to raise funds to repay the corresponding loans before November 30, 2019
2. In November 2019, the company sent a letter to huafengqiang trade to learn about the situation, because
huafengqiang trade didn't inform the company to handle the relevant procedures to remove the real estate mortgage.
Hua Fengqiang's reply to trade said that due to the impact of the macro environment, the turnover became slow and it was unable
to fulfill its previous commitments, saying that it would raise funds to solve the mortgage guarantee issues as soon as possible.
After several times of urging by the company, huafengqiang trade has provided the financial statements of 2019, the documents
for paying interest on schedule and the letter of commitment to release the mortgage guarantee before May 31, 2020
3.In December 2019, the company sent a letter to lairisheng trade to learn about the situation of lairisheng trade,
because lairisheng trade did not notify the company to handle the relevant procedures to remove the real estate
mortgage. Lailisheng trade reply said that due to financial problems, it was unable to fulfill its previous commitments and said
that it would raise funds to solve the mortgage guarantee issues as soon as possible. After several times of urging by the
company, lailisheng trading provided the financial statements of 2019, the documents for paying interest on schedule and the
commitment letter for the release of the mortgage guarantee before May 31, 2020.
2. Internal Control Self-evaluation Report
Disclosure date of the Self-appraisal
April 23, 2019
Report on Internal Control
Index to the disclosed internal control
www.cninfo.com.cn
self-evaluation report
Total assets of the evaluated entities as a
percentage in the consolidated total 100.00%
assets
Operating revenues of the evaluated
entities as a percentage in the 100.00%
consolidated operating revenues
Defect identification standards
Type Financial-report related Non-financial-report related
a. Major defects: a. Major defect:
(1) The directors, supervisors and senior (1) There is no legal decision making
management committed frauds; procedure for significant matters;
(2) There are material misstatements in the (2) Lack of decision making procedure
Nature standard issued financial statements, affecting the or the undisciplined decision-making
authenticity, completeness and fairness, procedure leads to major errors;
and therefore, the company shall correct (3) The company is subject to criminal
them; penalties or is ordered to suspend
(3) The certified public account discovered production or business operation, or
72
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
materials misstatements in the current subject to the revoking or temporary
financial statements, while the internal seizure of its marketing license or
control fails to discover such business license and other such
misstatements in its operation; administrative penalties, because of the
(4) The company audit committee and violation of state laws, regulations,
internal audit body’s supervision on the rules or normative documents;
internal control is inefficient. (4) The major defects in internal
b. Key defects: control are not rectified;
(1) The control environment is in (5) There is no system control for
sufficient; significant businesses or the system
(2) The company’s accounting policies has a systematic malfunction.
violates the Accounting Standards for
Business Enterprises;
b. When there is solid evidence to
(3) The accounting policies applied in the
prove that the company is in one of the
company is incompliant with the
following circumstances at the end of
company’s accounting system;
the evaluation period, it shall be
(4) There is no corresponding control deemed that the internal control has
mechanism for accounting treatment of key defects:
non-regular or special transactions, or such
(1) The decision making procedure
control mechanism is not put into
exists, but it is not perfect;
operation;
(2) The irregularity of the decision
(5) There is one or more defect with the
making procedure results in significant
control of the financial reporting process
error;
at the end of the period, and therefore, it
(3) The company is subject to criminal
cannot reasonably ensure that the
penalties or is ordered to suspend
authenticity and completeness in the
production or business operation, or
prepared financial statements.
subject to the revoking or temporary
c. Minor defects: Other control defects
seizure of its marketing license or
except the major defects and key defects.
business license and other such
administrative penalties, because of the
violation of state laws, regulations,
rules or normative documents;
(4) The key business system has a key
defect;
(5) The key defects in the internal
control are not rectified.
c. Minor defects: Other control defects
except the major defects and key
defects.
The quantitative standard takes the amount The quantitative standard takes the
Quantitative standard of direct property losses as the amount of direct property losses as the
measurement indicator. If the amount of measurement indicator. If the amount
73
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
direct loss in assets caused by one defect of direct loss in assets caused by one
alone or together with other defects is defect alone or together with other
lower than 5% of the net assets in the defects is lower than 5% of the net
consolidated financial statement, the assets in the consolidated financial
defect is a minor defect; If the amount of statement, the defect is a minor defect;
direct loss in assets exceeds 5% of the net If the amount of direct loss in assets
assets in the consolidated financial exceeds 5% of the net assets in the
statements but less than 10%, the defect is consolidated financial statements but
a key defect; If the amount of direct loss in less than 10%, the defect is a key
assets exceeds 10% of the net assets in the defect; If the amount of direct loss in
consolidated financial statements, the assets exceeds 10% of the net assets in
defect is a major defect. the consolidated financial statements,
the defect is a major defect.
Number of major defects in financial
0
report
Number of major defects in
0
non-financial Report
Number of important defects in
0
financial report
Number of important defects in
0
non-financial Report
Part X Auditor’s Report on Internal Control
√ Applicable □ Not Applicable
Opinion paragraph in the auditor’s report on internal control
In our opinion, due to the above major defects and the impact of achieving the control objectives, Guangdong Jadiete
Holdings Group Company Limited failed to maintain effective internal control over financial statements in all major
aspects in accordance with the basic norms for internal control of enterprises and relevant regulations on December
31, 2019.
Information Disclosure
Disclosure date 2020-04-28
Full disclosure index http://www.cninfo.com.cn
Opinion type of internal control
Adverse opinion
audit report
Whether there are significant
defects in the non-financial Yes
Report
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Indicate by tick mark whether any modified opinions are expressed by the CPAs firm in its auditor’s report on the Company’s
internal control.
√ Yes □ No
Notes on the audit report of internal control issued by the accounting firm with non-standard opinions
The Jadiete company's external guarantee matters are not effectively supervised and there are major defects. The major defect is
that in the daily work of the company’s audit and supervision system, it failed to discover the defects such as the failure to
fulfill the pledge of mortgage guarantee and the failure to sign the counter guarantee agreement in accordance with the
internal control system, and timely reported to the appropriate level as required and took effective measures.
In the mortgage guarantee, the company negotiated with Lairisheng and Huafengqiang, Lairisheng and Huafengqiang agreed to raise
funds to repay the loan and release the mortgage guarantee before November 30, 2019, and Huafengqiang agreed to raise funds to
repay the loan and release the mortgage guarantee before October 31, 2019. As of December 31, 2019, Lairisheng and Huafengqiang
have not finished the relevant procedures to remove the real estate mortgage yet. Due to capital problems Lairisheng and
Huafengqiang are unable to fulfill their previous commitments, and no counter guarantee agreement has been signed for the new
loans in 2019.
Indicate by tick mark whether the auditor’s report on the Company’s internal control issued by the CPAs firm is consistent with the
self-evaluation report of the Board.
√ Yes □ No
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part XI Corporate Bonds
Are there any corporate bonds publicly offered and listed on the stock exchange, which were undue before the approval date of this
Report or were due but could not be redeemed in full?
No.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part XII financial reports
1. Audit report
Type Qualified opinion
Date 2020-04-27
Asia-Pacific (Group) Certified Public
Name
Accountants
Report No Ya Hui A shen zi (2020) No. 1255
Name of CPA Zhou Hanjun and Tang Tengfei
Report text
I. Qualified opinion
We have audited the accompanying consolidated financial statements of Guangdong Jadiete Holdings Group Company Limited (hereinafter
referred to as the Company), which comprise the consolidated and the Company’s statement of financial position, the consolidated and the
Company’s statement of profit or loss and other comprehensive income, the consolidated and the Company’s statement of cash flows, the
consolidated and the Company’s statement of changes in equity for the year ended 31 December 2018 and notes to the financial statements.
In our opinion, except the impact of the matters mentioned in the section of “the foundation of forming reservations”, financial statements of the
Company have been prepared according to the Chinese Accounting Standards for Business Enterprises in all material aspects, which give a true
and fair view of the financial position of Guangdong Jadiete Holdings Group Company Limited and its subsidiaries as at 31 December 2018 and
of their financial performance and cash flows for the year then ended.
II. The foundation of forming reservations
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(1) As stated in Notes XI 2 of the financial statements, Loans renewed in 2019 by Puning huafengqiang Trading Co., Ltd. and Puning
lailisheng Trading Co., Ltd, but did not sign any relevant counter guarantee agreement with Guangdong shunzhe company as required. As we are
unable to obtain sufficient and appropriate audit evidence for the solvency of the above two companies, we are unable to determine the impact of
the contingent liabilities formed by the mortgage guarantee.
(2) The subsidiary Tianrui (Hong Kong) Trading Co., Ltd (hereinafter referred to as " Tianrui") wrote off debt RMB 12,490,089.17, The
counterparty is Jiasong Co., Ltd. The debt was formed in 2012 and wrote off in 2019. As we are unable to conduct on-site interview with Jiasong
Co., Ltd. to confirm whether the debt write off is related party transaction.
We conducted our audit in accordance with the Chinese Standards on Auditing for Certified Public Accountants. The part of audit report "CPA's
responsibility for the audit of financial statements" further expounds our responsibilities under these guidelines. According to the professional
ethics of Chinese Certified Public Accountants, we are independent of the Company, and perform other responsibilities of professional ethics.
We believe that the audit evidence we obtained is sufficient and appropriate, and providing a basis for publication of reservations.
III. Significant uncertainties that related to continuous operation
We remind users of financial statements to pay attention to that, as stated in notes VI 25 of the financial statements, the company has
accumulated loss of RMB -115,844,222.89 till 31th Dec. 2019; Operating revenue declined sharply from the previous year, Net profit
attributable to the parent company after deducting current non recurring profit and loss is RMB - 12006, 826.15 yuan, it has showed deficits for
two years running, as stated in note III 2 of the financial statements, these matters and situations indicate that there are significant uncertainties
could lead to significant doubts to the company's continuous operation. This matter does not affect the published audit opinions.
IV. Key audit matters
The key audit matter is the matters which we consider most important in the audit of current financial statements according to our professional
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
judgment. To deal with these matters should be in the background of auditing the whole financial statements and forming audit opinions, we do
not comment on these matters separately
(1) Revenue recognition
i. Description
In year 2019, the Company’s operation revenue of consolidation is RMB 18,295,354.68, the operation revenue of the subsidiary Shenzhen
Chinese Gold Nobility Jewelry Co., Ltd. (hereinafter referred to as "CGNJ Company") is RMB 15,324,468.13. As an Important source of the
Company’s consolidated profits, we identified the authenticity and cutoff of operation revenue as key auditing matter.
According to the accounting policy of CGNJ Company, its revenue mainly comes from sales of gold jewelry and mosaic jewelry. The company
recognizes the above sales revenue as the Company’s revenue at the time point customer confirms the acceptance receipt.
( 2 ) Audit response
Our audit procedures for the authenticity and integrity of operation revenue include (but are not limited to)
i. Understand and test the design and implementation between CGNJ Company and internal control system and financial accounting system
which relevant to sales and receipts.
ii. Distinguish the categories of sales products, combine industry development with company's actual situation, execution of analytical
review procedures, judge the rationality of sales income and gross profit change.
iii. Perform detailed testing, do sample Inspection for the records of inventory receiving and dispatching, sales warehouse receipt signed by
customers and so other external evidence, check receipt records, information corroboration of occurrence amount in the current period,
occurrence amount of prime operating revenue and combining sales contract terms and other information, at the same time, field visits have been
further implemented for large customers, audit authenticity of sales income.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Have Sample checks on the income at the end of 2019 and the beginning of 2020, audit deadline of sales revenue and so on.
V. Other information
Management of the Company (hereinafter referred to as management) is responsible for other information. Other information includes
information contained in annual reports, but excludes financial statements and our audit reports.
Our audit opinions on financial statements do not contain any other information, nor do we publish any form of forensic conclusion on other
information.
Combined with our audit of financial statements, our responsibility is to read other information, in the process, we considered whether there is
significant disagreement or major misstatement between other information with financial statements and what we know in the process of
auditing
Based on the work we have done, we should report the fact if we confirm that other information exists major misstatement. we have nothing to
report in this respect.
VI. Responsibility of management and governance for financial statements
Management of the Company (hereinafter referred to as management) is responsible for preparing financial statements according to the
accounting standards of enterprises, making it fair to reflect, designing, implementing, and maintaining necessary internal control, making
financial statements do not exist major misstatement caused by fraud or errors.
In the preparation of financial statements, management is responsible for evaluating continuous operation ability of the Company, disclosure of
matters related to continuous operation (if applicable), and using the continuing operation hypothesis, unless the management plan to settle
accounts of the Company, terminate operation or no other realistic choice
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Governance is responsible for oversight of the financial reporting process of the Company.
VII. CPA's responsibility for the audit of financial statements
Our goal is to get a reasonable guarantee for the overall of financial statements do not exist major misstatement caused by fraud or errors, and
issue an audit report containing the audit opinion.
Reasonable assurance is high level guarantee, but it doesn't guarantee that audit performed according to auditing standards can always be found
in the presence of a major misstatement. Misstatements may be caused by fraud or error, misstatements are often considered to be major if the
reasonable anticipation of misstatement may separate or gathered affect economic decisions by the user of the financial statements,
In implementing audit work according to auditing standards, we use professional judgement and remain professional skepticism. At the same
time, we also carry out the following works:
(1) Identified and evaluated the risk of major misstatement of financial statements caused by fraud or error, designed and implemented audit
procedures to deal with these risks and obtain sufficient and appropriate audit evidence as the basis for the publication of audit opinions. Because
fraud may involve collusion, forgery, intentional omission, false statement, or overriding internal control, the risk of major misstatements caused
by fraud is higher than the risk of failure to find major misstatements caused by errors.
(2) Understood the internal control related to audit, so as to design appropriate audit procedures.
(3) To evaluate the appropriateness of accounting policies that chose by management and make sure accounting estimation and its related
disclosure was reasonable.
(4) Came to a conclusion for the appropriateness of management using the continuous operation hypothesis. At the same time, according to the
audit evidence obtained, came to a conclusion for the matter that may cause serious doubts about the company's continuous capacity or whether
81
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
situation exists a major uncertainty. If we came to conclusion that there was a major uncertainty, the audit guidelines required us to draw users'
attention to relevant disclosures in financial statements in audit report. If the disclosure was not enough, we should publish reservations. Our
conclusion is based on information available at the end of the audit date. However, future events or conditions may cause the Company can’t
continue to operate.
(5) Evaluated overall presentation, structure and content (including disclosure) of financial statements, and evaluated whether the financial
statements reflect the related transactions and matters fairly.
(6) Obtained sufficient and appropriate audit evidence on the financial information of entity or business activities in the Company, and comment
on the financial statements. We are responsible for guiding, supervising and implementing group audits. We assume full responsibility for the
audit opinion.
We have communicated with governance about audit scope of the plan, time arrangement, major audit findings and other matters,
communication includes the notable internal control flaws we identified in the audit.
We have provided a statement to the governance about complied with the professional ethics related to independence, and communicated with
governance about all relationships and other matters that may be reasonably considered to affect our independence, as well as related precautions
(if applicable).
Through the matters that communicated with governance, we decide what matters are most important for the current financial statement audit,
thus constitutes a key audit matter. We describe these matters in the audit report, unless laws and regulations prohibit public disclosure of these
matters, or in very few cases, if the negative consequences of a reasonably expected communication of a matter in the audit report exceed the
benefits of the public interest, we are determined not to communicate the matter in the audit report.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Part XIII Contents of Reference File
1. Financial statements with the signature and seal of the person in charge of the company, the person in charge of accounting and the person in
charge of accounting
2. The original audit report with the seal of the accounting firm and the signature and seal of the certified public accountant
3. Reserved copy and original announcements of all company documents publicly disclosed on the designated website of CSRC during the
reporting period
This Report and its abstract have been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between
the two versions, the Chinese versions shall prevail.
Consolidated Statement of Financial Position
2019 年 12 月 31 日
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
Current Assets:
Monetary funds VI 1 1,259,899.63 1,613,340.23
Trading financial assets /
Financial assets at fair value through profit or loss /
Derivative financial assets
Note receivable
Accounts receivable VI 2 9,124,432.68 22,021,179.73
Receivables financing /
Prepayment VI 3 314,810.13 30,946,946.32
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Other receivable VI 4 3,362,628.68 4,189,883.29
Inventories VI 5 173,929,882.99 158,915,234.32
Held for sale assets VI 6 149,998,221.71 149,998,221.71
Non-current assets maturing within one year
Other current assets VI 7 25,096,981.77 23,600,078.85
Total current assets 363,086,857.59 391,284,884.45
Non-current assets:
Issued commissioned loans and advances
Debt investment /
Available-for-sale financial assets /
Other Debt investment /
Held-to-maturity investments /
Long-term trade receivable
Long-term equity investment VI 8 100,600,000.00 100,600,000.00
Other equity instrument investment /
Other non-current financial assets /
Investing properties VI 9 5,868,823.78 4,774,374.35
Property, plant and equipment VI 10 31,563,817.93 34,965,810.73
Construction in progress
Production/Productive biological assets
Oil-gas assets
Intangible assets VI 11 7,286,961.93 8,444,458.00
R&D expense 300,705.00
Goodwill
Long-term deferred assets VI 12 414,857.81 536,172.24
Deferred tax assets VI 13 5,828,910.22 3,996,186.93
Other non-current assets
Total non-current assets 151,563,371.67 153,617,707.25
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total assets 514,650,229.26 544,902,591.70
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Consolidated Statement of Financial Position
2019 年 12 月 31 日
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
Current liabilities:
Short-term brrowings
Trading financial liabilities /
Financial liabilities at fair value through profit or loss /
Derivative financial liabilities
Notes payable
Accounts payable VI 14 16,088,889.66 16,141,549.26
Advance payment VI 15 86,443,115.70 86,215,991.53
Accrued payroll VI 16 2,895,329.45 1,369,295.25
Taxes payable VI 17 25,253,599.38 23,985,993.86
Other payables VI 18 36,678,743.30 46,728,023.22
Held for sale liabilities
Long-term liabilities due within one year 59,552.00
Other current liabilities
Total current liabilities 167,359,677.49 174,500,405.12
Non-current liabilities:
Long-term borrowings
Bonds payables
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Of which: Preferred shares
Perpetual bonds
Long-term payables
Long term accrued payroll
Estimated liabilities
Deferred income
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 167,359,677.49 174,500,405.12
Equity interest:
Share capital VI 19 318,600,000.00 318,600,000.00
Other equity instruments
Of which: Preferred shares
Perpetual bonds
Capital reserve VI 20 56,306,298.82 52,303,274.80
Less: Treasury stock
Other comprehensive income
Surplus reserves VI 21 86,036,260.20 86,036,260.20
Retained earnings VI 22 -115,844,230.62 -117,840,473.36
Total equity attributable to the parent company 345,098,328.40 339,099,061.64
Minority interests 2,192,223.37 31,303,124.94
Total stockholder's equity 347,290,551.77 370,402,186.58
Total liabilities and stockholder's equity 514,650,229.26 544,902,591.70
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Statement of Financial Position for the parent company
2019 年 12 月 31 日
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
Current Assets:
Monetary funds 307,460.05 150,376.48
Trading financial assets /
Financial assets at fair value through profit or loss /
Derivative financial assets
Note receivable
Accounts receivable ⅩⅣ1
Receivables financing /
Prepayment
Other receivable ⅩⅣ2 115,897,390.14 124,003,172.06
Inventories
Held for sale assets 149,998,221.71 149,998,221.71
Non-current assets maturing within one year
Other current assets
Total current assets 266,203,071.90 274,151,770.25
Non-current assets:
Debt investment /
Available-for-sale financial assets /
Other Debt investment /
Held-to-maturity investments /
Long-term trade receivable
Long-term equity investment ⅩⅣ3 205,100,008.26 180,758,208.26
Other equity instrument investment /
Other non-current financial assets /
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Investing properties 5,868,823.78 4,774,374.35
Property, plant and equipment 30,461,249.76 33,386,544.09
Construction in progress
Production/Productive biological assets
Oil-gas assets
Intangible assets 7,286,961.93 8,316,682.67
R&D expense
Goodwill
Long-term deferred assets
Deferred tax assets 2,560,503.38 2,565,371.57
Other non-current assets
Total non-current assets 251,277,547.11 229,801,180.94
Total assets 517,480,619.01 503,952,951.19
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Statement of Financial Position for the parent company
2019 年 12 月 31 日
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
Current liabilities:
Short-term brrowings
Trading financial liabilities /
Financial liabilities at fair value through profit or loss /
Derivative financial liabilities
Notes payable
Accounts payable 19,442.64
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Advance payment 75,405,227.83 75,178,103.66
Accrued payroll 2,267,169.53 930,883.49
Taxes payable 17,597,021.50 16,728,652.55
Other payables 31,725,651.74 14,802,406.86
Held for sale liabilities
Long-term liabilities due within one year
Other current liabilities
Total current liabilities 126,995,070.60 107,659,489.20
Non-current liabilities:
Long-term borrowings
Bonds payables
Of which: Preferred shares
Perpetual bonds
Long-term payables
Long term accrued payroll
Estimated liabilities
Deferred income
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities 126,995,070.60 107,659,489.20
Equity interest:
Share capital 318,600,000.00 318,600,000.00
Other equity instruments
Of which: Preferred shares
Perpetual bonds
Capital reserve 52,129,496.58 52,129,496.58
Less: Treasury stock
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Other comprehensive income
Surplus reserves 86,036,260.20 86,036,260.20
Retained earnings -66,280,208.37 -60,472,294.79
Total stockholder's equity 390,485,548.41 396,293,461.99
Total equity attributable to the parent company 517,480,619.01 503,952,951.19
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Consolidated Statement of Profit
2019 年度
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
I. Total operating revenue 19,065,432.67 96,715,841.62
Including: operating income Ⅵ 23 19,065,432.67 96,715,841.62
Interest income
Earned premium
Fee and commission income
2.Total operating cost 25,717,455.66 108,806,232.19
Including: operating cost Ⅵ 23 14,316,783.07 94,909,543.86
Taxes and surcharges Ⅵ 24 858,343.01 981,699.21
Sale expenses Ⅵ 25 554,903.76 1,744,103.28
Administrative expenses Ⅵ 26 9,695,842.11 10,856,989.37
R&D expenses
Finance costs Ⅵ 27 291,583.71 313,896.47
Gain/(loss) from investment (“-” for loss) Ⅵ 32 77,525.28 -1,440.00
Add: Gain/(loss) from change in fair value (“-” for loss) Ⅵ 31 1,976.00
Credit impairment loss (“-” for loss) Ⅵ 28 -7,427,856.06 /
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Asset Credit impairment loss (“-” for loss) Ⅵ 29 -1,406,206.64
Gain/(loss) from disposal of asset(“-” for loss) Ⅵ 30 953,732.29
Exchange gain (“-” for loss)*
3.Operating profit (“-” for loss) -13,048,621.48 -13,496,061.21
Add: non-operating income Ⅵ 33 12,967,905.08 609,312.29
Less: non-operating expense Ⅵ 34 3,882.49 189,750.86
4.Total profit (“-” for loss) -84,598.89 -13,076,499.78
Less: Income tax expense Ⅵ 35 -1,472,964.08 329,538.20
5. Net profit (“-” for loss) 1,388,365.19 -13,406,037.98
(1) By business continuity
1.Net profit from continuing operations(“-” for loss) 1,388,365.19 -13,406,037.98
2.Net profit from discontinued operations(“-” for loss)
(2) By ownership 1,388,365.19 -13,406,037.98
1.Attributable to shareholders of the parent company 1,996,242.74 -13,392,596.16
2.Minority shareholders’ income -607,877.55 -13,441.82
6.After-tax net amount of other comprehensive incomes
After-tax net amount of other comprehensive incomes attributable to owners of the Parent Company
(I) Other comprehensive incomes that will not be reclassified into gains and losses
1.Changes in net liabilities or assets with a defined benefit plan upon re-measurement
2.Other comprehensive income that cannot be reclassified into gains and losses under the equity method
3.Changes in fair value of other equity instrument investments /
4.Changes in fair value of credit risk /
(II) Other comprehensive incomes that will be reclassified into gains and losses
1.other comprehensive incomes that will be reclassified into gains and losses under the equity method
2.Changes in fair value of other debt investment /
3.Profit and loss from changes in fair value of available for sale financial assets /
4.Amount of financial assets reclassified into other comprehensive income /
5.Profit and loss of held to maturity investment reclassified as available for sale financial assets /
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
6.Provision for credit impairment of other debt investment /
7.Cash flow hedging reserve (effective part of cash flow hedging profit and loss)
8.Difference of currency conversion financial statements
9.Others
After-tax net amount of other comprehensive incomes attributable to minority shareholders
7.Total comprehensive incomes 1,388,365.19 -13,406,037.98
Attributable to the Parent Company 1,996,242.74 -13,392,596.16
Attributable to minority shareholders -607,877.55 -13,441.82
8.Earnings per share
(I) Basic earnings per share 0.0063 -0.0420
(II) Diluted earnings per share
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Statement of Profit for Parent Company
2019 年度
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
1.Operating revenue 十四、4 702,306.51 400,569.52
Less: Cost of operating 十四、4 204,840.45 131,769.39
Taxes and surcharges 816,128.46 889,302.69
Sale expenses
Administrative expenses 6,855,211.41 7,821,359.37
R&D expenses
Finance costs 5,972.56 27,211.61
Gain/(loss) from investment (“-” for loss) 9,690,000.00
Gain/(loss) from change in fair value (“-” for loss)
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Credit impairment loss (“-” for loss) 19,472.74 /
Asset Credit impairment loss (“-” for loss) 472,891.78
Gain/(loss) from disposal of asset(“-” for loss) 999,842.26
2.Operating profit (“-” for loss) -6,160,531.37 1,693,818.24
Add: non-operating income 359,442.64
Less: non-operating expense 1,956.66 347.13
3.Total profit (“-” for loss) -5,803,045.39 1,693,471.11
Less: Income tax expense 4,868.19 118,222.95
4. Net profit (“-” for loss) -5,807,913.58 1,575,248.16
1.Net profit from continuing operations(“-” for loss) -5,807,913.58 1,575,248.16
2.Net profit from discontinued operations(“-” for loss)
5.After-tax net amount of other comprehensive incomes
(I) Other comprehensive incomes that will not be reclassified into gains and losses
1.Changes in net liabilities or assets with a defined benefit plan upon re-measurement
2.Other comprehensive income that cannot be reclassified into gains and losses under the equity method
3.Changes in fair value of other equity instrument investments /
4.Changes in fair value of credit risk /
5.Others
(II) Other comprehensive incomes that will be reclassified into gains and losses
1.other comprehensive incomes that will be reclassified into gains and losses under the equity method
2.Changes in fair value of other debt investment /
3.Profit and loss from changes in fair value of available for sale financial assets /
4.Amount of financial assets reclassified into other comprehensive income /
5.Profit and loss of held to maturity investment reclassified as available for sale financial assets /
6.Provision for credit impairment of other debt investment /
7.Cash flow hedging reserve (effective part of cash flow hedging profit and loss)
8.Difference of currency conversion financial statements
9.Others
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
6.Total comprehensive incomes -5,807,913.58 1,575,248.16
7.Earnings per share
(I) Basic earnings per share
(II) Diluted earnings per share
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Consolidated statement of cash flow
2019 年度
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
I. Operating activities:
Receipts from customers/Cash generated from operations 28,118,014.61 245,458,316.33
Receipts from taxes and levies 2,173.89
Other cash received from operating activities 六、36(1) 5,462,159.83 60,288,660.24
Subtotal of cash inflows from operating activities 33,580,174.44 305,749,150.46
Payments to suppliers 2,232,751.01 328,246,025.02
Cash paid to employees 2,238,878.97 5,832,406.58
Cash paid on taxes and levies 47,800.29 570,554.99
Other cash payment from operating activities 六、36(2) 23,504,746.94 56,929,794.37
Subtotal of cash outflows from operating activities 28,024,177.21 391,578,780.96
Net cash generated by operating activities 5,555,997.23 -85,829,630.50
II. Investing activities:
Proceeds from disposal of investment property 220,000.00 94,406,852.00
Proceeds from return on investments
Net cash received from disposal of property, plant and equipment, intangible assets and other long-term assets 1,569,004.75
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Net cash inflow on disposal of subsidiary/ and associate 90,000.00
Other cash received from investing activities
Subtotal of cash inflows from investing activities 1,879,004.75 94,406,852.00
Payment for property,plant and equipment, intangible assets and other long-term assets 56,858.03 611,854.67
Payment for investment/property
Net increase of pledged loans
Net cash paid to acquire subsidiaries and other business units 7,731,664.33 -1,724.57
Other cash payments relating to investing activities
Subtotal of cash outflows from investing activities 7,788,522.36 610,130.10
Net cash generated by investing activities -5,909,517.61 93,796,721.90
III. Financing Activities:
Cash received from capital contributions
Including: Cash received from minority shareholder investments by subsidiaries
Proceeds from loans and borrowings
Cash received from issuance of bonds
Other cash received from financing activities
Subtotal of cash inflows from financing activities
Repayment of loans and borrowings
Dividends and interest paid 9,310,000.00
Including: dividends or profit paid by subsidiaries to minority shareholders
Other cash payments from financing activities
Sub-total of cash outflows from financing activities 9,310,000.00
Net cash used in financing activities -9,310,000.00
IV. Effects of exchange rate changes on balance of cash held in foreign currencies 79.78 49.45
V. Net increase in cash and cash equivalents -353,440.60 -1,342,859.15
Add: Cash and cash equivalents at the beginning of the year 1,613,340.23 2,956,199.38
VI. Cash and cash equivalents at the end of the year 1,259,899.63 1,613,340.23
The attached notes to the financial statement is part of this financial statement.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Statement of cash flow for Parent Company
2019 年度
Prepared by Guangdong Jadiete Holdings Group Company Limited Expressed in RMB
Assets Note Closing Balance Opening Balance
I. Operating activities:
Receipts from customers/Cash generated from operations 744,546.00
Receipts from taxes and levies
Other cash received from operating activities 17,564,222.74 60,502,794.59
Subtotal of cash inflows from operating activities 18,308,768.74 60,502,794.59
Payments to suppliers
Cash paid to employees 625,338.95 1,349,130.61
Cash paid on taxes and levies 13,203.74
Other cash payment from operating activities 11,485,382.48 163,199,963.43
Subtotal of cash outflows from operating activities 12,123,925.17 164,549,094.04
Net cash generated by operating activities 6,184,843.57 -104,046,299.45
II. Investing activities:
Proceeds from disposal of investment property 220,000.00 94,400,000.00
Proceeds from return on investments 9,690,000.00
Net cash received from disposal of property, plant and equipment, intangible assets and other long-term assets 1,392,240.00
Net cash inflow on disposal of subsidiary/ and associate 90,000.00
Other cash received from investing activities
Subtotal of cash inflows from investing activities 1,702,240.00 104,090,000.00
Payment for property,plant and equipment, intangible assets and other long-term assets
Payment for investment/property
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Net increase of pledged loans 7,730,000.00 60,000.00
Net cash paid to acquire subsidiaries and other business units
Other cash payments relating to investing activities 7,730,000.00 60,000.00
Subtotal of cash outflows from investing activities -6,027,760.00 104,030,000.00
Net cash generated by investing activities
III. Financing Activities:
Cash received from capital contributions
Cash received from issuance of bonds
Other cash received from financing activities
Subtotal of cash inflows from financing activities
Repayment of loans and borrowings
Dividends and interest paid
Other cash payments from financing activities
Sub-total of cash outflows from financing activities
Net cash used in financing activities
IV. Effects of exchange rate changes on balance of cash held in foreign currencies
V. Net increase in cash and cash equivalents 157,083.57 -16,299.45
Add: Cash and cash equivalents at the beginning of the year 150,376.48 166,675.93
VI. Cash and cash equivalents at the end of the year 307,460.05 150,376.48
The attached notes to the financial statement is part of this financial statement.
Legal representative: Chief of the accounting work: Chief of the accounting
department:
Consolidated Statement of Change in stockholders' equity
2019 年度
diete Holdings Group Company Limited
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
2019
Equity attributable to owners of the Company
Other equity instruments General
Item Less: Other M
Capital Specific Surplus risk Retained
Share capital treasury comprehensive subtotal in
Preferred Perpetual Other reserve reserve reserve reserve earnings
stock incomes
shares bonds *
previous year 318,600,000.00 52,303,274.80 86,036,260.20 -117,840,473.36 339,099,061.64 31,3
ing policy
errors in previous periods
gers under the common control
of the year 318,600,000.00 52,303,274.80 86,036,260.20 -117,840,473.36 339,099,061.64 31,3
e year (“-” means decrease) 4,003,024.02 1,996,242.74 5,999,266.76 -29,1
mes 1,996,242.74 1,996,242.74 -6
uced by owners 4,003,024.02 4,003,024.02 -28,5
eased by shareholders
holders of other equity instruments
sed payments recognized in owners’ equity
4,003,024.02 4,003,024.02 -28,5
plus reserves
neral risk provisions
of owners’ equity
pital transferred from capital reserve
pital transferred from surplus reserves
making up losses
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
s in net liabilities or net assets from remeasured benefit
hensive income to retained earnings
riod
(“-” means decrease)
318,600,000.00 56,306,298.82 86,036,260.20 -115,844,230.62 345,098,328.40 2,1
the financial statement is part of this
e: Chief of the accounting work: Chief of the accounting department:
Consolidated Statement of Change in stockholders' equity
2019 年度
Jadiete Holdings Group Company Limited
2018
Equity attributable to owners of the Company
Other equity instruments
Item Less: Other General Min
Capital Surplus Retained
Share capital treasury comprehensive Specific risk subtotal intere
Preferred Perpetual Other reserve reserve earnings
stock incomes reserve reserve
shares bonds
*
he previous year 318,600,000.00 52,129,496.58 86,036,260.20 -104,447,877.20 352,317,879.58 40,626,
nting policy
of errors in previous periods
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
ergers under the common control
ng of the year 318,600,000.00 52,129,496.58 86,036,260.20 -104,447,877.20 352,317,879.58 40,626,
the year (“-” means decrease) 173,778.22 -13,392,596.16 -13,218,817.94 -9,323,
omes -13,392,596.16 -13,392,596.16 -13,
educed by owners 173,778.22 173,778.22
creased by shareholders
by holders of other equity instruments
based payments recognized in owners’ equity
173,778.22 173,778.22
-9,310,
urplus reserves
eneral risk provisions
-9,310,
d of owners’ equity
apital transferred from capital reserve
apital transferred from surplus reserves
or making up losses
es in net liabilities or net assets from remeasured benefit
rehensive income to retained earnings
period
(“-” means decrease)
318,600,000.00 52,303,274.80 86,036,260.20 -117,840,473.36 339,099,061.64 31,303,
100
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
inancial statement is part of this financial statement.
ve: Chief of the accounting work: Chief of the accounting department:
Statement of Change in stockholders' equity for the Parent Company
2019 年度
ngdong Jadiete Holdings Group Company Limited
2019
Other equity instruments Less: Other
Item Share Specific Surplus Retained
Preferred Perpetual Capital reserve treasury comprehensive
capital Other reserve reserve earnings
shares bonds stock incomes
e end of the previous year 318,600,000.00 52,129,496.58 86,036,260.20 -60,472,294.79
e of accounting policy
orrection of errors in previous periods
ther
e beginning of the year 318,600,000.00 52,129,496.58 86,036,260.20 -60,472,294.79
amount in the year (“-” means decrease) -5,807,913.58
hensive incomes -5,807,913.58
ased and reduced by owners
n shares increased by shareholders
ncreased by holders of other equity instruments
s of share-based payments recognized in owners’ equity
配
ations to surplus reserves
s
arry-forward of owners’ equity
101
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
of share capital transferred from capital reserve
of share capital transferred from surplus reserves
reserves for making up losses
the changes in net liabilities or net assets from remeasured benefit
Other comprehensive income to retained earnings
rve
wn for the period
the period (“-” means decrease)
nce 318,600,000.00 52,129,496.58 86,036,260.20 -66,280,208.37
tes to the financial statement is part of this financial statement.
sentative: Chief of the accounting work: Chief of the accounting departmen
Statement of Change in stockholders' equity for the Parent Company
2019 年度
ngdong Jadiete Holdings Group Company Limited
2018
Other equity instruments Less: Other
Item Share Specific Surplus Retained
Preferred Perpetual Capital reserve treasury comprehensive
capital Other reserve reserve earnings
shares bonds stock incomes
e end of the previous year 318,600,000.00 52,129,496.58 86,036,260.20 -62,047,542.95
e of accounting policy
orrection of errors in previous periods
ther
e beginning of the year 318,600,000.00 52,129,496.58 86,036,260.20 -62,047,542.95
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
amount in the year (“-” means decrease) 1,575,248.16
hensive incomes 1,575,248.16
ased and reduced by owners
n shares increased by shareholders
ncreased by holders of other equity instruments
s of share-based payments recognized in owners’ equity
配
ations to surplus reserves
s
arry-forward of owners’ equity
of share capital transferred from capital reserve
of share capital transferred from surplus reserves
reserves for making up losses
the changes in net liabilities or net assets from remeasured benefit
Other comprehensive income to retained earnings
rve
wn for the period
the period (“-” means decrease)
nce 318,600,000.00 52,129,496.58 86,036,260.20 -60,472,294.79
tes to the financial statement is part of this financial statement.
sentative: Chief of the accounting work: Chief of the accounting departmen
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
I. Company Profile
1. Establishment
Under the approval of People’s Government of Guangdong Province’s YBH No. 580 (1997), Guangdong Jadiete Holdings Group Company Limited (original name: Guangdong
Rieys Group Company Ltd, hereinafter referred to as ‘the Company’) is promoted by five enterprises including Puning Haicheng Industrial Co., Ltd (which changed
its name to Shenzhen Shenghengchang Industrial Co., Ltd when it relocated to Shenzhen, in 2007, its name changed to Guangzhou Shenghengchang Investment Co.,
Ltd, in 2008 this company was renamed to Guangzhou Shenghengchang Trade Development Co., Ltd., on 28 Jan.2010 this company was renamed to Puning Shenghengchang
Trade Development Co., Ltd., on 26 Jul. 2013, this company changed its name as Shenzhen Shenghengchang Huifu Industrial Co., Ltd. because of relocation), an
original partner of Sino-foreign cooperated enterprise of Puning Hongxing Textile and Apparel Production Factory Co., Ltd.(hereinafter referred to as ‘Hongxing
Company’). Under the approval of Guangdong Province Administration For Industry & Commerce, the Company‘s business license is 445200000034656. The Company has
its B-Stock listed on Shenzhen Stock Exchange.
The Company’s registration address is Meixin Industry Zone, Junbu, Puning, Guangdong, and its parent company is Shenzhen Shenghengchang Huifu Industrial Co.,
Ltd., the Company’s actual controller is Hongcheng Chen.
On 17 Nov. 1997, Hongxing Company was restructured to a limited corporation, which is the Company’s predecessor.
The original registered capital of the Company is 80,000,000, which was divided into 80,000,000 shares of RMB1.00 each. In March 1999, with the approval of the
Shareholders’ General Meeting, the Company declared a Bonus Issue of 3.5 shares per 10 shares based on the total number of shares accrued in the register as
at 31 Dec.1998 (80 million shares), making the registered capital increased to 108,000,000 shares. The Company issued 60,000,000 shares of foreign invested stock
domestically listed (‘Stock B’) for foreign investors on 17 Oct.2000, and issued 9,000,000 shares of Stock B for exercise of over-allotment options during the
period from 27 Oct.2000 to 22 Nov.2000 in accordance with approval of ZJFXZ No. 133 (2000) issued by China Securities Regulatory Commission on 29 Sep.2000 The
registered capital of the Company increased to RMB 177,000,000 after issuance of Stock B, which was divided into 177,000,000 shares of RMB1.00 each. The registered
capital of the Company increased to 318,600,000 after years of bonus distribution and transfer increase in paid-in capital, which was divided into 318,600,000
shares of RMB1.00 each.
Up to 31 Dec. 2018, the Company’s total share capital was 318,600,000 shares, including 164,025,000 non-tradable corporate shares representing 51.48% of total
shares and 154,575,000 domestic listed foreign shares (stock B) representing 48.52% of total shares.
2. Business scope
Business scope: self-operating and agent for importing and exporting goods and technology (excluding commodities of national management, products involved in
quota license management and other specified management); processing with imported materials, the ‘Three-plus-one’ trading-mix (custom manufacturing with materials,
designs or samples supplied and compensation trade), counter trade and entrepot trade (under approval of WJMZSHZD No. 1225 [98] ). Manufacturing and selling
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
of clothing, knitted goods, selling of industrial material(excluding gold and vehicle), hardware, chemical product(excluding hazardous chemicals), daily
necessities, furniture, arts and crafts (excluding golden product), agricultural product and etc.(excluding national forbidden commodities and other specified
management shall be subject to the relevant state provisions); warehousing; various kinds of investment; real estate development (Level three, valid till 31
Dec. 2015); property leasing; hotel service. Technological development, designing, selling, etc. of gold, silver, platinum, diamond, jade, jewelry and hardstone
articles.
3. Limit operating term
Naught.
4. Main business activity
The Company is mainly engaged in technological development, design and sale of gold and jewelry.
5. The approval of financial statements
The financial statements and the notes of financial statements were submitted upon approval of 33th Meeting of the 7th Term of Board on 27 Apr. 2020.
II. Merger scope
5 Entities in merger scope this year:
Name Type Share-holdings (%) Voting-rights (%)
Shenzhen Rieys Industrial Limited company
90.00 90.00
Co., Ltd.
Tianrui (HK) Trading Co., Limited company
100.00 100.00
Ltd.
Shenzhen Chinese Gold Limited company
100.00 100.00
Nobility Jewelry Co., Ltd.
Shanghai Yunpeng Internet Limited company
60.00 60.00
Technology Co., Ltd
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Shenzhen Xiaoxiaomei
Limited company 100% 100%
Technology Co., Ltd
III. Basis for the preparation of financial statements
1. Basis for the preparation of financial statements
With the going-concern assumption as the basis and based on transactions and other events that actually occurred, the Company prepared financial statements in
accordance with issued by the Ministry of Finance, revised specific accounting standards,
the Application Guidance of Accounting Standards for Business Enterprises, the Interpretation of Accounting Standards for Business Enterprises and other
regulations(hereinafter jointly referred to as ‘the Accounting Standards for Business Enterprises’, ‘China Accounting Standards’ or ‘CAS’), as well as the Rules
for Preparation Convention of Disclosure of Public Offering Companies No.15 – General Regulations for Financial Reporting (revised in 2014) by China Securities
Regulatory Commission.
In accordance with relevant provisions of the Accounting Standards for Business Enterprises, the Company adopted the accrual basis in accounting. Except for
some financial instruments, where impairment occurred on an asset, an impairment reserve was withdrawn accordingly pursuant to relevant requirements.
2. Gong concern
Till 31th Dec. 2019, the company has accumulated loss of RMB -115,844,222.89, Operating revenue declined sharply from the previous year, deducted current
non-recurring profit and loss, the net profit attributable to the parent company after deducting current non recurring profit and loss is RMB - 12006, 826.15
yuan. The main reason for the loss of the company is the continuous depression of macro-economy, moreover the gold and jewelry industry is a luxury in the consumer
goods, especially affected by the economic downturn. Because the proportion of national income to GDP is relatively low, resulting in insufficient domestic demand,
the overall consumption capacity of gold and jewelry has been steadily dropping.The lastest development plan of the company is to actively take measures to expand
retail channels according to market conditions, On the one hand, relying on the existing offline resources, the other hand, actively developing online business
and improving sales through new channels such as live broadcast. Start to resume foreign trade business, strengthen capital recovery, straighten out the property
right relationship, and preparing for new business. With the implementation of the above plans, the company's overall revenue will gradually pick up. Therefore,
this financial statement is prepared on the basis of the assumption of continuous operation.
IV. Important Accounting Principles and Accounting Estimates
1. Statement of Compliance with the Accounting Standards for Business Enterprises
The financial statements prepared by the Company are in compliance with in compliance with the Accounting Standards for Business Enterprises, which factually
and completely present the Company’s financial positions as at 31 Dec. 2018, business results and cash flows for the year of 2017, and other relevant information.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
2. Fiscal year
The fiscal year of the Company is the solar calendar year, which is from January 1 to December 31.
3. Operating cycle
A normal operating cycle refers to a period from the Company purchasing assets for processing to realizing cash or cash equivalents. An operating cycle for the
Company is 12 months, which is also the classification criterion for the liquidity of its assets and liabilities.
4.Presentation currency
The Company adopted RMB as the bookkeeping base currency when preparing the financial statements for the reporting year
5. Accounting treatment for business combination under common control and non-common control
(1) The judgement standards of ‘package deal’
Several transactions should be accounted for as a package deal if conditions and the economic impact of disposal of investments in subsidiaries are in compliance
with one or more of the following circumstances in a merging through multistep transactions:
i These transactions are considered simultaneously or another case of the occurrence of the impact of entering into a transaction depends;
ii these transactions as a whole in order to reach a complete business results;
iii have at least one other transaction;
iv see a transaction alone is not economical, but, it is economical when other transactions are taken into account.
(2) Business combination under common control
The assets and liabilities obtained are measured at the carrying amounts as recorded by the enterprise being absorbed at the combination date. The difference
between the carrying amount of the net assets obtained and the carrying amount of consideration paid for the combination (or the total face value of shares issued)
is adjusted to the capital premium (or share premium) in the capital reserve. If the balance of the capital premium (or share premium) is insufficient, any excess
is adjusted to retained earnings.
The cost of a combination incurred by the absorbing party, including any costs directly attributable to the combination, shall be recognized as an expense through
profit or loss for the current period when incurred.
(3) Business combination under non-common control
A business combination involving enterprises under non-common control happens if the combining enterprises are not ultimately controlled by the same party or
parties both before and after the business combination.
For a business combination not involving enterprises under common control, the party that, on the acquisition date, obtains control of another enterprise
participating in the combination is the acquirer, while the other enterprise participating in the combination is the acquiree. For a business combination not
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
involving enterprise under common control, the combination cost including the sum of fair value, on the acquisition date, of the assets given, liabilities incurred
or assumed, and equity securities issued by the acquirer. The intermediary expenses incurred by the acquirer in respect of auditing, legal services, valuation
and consultancy services etc. and other associated administrative expenses attributable to the business combination are recognized in profit or loss when they
are incurred. The transaction cost arose from issuing of equity securities or liability securities should be initially recognized as cost of equity securities
or liability securities.
Acquirer’s combination cost and the obtained identifiable net assets are measured with the fair value on the acquisition date. The excess of the combination
cost over the fair value of identifiable net assets on the acquisition date is recorded as goodwill. When the fair value of identifiable assets exceeds the combination
cost, first of all, the fair value of items of obtained acquiree’s identifiable assets, liabilities or contingent liabilities and combination cost need to be
reassessed. And then, when the combination cost is still less than the fair value of identifiable net assets on the acquisition date after reassess, the difference
should be recorded in the current year’s profit and loss.
The deductible temporary differences obtained from the acquiree which cannot be recognized as deferred tax assets, on the acquisition date, because some conditions
are not met. Within 12 months after the acquisition, if new or additional information indicate that the relevant information exist on the acquisition date and
the economic benefits related with the deductible temporary difference can be realized, the deferred tax assets should be recognized. The goodwill should be
reduced and if the goodwill is less than the deferred tax assets recognized, the rest part should be recorded in the current year profit and loss.
For a business combination achieved in stages that involves multiple exchange transactions, according to the ‘No.5 Inform of Printing and Distributing the Explanation
of Accounting Standards issued by the Finance of Ministry (Caikuai No.19 [2012])’ and Article 51of ‘Chinese Accounting Standards for Business Enterprises No.33-
Consolidated financial statement’, relating with the judgment standards of package deal, a judgment about whether it is package deal or not should be made. If
it is package deal, please refer to the note IV.13 - Long-term equity investment for accounting treatment; if it is not package deal, distinguish them as individual
financial statement and consolidated financial statement for accounting treatment:
For the individual financial statements, the book value of the long-term equity investment held before the acquisition date plus the newly added equity investment
on the acquisition date, and then sum should be recorded as the original investment cost; the long-term equity investment involved with other comprehensive income
held before the acquisition date, the way to deal with the investment will be the same with the way the acquiree directly dispose the related assets and liabilities
(i.e., under the equity method, beside the portion caused by the acquiree’s recalculated defined benefit plan’s net assets and net liabilities, the rest are
transferred into investment income).
For the consolidated financial statements, for the shares in acquiree held before the acquisition date, the shares are recalculated according to the fair value
on the acquisition date. The difference between the fair value and book value should be recorded in the current year investment income; for the shares in the
acquiree held before the acquisition date involving other comprehensive income. The way to deal with the other comprehensive income should be the same with the
way the acquire directly dispose the relevant assets and liabilities (i.e., under the equity method, beside the portion of changes caused by the acquiree’s
recalculated defined benefit plan’s net assets and net liabilities, the rest are transferred into investment income).
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
6. Preparation of the consolidated financial statements
The scope of consolidation in the consolidated financial statements is determined on the basis of control. The scope of consolidation includes all of the subsidiaries
(including the enterprise or entity under the control of parent company).
The consolidated financial statements are based on the Company and subsidiaries’ financial statements and other related material. When the accounting period
or accounting policies of a subsidiary are different from those of the Company, the Company makes necessary adjustments to the financial statements of the subsidiary
based on the Company’s accounting period or accounting policies. Intra-group balances and transactions, and any unrealized profit or loss arising from intra-group
transactions, are eliminated when preparing the consolidated financial statements.
A subsidiary was acquired during the reporting period, through a business combination involving enterprises under common control; the financial statements of
the subsidiary are included in the consolidated financial statements. The results of operations and its cash flow are appropriately included in the consolidated
balance sheet and the consolidated income statement, respectively, from the beginning of the year to the date of acquisition and the comparative figures of the
consolidated financial statements are restated. For a subsidiary acquired through a business combination not under common control, the operating results and
cash flows from the acquisition date (the date when the control is obtained) are included in the consolidated income statement and consolidated statement of
cash flows, as appropriate; no adjustment is made to the opening balance and comparative figures in the consolidated financial statements. For a subsidiary being
disposed of by the Company, the operating results and cash flows before the date of disposal (the date when control is lost) are included in the consolidated
income statement and consolidated statement of cash flows, as appropriate. For a subsidiary disposed during the period, no adjustment is made to the opening
balance of the consolidated financial statements.
Minority interest and the portion in the net profit or loss not attributable to the Company are presented separately in the consolidated balance sheet within
shareholders’/owners’ equity. Net profit or loss attributable to minority shareholders in the subsidiaries is presented separately as minority interest in the
consolidated income statement below the net profit line item. When the amount of loss for the current period attributable to the minority shareholders of a subsidiary
exceeds the minority shareholders’ portion of the opening balance of shareholders’/owners’ equity of the subsidiary, the excess is still allocated against the
minority interests.
When the Company still holds control of a subsidiary due to acquisition of minority interest or the disposal of a portion of an equity investment, the difference
between the amount changes of minority interests and the fair value of the consideration paid or received is adjusted to the capital reserve, the excess is allocated
against the retained earnings.
When the Company loses control of a subsidiary due to the disposal of a portion of an equity investment or other reasons, the remaining equity investment is
re-measured at its fair value on the date when control is lost. The difference between 1) the total amount of consideration received from the transaction that
resulted in the loss of control and the fair value of the remaining equity investment and 2) the carrying amounts of the interest in the former subsidiary’s
net assets immediately before the loss of the control is recognized as investment income for the current period when control is lost. The amount recognized in
other comprehensive income in relation to the former subsidiary’s equity investment is reclassified as investment income for the current period when control
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
is lost. The retained interest is subsequently measured according to the rules stipulated in the ‘Chinese Accounting Standards for Business Enterprises
No.2—Long-term equity investment’ or ‘Chinese Accounting Standards for Business Enterprises No.22—Determination and measurement of financial instruments’.
The Company’s losing control of subsidiaries through multistep transactions of disposing of the long-term equity investment, need to identify whether every
transaction, involving with disposing of the investment in subsidiary until losing the control, is belonging to package deal. When every transaction involving
with disposing of equity investment in subsidiary until losing control is a package deal, they will be treated as a single deal of disposing of the investment
in subsidiary until losing control for accounting treatment. But, before the control is lost, the difference between each receipt of every transaction and the
related shared proportion of identified net assets are recognized as other comprehensive income. The other comprehensive income will be transferred into profit
and loss in the period when losing control. If it is not package deal, every transaction of the non-package deals is treated according to the applicable accounting
standards of ‘partly disposing of the long-term equity investment without losing control’ (refer to previous paragraphs for detail) and ‘losing the control to
subsidiary due to partly disposing the equity investment or other reasons’ (see the previous paragraph for details).
7. Standard for cash and cash equivalent
In preparing the statement of cash flows, the cash equivalents of the Company include the investments with short period (it usually expires within three months
from the purchase date), characteristics of high liquidity, being readily convertible to a known amount of cash and being subject to an insignificant risk of
changes in value.
8. Transactions of foreign currencies and conversion of financial statements in foreign currencies
(1)Foreign currency transactions are converted into RMB for recording purpose at the exchange rate on the day of transaction occurs.
Adjustments are made to foreign currency accounts in accordance with the exchange rate prevailing on the reporting date. Value of non-currency item accrued at
fair value by foreign currency is adjusted in accordance with the exchange rate prevailing on fair value confirm date. Conversion differences arising from those
specific borrowings are to be capitalized as part of the cost of the construction in progress in the period before the PPE being acquired and constructed has
not yet reached working condition for its intended use. Conversion differences arising from other accounts are charged to finance costs。
(2)In statement of financial position, assets and liabilities items are converted into RMB at the exchange rate prevailing on the consolidated statement of
financial position date. Owner’s equity items (excluding undistributed profit item) are converted into RMB at the exchange rate when the transaction occurs.
In statement of profit or loss and other comprehensive income, revenue and expenses items are accrued by the proper method and the approximate rate when the
transaction occurs. Translation difference occurred for above reason is disclosed in the consolidated statement of financial position as a separate item.
9. Financial instruments
Recognize a financial asset or financial liability when the company becomes a party of the financial instrument contract. Financial assets and financial liabilities
are measured at fair value at initial recognition. For financial assets and financial liabilities measured at fair value through profit or loss, relevant transaction
costs are directly included in profit or loss; for other types of financial assets and financial liabilities, relevant transaction costs are included in the
initially recognized amount.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(1) Effective interest method
It a method of calculating amortized cost and interest income or expenditure of each period according to the actual interest rate of financial assets or financial
liabilities (including a group of financial assets or financial liabilities). The effective interest rate refers to the interest rate used to discount the future
cash flow of a financial asset or financial liability into the current book value of the financial asset or financial liability in the expected duration or applicable
shorter period.
When calculating the effective interest rate, the company estimates the future cash flow based on all contract terms of financial assets or financial liabilities
(excluding future credit loss), meanwhile, All fees, transaction fees, discounts or premiums paid or collected between the parties to a financial liability contract
that are part of the effective interest rate, are also considered
(2) Classification of financial instruments
According to the business model of managing financial assets and the contractual cash flow characteristics of financial assets, the Company classifies financial
assets into: financial assets measured at amortized cost; financial assets measured at fair value with changes included in other comprehensive income; financial
assets measured at fair value with changes included in current profit and loss
(3) Recognition and measurement of financial assets
The initial measurement of the financial asset is based on the fair value. For financial asset measured at fair value and designated its changes into current
period profit and loss, the related trading expense should be recorded in the profit and loss. For the financial asset of other categories, the related trading
expense should be recorded as part of initial cost. For receivables or notes receivable arising from the sale of products or the provision of services, which
do not include or take into account significant financing components, the company takes the amount of consideration expected to be entitled to receive as the
initial recognition amount.
Financial assets measured at amortized cost
Management of the company aims at the business mode of financial assets measured at amortized cost is to collect contract cash flow, and the contractual cash
flow characteristics of such financial assets are consistent with the basic lending arrangements, that is, the cash flow generated on a specific date is only
the payment of the principal and the interest based on the outstanding principal amount. For such financial assets, the company adopts the effective interest
rate method and carries out subsequent measurement according to the amortized cost. The gains or losses arising from amortization or impairment are included
in the current profit and loss.
Financial assets measured at fair value with changes included in other comprehensive income
The company's business model for managing such financial assets is target to receive contract cash flow and target to sell, and the contractual cash flow
characteristics of such financial assets are consistent with the basic lending arrangements. The company measures these financial assets at fair value and their
changes are included in other comprehensive income, but impairment loss or gain, exchange gain or loss and interest income calculated according to the effective
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interest rate method are included in the current profit and loss.
In addition, the company designates some non tradable equity instrument investments as financial assets measured at fair value with changes included in other
comprehensive income. The company shall record the relevant dividend income of such financial assets into the current profit and loss, and the change of fair
value into other comprehensive income. When the financial asset is derecognized, the accumulated gains or losses previously included in other comprehensive income
will be transferred from other comprehensive income to retained earnings, not included in the current profit and loss.
Financial assets measured at fair value through profit or loss
The company classifies the above financial assets measured at amortized cost and financial assets measured at fair value with changes included in other comprehensive
income as financial assets measured at fair value with changes included in current profit and loss. In addition, during initial recognition, in order to eliminate
or significantly reduce accounting mismatches, the company designated some financial assets as financial assets measured at fair value through current profit
and loss.
For such financial assets, the company adopts fair value for subsequent measurement, and the changes in fair value are included in the current profit and loss
(4) Classification, recognition and measurement of financial liabilities
Financial liabilities are classified as financial liabilities and other financial liabilities measured at fair value with changes included in current profit
and loss at the time of initial recognition. For financial liabilities measured at fair value with changes included in current profits and losses, relevant transaction
costs are directly included in current profits and losses, and relevant transaction costs of other financial liabilities are included in their initial recognition
amount
Financial liabilities measured at fair value through profit or loss
Financial liabilities measured at fair value through profit or loss, including transactional financial liabilities (including derivatives belonging to financial
liabilities) and financial liabilities designated at initial recognition as measured at fair value through profit or loss.
Transactional financial liabilities (including derivatives belonging to financial liabilities) are subsequently measured at fair value. Except for those related
to hedge accounting, changes in fair value are included in current profits and losses.
Financial liabilities designated to be measured at fair value with changes included in current profits and losses. The changes in fair value caused by changes
in the company's own credit risk are included in other comprehensive income. When the liabilities are derecognized, the accumulated changes in fair value caused
by changes in its own credit risk included in other comprehensive income are transferred into retained earnings. Other changes in fair value are included in
current profit and loss. If the accounting mismatch in the profit and loss will be caused or expanded if the impact of the change in the credit risk of such
financial liabilities is handled in the above way, the company will record all the gains or losses of such financial liabilities (including the impact amount
of the change in the credit risk of the enterprise itself) into the current profit and loss
Other financial liabilities
Except for the financial liabilities and financial guarantee contracts formed by the transfer of financial assets that do not meet the conditions for derecognition
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or continue to be involved in the transferred financial assets, other financial liabilities are classified as financial liabilities measured at amortized cost,
which are subsequently measured at amortized cost, and the gains or losses arising from derecognition or amortization are included in the current profits and
losses.
(5) Recognition basis and measurement method of financial assets transfer
Financial assets meeting one of the following conditions shall be derecognized, ① The contract right to receive the cash flow of the financial asset is terminated;
② the financial asset has been transferred, and almost all the risks and rewards of the ownership of the financial asset have been transferred to the transferee;
③ the financial asset has been transferred, although the enterprise has neither transferred nor retained almost all the risks and rewards of the ownership of
the financial asset, but has given up the control over the financial asset.
If the enterprise neither transfers nor retains almost all risks and rewards of the ownership of the financial assets, and does not give up the control over
the financial assets, it shall recognize the relevant financial assets according to the degree of continuous involvement in the transferred financial assets,
and recognize the relevant liabilities accordingly. The degree of continuous involvement in the transferred financial assets refers to the risk level faced by
the enterprise due to the change of the value of the financial assets.
If the overall transfer of financial assets meets the conditions for derecognition, the difference between the book value of the transferred financial assets
and the sum of the consideration received as a result of the transfer and the accumulated change in fair value originally included in other comprehensive income
shall be included in the current profit and loss.
If the partial transfer of financial assets meets the conditions for derecognition, the book value of the transferred financial assets shall be apportioned according
to the relative fair value between the derecognized part and the non derecognized part, and the difference between the sum of the consideration received due
to the transfer and the accumulated amount of changes in fair value originally included in other comprehensive income that should be apportioned to the derecognized
part and the aforesaid book amount apportioned shall be included in the current profit and loss
If the company sells the financial assets with recourse or transfers the financial assets it holds by endorsement, it is necessary to determine whether almost
all the risks and rewards of the ownership of the financial assets have been transferred. If almost all risks and rewards in the ownership of the financial asset
have been transferred to the transferee, the recognition of the financial asset shall be terminated; if almost all risks and rewards in the ownership of the
financial asset have been retained, the recognition of the financial asset shall not be terminated; If almost all risks and rewards related to the ownership
of financial assets have not been transferred or retained, it is necessary to continue to judge whether the enterprise retains control over the assets and carry
out accounting treatment according to the principles mentioned in the preceding paragraphs.
(6) Derecognition of financial liabilities
Where the current obligation of a financial liability (or part of it) has been discharged, the company shall derecognize the financial liability (or part of
it). If the company (borrower) signs an agreement with the lender to replace the original financial liabilities by assuming new financial liabilities, and the
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contract terms of the new financial liabilities and the original financial liabilities are substantially different, the original financial liabilities shall
be derecognized and a new financial liability shall be recognized at the same time. If the company makes substantive modification to the contract terms of the
original financial liabilities (or part of them), the recognition of the original financial liabilities shall be terminated, and a new financial liability shall
be recognized in accordance with the modified terms.
Where a financial liability (or part of it) is derecognized, the company shall record the difference between its book value and the consideration paid (including
non cash assets transferred out or liabilities assumed) into the current profit and loss.
(7) Offsetting of financial assets and financial liabilities
When the company has the legal right to offset the recognized amount of financial assets and financial liabilities, and the legal right is currently enforceable,
and the company plans to settle or realize the financial assets and pay off the financial liabilities at a net amount, the financial assets and financial liabilities
are listed in the balance sheet at a net amount after mutual offset. In addition, financial assets and financial liabilities shall be listed separately in the
balance sheet and shall not be offset against each other.
(8) Determination method of fair value of financial assets and financial liabilities
Fair value refers to the price that market participants can receive or pay for the transfer of a liability when selling an asset in an orderly transaction on
the measurement date. If there is an active market for a financial instrument, the company shall determine its fair value with the quoted price in the active
market. Quoted price in active market refers to the price easily obtained from exchanges, brokers, industry associations, pricing service agencies, etc. on a
regular basis, and represents the price of market transactions actually occurred in fair trading. If there is no active market for financial instruments, the
company adopts valuation technology to determine their fair value. Valuation techniques include referring to the prices used in recent market transactions by
parties familiar with the situation and willing to trade, referring to the current fair value of other financial instruments that are essentially the same, discounted
cash flow method and option pricing model, etc. In the process of valuation, the company adopts valuation technology applicable in the current situation and
supported by sufficient data and other information, selects input values consistent with the characteristics of assets or liabilities considered by market
participants in the transactions of relevant assets or liabilities, and gives priority to the use of relevant observable input values as much as possible. When
the relevant observable input value cannot be obtained or is not feasible, the non observable input value is used.
(9) Equity instruments
Equity instrument refers to the contract that can prove the ownership of the company's residual equity in the assets after deducting all liabilities. The company
issues (including refinancing), repurchases, sells or cancels equity instruments as changes in equity, and the transaction costs related to equity transactions
are deducted from equity. Changes in fair value of equity instruments not recognized by the company
Dividends distributed by the company's equity instruments during their existence (including "interest" generated by the instruments classified as equity instruments)
shall be treated as profit distribution.
(10) Finance Assets Devalue
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The financial assets of the company that need to confirm the impairment loss are financial assets measured at amortized cost, debt instrument investment and
lease receivables measured at fair value with changes included in other comprehensive income, mainly including notes receivable, accounts receivable, other
receivables, debt investment, other debt investment, long-term receivables, etc. In addition, for contract assets and part of financial guarantee contracts,
provision for impairment and recognition of credit impairment loss are also made in accordance with the accounting policies described in this part.
Recognition method of impairment provision
Based on the expected credit loss, the company accrues the impairment provision for the above items according to the applicable measurement method of expected
credit loss (general method or simplified method) and confirms the credit impairment loss.
Credit loss refers to the difference between all contract cash flows receivable by the company according to the original effective interest rate and the expected
collection of all cash flows, that is, the present value of all cash shortages. Among them, for the purchased or original financial assets with credit impairment,
the company will discount them according to the actual interest rate adjusted by credit.
The general method of measurement of expected credit loss refers to whether the credit risk of financial assets (including other applicable items such as contract
assets, the same below) has increased significantly since initial recognition by the company on each balance sheet date. If the credit risk has increased significantly
since the initial recognition, the company will measure the loss reserves according to the amount equivalent to the expected credit loss in the whole duration.
If the credit risk has not increased significantly since the initial recognition, the company will measure the loss reserves according to the amount equivalent
to the expected credit loss in the next 12 months. In assessing the expected credit loss, the company considers all reasonable and reasonable information, including
forward-looking information.
For the financial instruments with low credit risk on the balance sheet date, the company assumes that its credit risk has not increased significantly since
the initial recognition, and chooses to measure the loss reserve according to the expected credit loss within the next 12 months or does not choose the simplified
treatment method, according to whether its credit risk has increased significantly since the initial recognition, and adopts the future 12 months or the whole
duration The amount of expected credit loss is the basis of loss provision.
Criteria for judging whether credit risk has increased significantly since initial recognition
If the probability of default of a financial asset in the expected duration determined on the balance sheet date is significantly higher than the probability
of default in the expected duration determined on the initial recognition, it indicates that the credit risk of the financial asset increases significantly.
Except for special circumstances, the company uses the change of default risk in the next 12 months as a reasonable estimate of the change of default risk in
the whole duration to determine whether the credit risk has increased significantly since the initial recognition.
Portfolio approach to evaluate expected credit risk based on Portfolio
The company evaluates the credit risk of financial assets with significantly different credit risk, such as receivables from related parties; receivables with
disputes with the other party or involving litigation and arbitration; receivables with obvious signs that the debtor is likely to be unable to perform the repayment
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obligation, etc.
In addition to the financial assets that are individually assessed for credit risk, the company classifies the financial assets into different groups based on
the common risk characteristics, and assesses the credit risk on the basis of the combination.
Accounting treatment method for impairment of financial assets
At the end of the period, the company calculates the expected credit loss of various financial assets. If the expected credit loss is greater than the book amount
of the current impairment provision, the difference is recognized as the impairment loss; if it is less than the book amount of the current impairment provision,
the difference is recognized as the impairment gain.
The determination method of credit loss of various financial assets
① Notes receivable
The company measures the loss reserves for notes receivable according to the expected credit loss amount within the whole duration. Based on the credit risk
characteristics of notes receivable, it is divided into different combinations,
Item Basis for determining combination
Bank acceptance bill The acceptor is a bank with less credit risk
According to the credit risk division of acceptor, it should be the
Commercial acceptance bill
same as the combination division of "accounts receivable"
② Receivables and contractual assets
For receivables and contract assets without significant financing components, the company measures the loss reserves according to the expected credit loss amount
within the whole duration.
For receivables, contract assets and lease receivables with significant financing components, the company chooses to always measure the loss reserves according
to the amount equivalent to the expected credit loss within the duration
In addition to the receivables and contract assets that are individually assessed for credit risk, they are classified based on their credit risk characteristics
Item Recognition
Aging group The portfolio takes the aging of receivables as the credit risk feature
③ Other receivables
Based on whether the credit risk of other receivables has increased significantly since the initial recognition, the company adopts the amount equivalent to
the expected credit loss within the next 12 months or the whole duration to measure the impairment loss. Apart from other receivables with individual credit
risk assessment, they are divided into different combinations based on their credit risk characteristics.
Item Recognition
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Item Recognition
Aging group The portfolio takes the aging of receivables as the credit risk feature
In the groups, adopting aging analysis method to withdraw bad debt provision:
Appropriation proportion of Appropriation proportion of
Aging
trade receivables (%) other receivables (%)
0 - 1 year 2 2
1 - 2 year 10 10
2 - 3 year 50 50
3 - 5 year 80 80
Over 5 years 100 100
11. Inventory
(1)Inventory classification
Inventory is classified to:
raw materials, working in progress, goods ready for sale, goods delivered, commission processing materials, etc.
(2)Inventory valuation
Inventories are valued at the lower of cost and net realizable value.
Real estate development product costs include land cost, construction costs and other costs. Borrowing costs meet the capitalization conditions are also included
in real estate development product costs. Non-real estate development product costs include purchase cost, process cost and other costs.
The raw material purchasing is accounted through actual cost method, while the issue of raw materials, outside processing materials, work in process and semi-finished
product is carried over on the basis of weighted average method (Diamond mosaic, jade jewelry is used specific identification method).
(3)Confirmation of net realizable value of inventory and Recording method of provision for inventory devaluation
At the end of the year, after overall check of the inventory, draw or adjust provision for inventory devaluation according to the lower of the cost of inventory
and net realizable values of inventory.
In normal operation process, net realizable values of commodities inventories for direct sales including finished goods, commodities and materials for sales
are determined by the estimated selling prices minus the estimated selling expenses and relevant taxes and fees; In normal operation process, net realizable
values of materials that need further processing are determined by the estimated selling prices of the finished goods minus estimated cost to completion, estimated
selling expenses and relevant taxes. For the inventory held to implement sales contract or work contract, its net realizable value is calculated on the basis
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of contract price. For the balance of inventory beyond the amount of the sales contract, its net realizable value is calculated on the basis of general selling
price.
Provision for inventory devaluation is provided for based on individual inventory item at end of the period. For inventory that has large quantity and low unit
price, the provision for inventory devaluation is provided for based on categories of the inventory. For inventory related to the products manufactured and sold
in the same district, with same or similar use or purpose, and difficult to account for separately from other items, the provision for inventory devaluation
is provided for on a consolidated basis.
When the factors that influence the decreased bookkeeping of inventory value have disappeared, switch back from the provision for inventory devaluation amount
that previously appropriated and the amount that switched back is charged to profit or loss of current period.
(4)System of stock inventories
Perpetual inventory system is applied.
(5)Amortization for low cost and short lived articles and package materials
For low cost and short-lived articles, use step-amortization method;
For package materials, use lump-sum amortization method.
11. Held-for-sale assets
⑴ Recognition criteria for held-for-sale assets
The company recognizes non-current assets or asset groups that simultaneously meet the following requirements as held-for-sale assets. This constituent part
can be sold immediately on the basis of the usual term of selling such part and must be in its current situation.
This component must be immediately available for sale in its current circumstances only on the basis of the usual terms of sale of such components. The company
has made decision on the disposal of this constituent part, according to the regulations, if approval of the shareholders is required, it should be obtained
approval from the shareholders' meeting or the corresponding authority. The company has signed an irrevocable transfer agreement with the transferee. The transfer
will be completed within one year.
⑵ Accounting treatments for held-for-sale assets
It should adjust estimated residual value of the fixed asset for held-for-sale assets, the estimated residual value of the fixed asset reflects the amount of
its fair value minus disposal expenses, but it shall not exceed the original book value of the fixed asset when the company meets the conditions for sales, the
difference between the original book value and the adjusted estimated residual value shall be included in the current profit and loss as assets impairment loss.
For held-for-sale other non-current assets, according to the above treatment principles, it includes individual assets and disposal groups, disposal group is
a group of assets that are sold as a whole or disposed all at the same time in other ways.
⑶ Liabilities in the held-for-sale disposal group
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The company lists the liabilities that classified as held-for-sale disposal group. The long-term equity investment mentioned in this section is about the equity
investment of which the Company has control, common control or significant influences over the investee. For the investments that the Company has no control,
common control or significant influences over the investee, they will be recorded as available-for-sale or financial instrument assets measured at fair value
with its changes into profit and loss. Refer to Note IV 9” Financial Instruments” for details of its accounting policies
12. Long-term equity investments
The long-term equity investment mentioned in this section is about the equity investment of which the Company has control, common control or significant influences
over the investee. For the investments that the Company has no control, common control or significant influences over the investee, they will be recorded as
available-for-sale or financial instrument assets measured at fair value with its changes into profit and loss.
(1)Determination of investment cost
As for long-term equity investments acquired by enterprise merger, if the merger is under the same control, the share of the book value of the owner’s equity
of the merged enterprise, on the date of merger, is regarded as the initial cost of the long-term equity investment. The difference between the initial cost
of the long-term equity investment and the payment in cash, non-cash assets transferred as well as the book value of the debts borne by the merging party shall
offset against the capital reserve. If the capital reserve is insufficient to dilute, the retained earnings shall be adjusted.
For a business combination not involving enterprise under common control, the combination cost including the sum of fair value, at the acquisition date, of the
assets given, liabilities incurred or assumed, and equity securities issued by the acquirer. The intermediary expenses incurred by the acquirer in respect of
auditing, legal services, valuation and consultancy services etc. and other associated administrative expenses attributable to the business combination are
recognized in profit or loss when they are incurred.
The transaction cost for the equity securities or liability securities issued by the acquirer in the business combination shall be recognized as initial amount
of equity security or liability.
The equity investments other than the long-term equity through combination shall be initially measured by cost. The cost shall be recognized to the difference
in the way of acquisition of long-term equity investment. Theses ways include the cash purchase price the Company actually paid, the fair value of equity security
issued by the Company, value specified in the investment contract or agreement, the fair value or carrying value of the asset transferred out in the transaction
of non-monetary asset exchanges, and the fair value of the long-term equity investment. Expenses, taxes and other necessary expenditures directly attributable
to the acquisition of long-term equity investment are taken into investment cost. For the long-term equity investments that the Company can have significant
influence or common control on the investee, but cannot control the investee, because of the added investments, the cost of the long-term equity investment should
be the sum of original fair value of the investment and the cost of newly added investment.
(2)Subsequent measurement
Cost method of accounting for long-term equity investments
Under the cost method, a long-term equity investment is measured at initial investment cost. Except for cash dividends or profits declared but not yet paid that
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are included in the price or consideration actually paid upon acquisition of the long-term equity investment, investment income is recognized in the period in
accordance with the attributable share of cash dividends or profit distributions declared by the investee.
Equity method of accounting for long-term equity investments
Investments in associated enterprises and joint ventures is adopted the equity method; a portion of investments in associated enterprises is measured at fair
value though profit or loss, including indirect equity investments through risk investment institutions, mutual funds, trust companies or investment linked insurance
companies.
If the initial cost of a long-term equity investment is more than the Company's attributable share of the fair value of the invested entity's identifiable net
assets for the investment, the initial cost of the long-term equity investment may not be adjusted. If the initial cost of a long-term equity investment is less
than the Company's attributable share of the fair value of the invested entity's identifiable net assets for the investment, the difference shall be included
in the current profits and losses and the cost of the long-term equity investment shall be adjusted simultaneously.
When measured by adopting equity method, respectively recognize investment income and other comprehensive income according to the net gains and losses as well
as the portion of other comprehensive income which should be enjoyed or be shared, and at the same time adjust the book value of the long-term equity investment;
corresponding reduce the book value of the long-term equity investment according to profits which be declared to distribute by the investees or the portion of
the calculation of cash dividends which should be enjoyed; for the other changes except for the net gains and losses, other comprehensive income and the owners’
equity except for the profits distribution of the investees, should adjust the book value of the long-term equity investment as well as include in the capital
reserve.
The investing enterprise shall, on the ground of the fair value of all identifiable assets of the invested entity when it obtains the investment, recognize the
attributable share of the net profits and losses of the invested entity after it adjusts the net profits of the invested entity. If the accounting policies adopted
by the investees are not accord with that of the Company, should be adjusted according to the accounting policies of the Company and the financial statement
of the investees during the accounting period and according which to recognize the investment income as well as other comprehensive income.
For the transaction happened between the Company and associated enterprises as well as joint ventures, if the assets launched or sold not form into business,
the portion of the unrealized gains and losses of the internal transaction, which belongs to the Company according to the calculation of the enjoyed proportion,
should recognize the investment gains and losses on the basis. But the losses of the unrealized internal transaction happened between the Company and the investees
which belongs to the impairment losses of the transferred assets, should not be neutralized.
The assets launched by the Company to the associated enterprises or the joint ventures if could form into business, the long-term equity investment without control
right which acquired by the investors, should regard the fair value of the launched business as the initial investment cost the newly added long-term equity
investment, and for the difference between the initial investment cost and the book value of the launched business, should be included into the current gains
and losses with full amount. The assets sold by the Company to the associated enterprises or the joint ventures if could form into business, the difference between
the acquired consideration and the book value of the business should be included in the current gains and losses with full amount. The assets purchased by the
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Company to the associated enterprises or the joint ventures if could form into business, should be accounting disposed according to the regulations of No. 20
of ASBE—Business Combination, and should be recognized gains or losses related to the transaction with full amount.
The Company shall recognize the net losses of the invested enterprise until the book value of the long-term equity investment and other long-term rights and
interests which substantially form the net investment made to the invested entity are reduced to zero. However, if the Company has the obligation to undertake
extra losses, it shall be recognized as the estimated liabilities in accordance with the estimated duties and then recorded into investment losses at current
period. If the invested entity realizes any net profits later, the Company shall, after the amount of its attributable share of profits offsets against its
attributable share of the un-recognized losses, resume recognizing its attributable share of profits.
Disposal of long-term equity investment
For disposing of long-term equity investment, the balance between the book value of the disposed equity and its actual payment gained shall be recorded into
current profits and losses. For the long-term equity investment measured by adopting equity method, if the remained equity after disposal still adopts the equity
method for measurement, the other comprehensive income originally recorded into owners’ equity should adopt the same basis of the accounting disposal of the
relevant assets or liabilities directly disposed by the investees according to the corresponding proportion. The owners’ equity recognized owning to the changes
of the other owners’ equity except for the net gains and losses, other comprehensive income and the profits distribution of the investees, should be transferred
into the current gains and losses according to the proportion.
For those the Company lost the control of the investees by disposing part of the equity investment, the disposed remained equity should change to calculate according
to the recognition and measurement standards of financial instrument, and difference between the fair value and book value on the date lose the control right
should be included in the current gains and losses. For the other comprehensive income recognized from the original equity investment by adopting the equity
method, should execute the accounting disposal by adopting the same basis of the accounting disposal of the relevant assets or liabilities directly disposed
by the investees when terminate the equity method for measurement, while for the owners’ equity recognized owning to the changes of the other owner’s equity
except for the net gains and losses, other comprehensive income and the profits distribution of the investees, should be transferred into the current investment
income with full amount when terminate adopting the equity method.
For those the Company lost the control of the investees by disposing part of the equity investment as well as the remained equity after disposal could execute
joint control or significant influences on the investees, should change to measure by equity method when compiling the individual financial statement and should
adjust the measurement of the remained equity to equity method as adopted since the time acquired; if the remained equity after disposal could not execute joint
control or significant influences on the investees, should change the accounting disposal according to the relevant regulations of the recognition and measurement
standards of financial instrument, and its difference between the fair value and book value on the date lose the control right should be included in the current
gains and losses.
For the other comprehensive income recognized by adopting equity method for measurement or the recognition and measurement standards of financial instrument
before the Company acquired the control of the investees, should execute the accounting disposal by adopting the same basis of the accounting disposal of the
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relevant assets or liabilities directly disposed by the investees when lose the control of them, while the changes of the other owners’ equity except for the
net gains and losses, other comprehensive income and the profits distribution among the net assets of the investees which recognized by adopting the equity method
for measurement, should be carried forward into the current gains and losses according to the proportion. Of which, for the disposed remained equity which adopted
the equity method for measurement, the other comprehensive income and the other owners’ equity should be carried forward according to the proportion; for the
disposed remained equity which changed to execute the accounting disposal according to the recognition and measurement standards of financial instrument, the
other comprehensive income and the other owners’ equity should be carried forward in full amount.
(3)Joint control and significant influence
Joint control, refers to the control jointly owned according to the relevant agreement on an arrangement by the Company and the relevant activities of the arrangement
should be decided only after the participants which share the control right make consensus. This arrangement is associated enterprise.
Significant influence refers to the power of the Company which could anticipate in the finance and the operation polices of the investees, but could not control
or jointly control the formulation of the policies with the other parties. The Company judges the significant influence through the following facts: (1) having
representative in the investee’s board or other organ of authority; (2) involving in the investee’s daily operating; (3) having significant transaction with
investee; (4) sending manager to investee; (5) proving key technology to investee.
(4)Impairment of long-term equity investment
On the balance date, the Company recognizes the impairment loss if the long-term equity investment book value exceeds the investee’s owner’s equity belonging
to the Company, and the Company proceed impairment test according to No.8 of Accounting Standards for Business Enterprises—Impairment Loss. Please refer to
note IV.19 for detail.
13. Investment properties
Investment properties refer to properties held to earn rentals or for capital appreciation, or both, including leased land use right and those held and ready
to transfer after value added, and leased buildings.
The Company uses the cost model to measure existing investment properties. For investment properties and rental assets measured at the cost model, they will
be implemented the same depreciation policy similar to property, plant and equipment, land use right for rental will be implemented the same amortization policy
to intangible assets; for those with the indication of impairment, the recoverable amount can only be estimated, and if recoverable amount is lower than its
book value, the corresponding impairment loss should be confirmed.
14. Property, plant and equipment
(1)Recognition standard of property, plant and equipment
Property, plant and equipment (hereinafter referred as PPE), tangible assets that are held for use in the production or supply of services, for rental to others,
or for administrative purposes; they have useful lives over one fiscal year. And they shall be recognized only when both of the following conditions are satisfied:
(a) It is probable that economic benefits associated with the assets will flow to the enterprise; and
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(b) The cost of the PPE can be measured reliably.
(2)Initial measurement of PPE
PPE are recorded at the actual cost on acquisition.
(a) The cost of PPE purchased includes purchase price, related tax, transportation expenses, loading and uploading expenses, installment expenses and specialist
service expenses attributable to the assets that arise before the assets are completed and put into use.
(b) Where payment for the purchase price of a PPE is deferred beyond normal credit terms, such that the arrangement is in substance of a financing nature, the
cost of the fixed asset shall be determined based on the present value of the purchase price, The difference between the purchase price and its present value
shall be recognized in profit or loss over the period of credit. The cost of a self-constructed fixed asset comprises those expenditures necessarily incurred
for bringing the asset to working condition for its intended use.
(c) For PPE formed through obtaining them by the debtor paying for debt in debt restructure, recognize its recording value as fair value of the PPE, and record
the difference between the carrying amounts of debt restructure and the PPE used for paying debt into current profit or loss.
(d) In the circumstance of the non-monetary assets exchange has commercial nature and fair value of surrendered or received assets can be measured reliably,
recording value of received assets should be recognized as fair value of surrendered assets unless there is clear evidence to indicate that fair value of received
assets is more reliable; for non-monetary assets exchange which doesn’t meet the requirement of premise mentioned above, cost of received assets should be recognized
as carrying amount and related tax expenses payable of surrendered assets and should not be recognized as profit or loss.
(d) Recording value of PPE obtained by absorbing and consolidated by enterprise under identical control should be recognized as carrying amount of the consolidated
party; recording value of PPE obtained by absorbing and consolidated by enterprise under different control should be recognized as fair value.
(f) Recording value of financing leasehold should be recognized as fair value of leasing assets and present value of lowest leasing payment when leasing occurs
whichever is lower.
(3)Depreciation method of PPE
Depreciation of PPE is provided for on a straight-line basis, the depreciation rate is recognized in accordance with category, estimated useful life and estimated
residual rate of PPE.
PPE renovations expenses that meet the criteria of capitalization are depreciated on an individual basis over the interval of two renovations or remaining useful
life of the PPE, whichever is shorter (2-5 years).
For PPE leased through finance lease, if it can reasonably determine that the ownership of the leased assets will be obtained when the lease period expires,
provision for depreciation will be made in useful life of leased assets; if it can’t reasonably determine that the ownership of the leased assets will be obtained
when the lease period expires, provision for depreciation will be made in the lease period and useful life of leased assets, whichever is shorter.
PPE renovations expenses that meet the criteria of capitalization are averagely amortized according to the period between the two renovations, remaining lease
period and the useful life of PPE, whichever is short.
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Estimated useful life and annual depreciation rate of PPE by categories are as follows,
Expect service life Expect residual value Annual depreciation
Category
(year) rate (%) rate (%)
Buildings and installations 35 5% 2.71%
Machines and equipment 10 5% 9.50%
Vehicles 8 5% 11.88%
Office equipment and others 5 5% 19.00%
The annual depreciation rate of PPE withdrawing impairment loss is based on the net value excluding the accumulated impairment loss.
15. Construction in progress
(1)Classification of construction in progress
The Construction in progress will be calculated based on the classification of proposed projects.
(2)Transfer time of construction in progress to PPE
For the construction in progress, all expenses occurring before they are ready for the use will be the book values as the PPE. In case the construction in progress
has been ready for use but the final accounts for completion have not been handled, from the date when such projects has been ready for use, the Company will
evaluate the values and determine the costs based on the project budgets, prices or actual costs of projects, etc. and the depreciation amount will also be withdrawn;
when the final accounts for completion are handled, the Company will adjust the originally evaluated values subject to the actual costs, but will not adjust
the withdrawn depreciation amount.
16. Borrowing costs
(1)Confirmation principle of capitalization of borrowing costs
In case the borrowing costs occurring in the Company may directly be attributable to the construction and productions of assets complying with the capitalization
conditions, they will be capitalized and accrued to the relevant capital costs; other borrowing costs will be confirmed as the expenses based on the actual amount
at the time of occurrence and accrued to the current profit or loss.
The assets complying with the capitalization conditions mean the assets such as PPE, investment real estates and inventory, etc. that need a long time of construction
and production activities before they are ready for use or for sales.
The borrowing costs begin to be capitalized under the following circumstances:
(a) The asset payment has been made which include the payment such as the paid cashes, transferred non-currency assets or borne liabilities with the interests
to construct or produce the assets complying with the capitalization conditions;
(b) The borrowing costs have occurred;
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(c) The necessary construction or production activities to make the assets ready for use or sales have been launched.
In case during the construction or production period the assets complying with the capitalization conditions are abnormally suspended and the suspension period
exceeds 3 months continuously, the capitalization of borrowing costs will also be suspended.
The capitalization of borrowing costs for the assets that have been constructed or produced and are ready for use or sales will be stopped.
When parts of the purchased assets or assets whose production satisfies the capitalization conditions are completed respectively and can be used individually,
the capitalization of the borrowing costs of these parts will be stopped.
(2)Capitalization period of borrowing costs
The capitalization period means the period from the moment that the borrowing costs start to be capitalized to the moment that the capitalization is stopped,
which does not include the period that the capitalization of borrowing costs is suspended.
(3)Calculation method about capitalization amount of borrowing costs
The interest expenses for special loans (after the deduction of interest income generated by the unused loan capitals or the investment return obtained from
the temporary investments) and auxiliary expenses will be capitalized before the assets complying with the capitalization conditions are ready for the expected
use or sales.
The interest amount of general loans to be capitalized will be determined by multiplying the weighted average amount of the asset payment by which the accumulated
assets exceed the special loans with the capitalization rate of general loans. The capitalization rate will be determined based on the weighted average interest
rate of general loans.
In case the loans have the discounts or premiums, the Company will adjust the interest amount in each period based on the amortized discount and premium amount
in each accounting period in accordance with the actual interest rate method.
17. Intangible assets
(1)Calculation method of intangible assets
When acquiring, the intangible assets are generally recorded according to actual cost.
(a) For those the price of intangible assets deferred paid exceed normal credit condition so substantively has financing character, the cost of intangible assets
is confirmed on the basis of present value of purchasing price.
(b) For intangible assets formed through obtaining them by the debtor paying for debt in debt restructure, recognize its recording value as fair value of the
intangible assets, and record the difference between the carrying amounts of debt restructure and the intangible assets used for paying debt into current profit
or loss; in the circumstance of the non-monetary assets exchange has commercial nature and fair value of surrendered or received assets can be measured reliably,
recording value of received assets should be recognized as fair value of surrendered assets unless there is clear evidence to indicate that fair value of received
assets is more reliable; for non-monetary assets exchange which doesn’t meet the requirement of premise mentioned above, cost of received assets should be recognized
as carrying amount and related tax expenses payable of surrendered assets and should not be recognized as profit or loss.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(c) Recording value of intangible assets obtained by absorbing and consolidated by enterprise under identical control should be recognized as carrying amount
of the consolidated party; recording value of PPE obtained by absorbing and consolidated by enterprise under different control should be recognized as fair value.
(2)Useful life and amortization of intangible assets
(a) Estimation of useful life for intangible assets with finite useful life:
At end of each year, the Company will recheck the useful life of intangible assets with the definite useful life and amortization method will be rechecked.
According to the re-check, the useful life and amortization method of the intangible assets at the end of the year are not different from those estimated before.
(b) Amortization of intangible assets:
In case their useful life is limited, the intangible assets are amortized evenly over the period in which they produce economic profit for the Company; in case
it is impossible to evaluate the useful life when the intangible assets bring the benefits to enterprises, it will be deemed that the useful life of such intangible
assets is uncertain and amortization is not applicable.
18. Long-term assets impairment
On each end of accounting period, the Company will make judgments to determine whether there are signs for impairment to the PPE ,construction in progress, definite
intangible assets and other non-current assets. Goodwill, indefinite intangible assets and intangible assets having not reached the usable condition, should
be yearly tested for impairment no matter whether there are signs for impairment.
If there is possibility of impairment loss, the Company estimate the recoverable amount:
(a) Estimating the recoverable amount based on an individual asset with possibility of impairment loss;
(b) Estimating the recoverable amount based on an asset group if an individual asset is hard for impairment test;
(c) Recoverable amount is based on the higher value between the net value of asset’s fair value less disposal cost and predicted future cash flow.
The result of impairment test demonstrates that the recoverable amount is less than its carrying amount, the difference will be recorded as provision for impairment
and debited as impairment loss.
When the impairment loss has been recognized, an asset’s depression amount or amortization amount should be adjusted accordingly.
The impairment loss of the above assets would not be reversed back once they are recognized
19. Long-term deferred expenses to be amortized
Long-term deferred expenses to be amortized will be averagely amortized in the benefit period, including:
(1) Prepaid rentals for operating leased PPE will be averagely amortized according to the term stipulated in the lease contract.
(2) PPE improvement expenses for operating leased, long-term deferred expenses will be averagely amortized according to the remaining lease period and the useful
life of leased assets, whichever is shorter.
20. Employee benefits
The benefits of employees in the Company include short-term benefits, welfare after demission, demission welfare and other long-term welfare.
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(1)Short-term benefits
The short-term benefits include the employees’ salary, bonus, allowance and compensation, employee welfare, medical insurance, maternity insurance, employment
injury insurance, housing fund, labor union expense and employee education expense and non-currency welfare etc. The Company recognizes the actually incurred
short-term employee benefits as liability during the period when the employees’ services are rendered, the expenses are recorded into the current period profit
and loss or related asset costs according to the benefit object.
For the non-currency welfare, it is recognized according to its fair value.
(2)Demission welfare
When the Company cannot unilaterally withdraw the dismissal welfare provided for the plan on the cancellation of labor relationship or layoff proposal, or recognize
the cost or expense involved with the recombination of dismissal welfare or payment of such dismissal welfare (whichever is earlier), the employee’s remuneration
incurred by dismissal welfare is recognized as the debt and included in the current profits and losses or related assets cost.
(3)Welfare after demission
Welfare after demission mainly includes defined contribution plans and defined benefit plan.
Defined contribution plans
Defined contribution plans include basic endowment insurance, unemployment insurance and annuity. Deposited amounts are charged to relevant asset costs or current
profits and losses during the period in which they are incurred.
Defined benefit plan
Defined benefit plan of the Company is internal early retirement plan. According to anticipated accumulative welfare unit, the Company makes estimates by unbiased
and consistent actuarial assumption for the demographic variables and financial variables, measures the obligations produced in defined benefit plans, and determines
the vesting period.
The deficit or surplus of the present value of defined benefit plan less the asset fair value recognized a net liability or asset of defined benefit plan. The
net asset of defined benefit plan is recognized as the lower between the surplus of the present value of defined benefit plan and the asset of defined benefit
plan.
The liabilities of defined benefit plan include the employee compensation to be paid in current accounting period and following next 12 months and the liabilities
are discounted to present value according to exchange rate and market return in active market.
The defined benefit plan cost and the interest on net asset or liability of defined benefit plan are recognized into profit and loss or related asset cost. The
recalculated net asset or liability variation is recorded to other gains, which will not be written back to gain or loss in successive fiscal periods.
At the end of defined benefit plan, the difference between the present value and settlement price of defined benefit plan is recorded in gain or loss.
21. Provisions
(1)Recognizing principles
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
When businesses related to external security, pending litigation or arbitration, product quality assurance, retrenchment plan, contract of loss, reconstruction
obligation, disposing obligation of PPE and other contingencies satisfy all the following conditions, the Company will recognize them as liabilities:
(a) The obligation is the present obligation of the Company;
(b) The performance of such obligation is likely to lead to an outflow of economic benefits;
(c) The amount of the obligation can be reliably measured.
(2)Measurement methods:
Provisions shall be initially measured according to the best estimated amount required to be paid when current obligations are fulfilled.
When determining the best estimated amount, it should take full consideration of the risks, uncertainties and time value of money related to contingencies.
Best estimated amount is handled under the following circumstances:
(a) If the amount required is in a continuous range, and the likelihood of various outcomes within the scope is same, then the estimated amount is determined
according to the median of the range, which is the average amount of upper and lower caps.
(b) If the amount required isn’t in a continuous range, or there isn‘t such a continuous range but the likelihood of various outcomes within the scope isn’t same,
such as the contingency involves a single item, then the best estimated amount is determined in accordance with the amount with most likelihood; if the contingency
involves several items, then the best estimated amount is determined according to various possible outcomes and associated probabilities.
If expenses required to settle all or part of estimated debt are expected to be compensated by a third party, then the amount of compensation will be separately
recognized as an asset upon basically being identified to be received, and the amount of compensation recognized will not exceed the book value of projected
liabilities.
22. Revenue
⑴Sale of goods
Revenue from the sale of goods is recognized when the enterprise has transferred to the buyer the significant risks and rewards of ownership of the goods; the
enterprise retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; the amount
of income can be measured reliably; it is probable that the economic benefits associated with the transaction will flow to the enterprise; and the relevant amount
of revenue and costs can be measured reliably.
⑵ Rendering of service
In case on the preparation date of statement of financial position the results about service transaction can be reliably evaluated, the labor income will be
confirmed by the completion percentage method. The completed percentage of service transactions is determined by the measurement of finished work (or the proportion
of services performed to date to the total services to be performed, or the proportion of costs incurred to date to the estimated total costs).
The Company will determine the total amount of rendering of service based on the prices in contracts and agreements that have been received or will be receivable,
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
except that such prices are not fair. On the statement of financial position date, the current labor incomes will be determined based on the amount after the
total labor income amount multiplied by the completion progress deducts the accumulated labors in the past accounting periods. At the same time, the current
labor costs will be carried forward based on the amount after the estimated total labor cost multiplied by the completion progress deducts the accumulated labor
costs in the past accounting periods.
In case the service transaction results on the preparation date of statement of financial position cannot be reliably evaluated, they will be determined in the
following methods:
(a) In case the labor costs that have occurred can be compensated, the labor costs will be confirmed based on such labor costs and the same amounts will be settled
as the labor costs.
(b) In case the labor costs that have occurred cannot be compensated, such labor costs will be accrued to the current profit or loss and will not be confirmed
as the labor costs.
⑶ Transferring use right
In case the economic benefits related to the transaction will probably flow into the enterprise and the revenue amounts can be measured reliably, the Company
recognizes the revenue amount by the following means:
(a) The interest income amount will be calculated and determined based on the use time of currency capital from the Company by others and actual interest rate.
(b) The income amount of use expenses will be calculated and determined subject to the charging time and method agreed in the relevant contracts and agreements.
(4)Government grants
Government grants refer to monetary assets or non-monetary assets obtained free by a company from the government, but not include the capital invested by government
as a business owner. Government grants are classified to government grants related to assets and government grants related to income.
Government grants will be recognized upon meeting both of the following two conditions:
(a) The company can meet the conditions attached to government grants;
(b) The company can receive government grants.
Government grants related to assets are recognized as deferred income and are averagely distributed in the life of relevant assets, and recorded to current profit
or loss. Government grants related to income are handled under the following circumstances:
(a) If such grants are used to compensate for relevant costs and losses of the company during later periods, they will be recognized as deferred income and recorded
to current profit or loss upon recognizing related costs;
(b) If such grants are used to compensate for relevant costs and losses occurred of the company, they will be directly recorded into current profit or loss.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
⑷ Government grants
Government grants refer to monetary assets or non-monetary assets obtained free by a company from the government, but not include the capital invested by government
as a business owner. Government grants are classified to government grants related to assets and government grants related to income.
Government grants will be recognized upon meeting both of the following two conditions:
(a) The company can meet the conditions attached to government grants;
(b) The company can receive government grants.
Government grants related to assets are recognized as deferred income and are averagely distributed in the life of relevant assets, and recorded to current profit
or loss. Government grants related to income are handled under the following circumstances:
(a) If such grants are used to compensate for relevant costs and losses of the company during later periods, they will be recognized as deferred income and recorded
to current profit or loss upon recognizing related costs;
(b) If such grants are used to compensate for relevant costs and losses occurred of the company, they will be directly recorded into current profit or loss.
23. Deferred income tax assets / deferred income tax liabilities
Corporate income tax will be calculated by liability method of the statement of financial position.
The company’s tax base will be determined upon the company obtains the assets or liabilities; on the statement of financial position date, take the statement
of financial position as the basis, and if the book value of related assets or liabilities are different from the tax bases provided by tax laws, it will calculate
and confirm the deferred income tax assets or deferred income tax liabilities occurred in accordance with the provisions of tax laws, which effect will be included
in current income tax expense.
The company is subject to the limit of the amount of taxable income likely to be used to offset temporary difference, thus confirms the deferred income tax asset
produced by the deductible temporary difference.
In addition to the cases specified under income guidelines that no need to confirm the deferred income tax liabilities, the company should recognize related
deferred income tax liabilities for all taxable temporary differences.
24.Leasing
If the terms of the lease will be transferred to the lessee substantially together with all the risks and rewards related to the ownership of leased assets,
then the lease is a finance lease, and other lease is operating lease.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(1)The Company is a lessor
In finance lease, at the lease beginning date, the Company takes the minimum lease receipt and the initial direct costs as the entry value of finance lease receivable,
and records the unguaranteed residual value; and the difference between the sum of minimum lease receipt, initial direct costs and unguaranteed residual value
and its present value is recognized as unrealized finance income. For unrealized finance income at each period during the lease term, it will use the effective
interest method to confirm the current financing income.
For rent in operating lease, the Company will use the straight-line method to recognize profit or loss in each period during the lease term. Initial direct costs
occurred will be recorded into current profit or loss.
(2)The Company is a lessee
In finance lease, at the lease beginning date, the Company will take the lower of the fair value of the leased assets and the present value of minimum lease
payment as the entry value of leased assets, and take the minimum lease payment as the entry value of long-term payables, and their difference will be as unrecognized
finance cost. Initial direct costs are included in the value of leased assets. For unrecognized finance income each period during the lease term, it will use
the effective interest method to confirm the current financing cost.
The Company uses depreciation policy consistent with its own PPE to make provision for depreciation of leased assets.
For rent in operating leases, the Company will use the straight-line method to record it into the cost of relevant assets or current profit or loss in each period
during the lease term; and initial direct costs occurred will be through current profit or loss.
Rent in operating leases will be recorded into the cost of relevant assets or current profit or loss in each period during the lease term.
25. Changes in major accounting policies and accounting estimates
(1) Changes in accounting policies resulting from the implementation of the new financial instruments standards
On March 31, 2017, the Ministry of Finance issued accounting standards for Business Enterprises No. 22 - recognition and measurement of financial instruments
(2017 Revision) (CK [2017] No. 7) , Accounting standards for Business Enterprises No. 23 - transfer of financial assets (2017 Revision) (CK [2017] No. 8), Accounting
standards for Business Enterprises No. 24 - hedge accounting (revised in 2017) (CK [2017] No. 9), On May 2, 2017, the accounting standards for Business Enterprises
No. 37 - presentation of financial instruments (2017 Revision) (CK [2017] No. 14) (the above standards are collectively referred to as the "new financial instruments
standards"), requiring domestic listed enterprises to implement the new financial instruments standards from January 1, 2019.
All recognized financial assets under the new financial instrument standards are measured at amortized cost or fair value. On the implementation date of the
new financial instrument standard, the business model of managing financial assets shall be evaluated on the basis of the existing facts and circumstances of
the company on that date, and the contractual cash flow characteristics of the financial assets shall be evaluated on the basis of the facts and circumstances
of the initial recognition of the financial assets. The financial assets shall be divided into three categories. Measured at amortized cost, measured at fair
value with changes included in other comprehensive income and measured at fair value with changes included in current profit and loss. Among them, for the equity
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
instrument investment measured at fair value with its changes included in other comprehensive income, when the financial asset is derecognized, the accumulated
gains or losses previously included in other comprehensive income will be transferred from other comprehensive income to retained income, not included in the
current profit and loss.
Under the new financial instrument standards, the company makes provision for impairment of financial assets measured at amortized cost, debt instrument investment
measured at fair value with changes included in other comprehensive income, lease receivables, contract assets and financial guarantee contracts based on expected
credit loss, and recognizes credit impairment loss.
The Company retrospected the application of new financial instrument guidelines, but if the classification and measurement (including impairment) involve the
inconsistency between the data in the previous comparative financial statements and the new financial instrument standards, the company chooses not to restate
them. Therefore, for the cumulative impact of the first implementation of the standard, the company adjusts the amount of retained earnings or other comprehensive
income and other related items in the financial statements at the beginning of 2019, and the financial statements in 2018 are not restated.
The main changes and impacts of the implementation of the new financial instrument standards on the company are as follows,
①Classification and measurement comparison of financial assets before and after the first implementation date
A. Impact on consolidated financial statements
December 31, 2018 (before change) January 1, 2019 (after change)
Item Measurement Book value Item Measurement Book value
category category
Monetary Amortized cost Measurement Measurement
1,613,340.23 1,613,340.23
fund category category
Notes Amortized cost Amortized cost Amortized cost
receivable
Accounts Amortized cost Amortized cost Amortized cost
22,021,179.73 22,021,179.73
receivable
Other Amortized cost Amortized cost Amortized cost
4,189,883.29 4,189,883.29
receivables
B. Impact on the company's financial statements
December 31, 2018 (before change) January 1, 2019 (after change)
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Measurement Measurement
Item Book value Item Book value
category category
Monetary fund Amortized
Amortized cost 150,376.48 Monetary fun 150,376.48
cost
Notes Amortized cost Notes Amortized
receivable receivable cost
Accounts Amortized cost Accounts Amortized
receivable receivable cost
Other Amortized cost Other Amortized
124,003,172.06 124,003,172.06
receivables receivables cost
②On the first implementation date, the book value of the original financial assets is adjusted to the adjustment table of the book value of the new financial
assets classified and measured in accordance with the new financial instrument standards
A. Impact on consolidated statements
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
Amortized cost
Notes receivable
Less: transfer out
to receivables
financing
Remeasurement:
provision for
expected credit loss
Balance according to
new financial
instrument
standards
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
Accounts receivable 22,021,179.73
Less: transfer out
to receivables
financing
Remeasurement:
provision for
expected credit loss
Balance according to
new financial
22,021,179.73
instrument
standards
Other receivables 4,189,883.29
Remeasurement:
provision for
expected credit loss
Balance according to
new financial
4,189,883.29
instrument
standards
B.Impact on the Company’s Financial Statements
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
Amortized cost
Notes receivable
Less: transfer out
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
to receivables
financing
Remeasurement:
provision for
expected credit
loss
Balance according
to new financial
instrument
standards
Accounts receivable
Less: transfer out
to receivables
financing
Remeasurement:
provision for
expected credit
loss
Balance according
to new financial
instrument
standards
Other receivables 124,003,172.06
Remeasurement:
provision for
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item December 31, 2018 Reclassification Remeasurement January 1, 2019 (after
(before change) change)
expected credit
loss
Balance according
to new financial
124,003,172.06
instrument
standards
③Adjustment statement of provision for impairment of financial assets on the first execution date
A Impact on consolidated statements
Item December 31, 2018 Reclassification Remeasurement January 1, 2019
(before change) (after change)
Amortized cost
Provision for impairment
13,722,771.05 13,722,771.05
of accounts receivable
Provision for impairment
8,290,852.10 8,290,852.10
of other receivables
B.Impact on the company's financial statements
Item December 31, Reclassification Remeasurement January 1, 2019
2018 (before (after change)
change)
Amortized cost
Provision for impairment
4,608,276.88 4,608,276.88
of accounts receivable
Provision for impairment
5,598,683.42 5,598,683.42
of other receivables
(2)Other accounting policy changes
No
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
V. Taxation
Main type of tax and tax rate of the Company
Type of tax Taxable basis Tax rate (%)
VAT Sales 13
Sales of real estate (After 1 May 2016,apply a
VAT 5
simplified method)
Sales of real estate
Business tax 5
(Before 30 April 2016)
Consumption tax Taxable sale revenue 5
Corporate income tax Taxable income 25
a. The Company implements the uniform tax rebate policy of export, i.e. the export is exempt from VAT and the input-VAT of goods is refunded with refund rate
according to relevant rules before export in accordance with the requirements of tax law.
b. Since 1 Jan.2008, other subsidiaries of the Company has adopted the applicable income tax rate of 25%, except for those company established in the below-mentioned
districts
Companies established in Hong Kong SAR are entitled to a profits tax rate of 16.5%.
VI.Notes to the items of consolidated financial statement
1. Monetary funds
Item Closing balance Opening balance
Cash 279,060.73 20,999.74
Amount of savings 696,501.55 1,223,778.75
Other monetary funds 284,337.35 368,561.74
Total 1,259,899.63 1,613,340.23
Including amount deposited in the foreign
3,788.05 1,391.63
countries
No amount is restricted and has potential risks to withdraw because of mortgage, pledge.
2. Accounts receivable
(1)By aging
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Age Closing balance
281,177.18
0-1 year 14,483.67
1-2 years 17,653,529.76
2-3 years 30,951.61
3-4 years 14,442.76
4-5 years 11,373,752.89
Subtotal 29,368,337.87
Less: provision for bad debts 20,243,905.19
Total 9,124,432.68
(2)Classified by bad debt provision method
Closing balance
Book balance Bad debt provision
Category
Proportion Proportion book value
Carrying amount Carrying amount
(%) (%)
individually assessed
10,660,893.64 36.30 10,660,893.64 100.00 -
of bad debts
Provision for bad debts
18,707,444.23 63.70 9,583,011.55 51.23 9,124,432.68
by portfolio
Among
aging group 18,707,444.23 63.70 9,583,011.55 51.23 9,124,432.68
Total 29,368,337.87 100 20,243,905.19 68.93 9,124,432.68
(Continued)
Opening balance
Book balance Write-down amount
Category
Proportion Proportion book value
Carrying amount Carrying amount
(%) (%)
Significant individual amount 10,148,800.54 28.39 10,148,800.54 100.00 -
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Opening balance
Book balance Write-down amount
Category
Proportion Proportion book value
Carrying amount Carrying amount
(%) (%)
with individually assessed of bad
debts
Trade receivable withdrawn bad
debt provision according to 25,167,994.68 70.41 3,159,422.00 12.55 22,008,572.68
credit risks characteristics
Significant individual amount
but not individually assessed of 427,155.56 1.20 414,548.51 97.05 12,607.05
bad debts
Total 35,743,950.78 100.00 13,722,771.05 38.39 22,021,179.73
①Accounts receivable with single provision for bad debts at the end of the period
Closing balance
Accounts receivable by Company Write-down Proportion
Book balance Reason
amount (%)
Long term outstanding
Capital Airport 21,713.00 21,713.00 100.00 account, hard to take
backr
100.00 Long term outstanding
Ningbo Administration for Industry
26,354.45 26,354.45 account, hard to take
and Commerce
backr
100.00 Long term outstanding
Chen Shunqin, Guangzhou 335,904.80 335,904.80 account, hard to take
backr
100.00 Long term outstanding
Hong Kong Jinhua Trading Company 4,224,304.63 4,224,304.63
account, hard to take
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Closing balance
Accounts receivable by Company Write-down Proportion
Book balance Reason
amount (%)
backr
100.00 Long term outstanding
Victoria International(USA) INC 6,022,040.50 6,022,040.50 account, hard to take
backr
100.00 Long term outstanding
Shanghai Yishi International Trade
30,576.26 30,576.26 account, hard to take
Co., Ltd
backr
Total 10,660,893.64 10,660,893.64 —— ——
②Accounts receivable by aging balance
Closing balance
Age
Carrying amount Write-down amount Proportion (%)
0-1 year 281,177.18 5,623.54 2.00
1-2 years 14,483.67 1,448.37 10.00
2-3 years 17,653,529.76 8,826,764.89 50.00
3-4 years 30,951.61 24,761.29 80.00
4-5 years 14,442.76 11,554.21 80.00
Over 5 years 712,859.25 712,859.25 100.00
Age 18,707,444.23 9,583,011.55 ——
(3)Bad debt provision
Change
Type Opening balance Closing balance
Provision Recover Write off
Accounts
13,722,771.05 6,521,134.14 20,243,905.19
receivable
Total 13,722,771.05 6,521,134.14 20,243,905.19
(4)Accounts receivable actually written off in the current period, No.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(5)Top five accounts receivable of ending balance collected by debtors,
The total amount of the top five accounts receivable collected by the debtor at the end of the period is 28680518.78 yuan, accounting for 97.66% of the total
amount of accounts receivable at the end of the period, and the total amount of bad debt reserves withdrawn at the end of the period is 19857634.21 yuan.
(6)As of December 31, 2019, the company has no derecognized accounts receivable and transferred accounts receivable due to the transfer of financial assets
and continues to be involved in the formed assets and liabilities
3. Prepayment
(1)Aging analysis
Age Closing balance Opening balance
Amount Proportion (%) Amount Proportion (%)
0-1 year 284,688.81 90.43 30,911,067.38 99.88
1-2 years 17,111.91 5.44 35,878.94 0.12
2-3 years 13,009.41 4.13
Over 3 years
Total 314,810.13 100.00 30,946,946.32 100.00
(2)Significant prepayment aging over 1 year
Name Closing balance Age Reason
No
Total - - -
(3)Top 5 amounts of balances on 31 Dec.2019
Percentage in Time of
Name Closing balance Reason
the total prepayment
Shanghai Mansesi costumes Co., prepayment(%) happened Contract not yet
138,109.36 43.87 2019年
Ltd completed
Shanghai JianCheng Trade Co., Contract not yet
105,534.62 33.52 2019年
Ltd. completed
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Zhuoyue (Shanghai) Garment Contract not yet
37,621.79 11.95 2019年
Co., Ltd. completed
Shanghai Ruihe Garment Co., Contract not yet
23,196.33 7.37 2019年
Ltd. completed
Total 304,462.10 96.71 —— ——
4 Other receivables
Category Closing balance Opening balance
Interest receivable
Dividend receivable
Other receivables 12,553,722.95 12,480,735.39
Less:bad debt provision 9,191,094.27 8,290,852.10
Total 3,362,628.68 4,189,883.29
(一)Other receivables
(1)By aging
Age Closing balance
0-1 year 1,469,522.98
1-2 years 791,199.03
2-3 years 2,351,689.61
3-4 years 90,941.50
4-5 years 136,065.15
Over 3 years 7,714,304.68
Subtotal 12,553,722.95
Less: provision for bad debts 9,191,094.27
Total 3,362,628.68
(2)In characters
Item Closing balance Opening balance
Revolving fund 1,501,932.00 811,744.67
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Deposit 140,000.00 148,312.66
Suspense payment 602,117.54 1,734,132.15
Transaction 7,978,065.21 7,454,937.71
Dividend 2,331,608.20 2,331,608.20
Subtotal 12,553,722.95 12,480,735.39
Less: provision for bad debts 9,191,094.27 8,290,852.10
Total 3,362,628.68 4,189,883.29
(3)Provision for bad debts
st nd rd
1 stage 2 stage 3 stage
Expected
Expected Expected credit credit loss
Bad debts credit loss in loss over the life over the life Total
the next 12 (no credit (credit
months impairment) impairment
occurred)
Balance on January 1, 2019 8,290,852.10 8,290,852.10
The balance on January 1, 2019
in the current period:
—— shift to 2nd stage
—— shift to 3rd stage
—— back to 2nd stage
—— back to 1st stage
Accrual 900,242.17 900,242.17
Reversal
Conversion
Write off
Other change
Balance on December 31, 2019 9,191,094.27 9,191,094.27
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(4)Statement
Opening Change
Item Closing balance
balance Provision Recover Write off
Other
8,290,852.10 900,242.17 9,191,094.27
receivable
Total 8,290,852.10 900,242.17 9,191,094.27
(5)Other receivables actually written off in the current period, No
(6)Top 5 amounts of balances on 31 Dec.2019
Percentage in
Write-down
Name Character Closing balance Age other receivables
amount
(%)
Export tax rebate -VAT Tax 2,331,608.20 Over 5 years 18.57 2,331,608.20
Shenzhen Minglong Trade
Transaction 1,575,035.30 1-2 year 12.55 1,575,035.30
Co., Ltd.
Suning Banhe Chemical
Fiber Fabric Simulation advance in cash 800,000.00 Over 5 years 6.37 800,000.00
Co., Ltd.
Guangzhou Panyu Tanzhou
Zhenyu
Transaction 800,000.00 Over 5 years 6.37 800,000.00
Textiles Printing and
Dyeing Co., Ltd.
Revolving fund
Li Yang and platform 763,060.19 1-2 year 6.08 58,898.19
operating funds
Total —— 6,269,703.69 —— 49.94 5,565,541.69
5. Inventories
(1)In categories
Categories Closing balance Opening balance
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Carrying Write-down Write-down
Book value Carrying amount Book value
amount amount amount
Materials for 7,019,915.71 - 7,019,915.71
Consigned
Raw material 641,930.57 - 641,930.57 - - -
Processing
Goods ready for 173,208,011.0 - 173,208,011.06 151,753,952.17 - 151,753,952.17
sale 6
Goods delivered 79,941.36 - 79,941.36 141,366.44 - 141,366.44
Total 173,929,882.9 - 173,929,882.99 158,915,234.32 - 158,915,234.32
9
(2) No impairment loss needed for inventories in the year ended 31 Dec.2019
(3) No capitalized borrowing cost in the year ended 31 Dec. 2019
(4) Other information: refer to Note XIII
6.Held-for-sale assets
Item Closing balance Opening balance
Shenzhen Shenguorong Finance Guarantee
149,998,221.71 149,998,221.71
Co., Ltd.
Total 149,998,221.71 149,998,221.71
(1)In categories
Closing balance of Expected disposal Estimated disposal
Item Fair value
book value expenses time
Held-for-sale
non-current 149,998,221.71 150,000,000.00 75,000.00 Year 2020
assets
Total 149,998,221.71 150,000,000.00 75,000.00 -
Note, the company has signed a conditional equity transfer agreement with Shenzhen Gaopu Industrial Co., Ltd. on 30th Nov. 2018, transferred 30% shares of Shenzhen
Shenguorong Finance Guarantee Co., Ltd. to Shenzhen Gaopu Industrial Co., Ltd, transaction price is RMB 150 million, In the supplementary agreement, both parties
agree to handle the transfer of 15% equity of Shenzhen shenguorong Financing Guarantee Co., Ltd. from the effective date of this agreement, Shenzhen shenguorong
Financing Guarantee Co., Ltd. shall be responsible for the transfer of 15% equity, and both parties shall cooperate in accordance with relevant provisions. The
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
taxes arising from the above 15% equity transfer shall be borne by both parties in accordance with the equity transfer agreement with conditions, Gaopu industrial
agrees to continue to perform the payment obligation of the remaining equity transfer funds in accordance with the agreement on conditional effective equity
transfer,
Shenzhen shenguorong Financing Guarantee Co., Ltd. shall be responsible for the transfer of the remaining 15% of the shares from the date when Gaopu industry
has paid the remaining equity transfer payment and fulfilled the obligations stipulated in the conditional effective equity transfer agreement, and with the
cooperation of both parties. As of December 31, 2019, the company has received part of the transfer equity price of RMB 75.22 million in accordance with the
provisions of the agreement.
7. Other Current Asset
Item Closing Balance Opening Balance
Pending certifying input VAT 25,096,981.77 23,600,078.85
Total 25,096,981.77 23,600,078.85
Note: Ministry of Finance of the People's Republic of China has issued (Caikuai [2016] No 22) on
3 December 2016, and clearly requires that the closing debit balance of “tax payable” under the “VAT payable” and “Unpaid VAT”, “pending deduct input VAT ”,
“pending certifying input VAT” and “VAT credit” and other details subjects, based on the situation, shall list in the balance sheet of “other current assets”
or “other non-current assets”. The closing credit balance of “tax payable – stay recognition output VAT” and other subjects, based on the situation, shall list
in the balance sheet of “other current liabilities” or “other non-current liabilities”.
8. Long term investment
Increase or decrease in current period
Investment
gains and Other
Opening
Investee company Increase Decrease losses comprehensi
balance
Investment investment recognized ve income
in equity adjustment
method
1.Joint venture
Sub-total - - - - -
2.Associated enterprises
Shenzhen Shenguorong - -
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Finance Guarantee Co.,
Ltd.
Shenzhen future industry
development fund
100,600,000.00 - -
enterprise (limited
partnership).
Sub-total 100,600,000.00 - -
Total 100,600,000.00 - -
(countied)
Increase or decrease in current period Closi
ng
balan
Declaration of Closing ce on
Investee company Other change for Provision for
cash dividends Other balance impai
equity impairment
or profits rment
provi
sion
1.Joint venture
Sub-total - - - - - -
2.Associated
Shenzhen
Shenguorong
Finance - - - - - -
Guarantee Co.,
Ltd.
Shenzhen future
100,600,000.0
industry -
0
development fund
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
enterprise
(limited
partnership).
100,600,000.0
Sub-total -
0
100,600,000.0
Total -
0
9. Investment property
(1)Information
Item Buildings and Land tenure Total
installations
I Original book value
1.Opening balance 4,411,933.34 494,210.40 4,906,143.74
2.Increase
(1)Outsourcing
(2)Inventory\Fix assets\From
6,242,187.15 1,505,789.60 7,747,976.75
construction in process
(3)Increased from enterprise
merger
3. Decrease
(1)Disposal or scrap
(2)Other
4. Closing balance 10,654,120.49 2,000,000.00 12,654,120.49
II. Accumulated depreciation
1. Opening balance 121,769.40 9,999.99 131,769.39
2. Increase 5,900,194.62 753,332.70 6,653,527.32
(1)Provision or amortization 5,900,194.62 753,332.70 6,653,527.32
3. Decrease
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item Buildings and Land tenure Total
installations
(1)Disposal or scrap
(2)Other
4. Closing balance 6,021,964.02 763,332.69 6,785,296.71
III. Impairment provision
1. Opening balance
2. Increase
(1)Withdrawing
3. Decrease
(1)Disposal or scrap
(2)Other
4. Closing balance
IV. Net book value
1.Closing balance 4,632,156.47 1,236,667.31 5,868,823.78
2.Opening balance 4,290,163.94 484,210.41 4,774,374.35
① The depreciation and amortization for the current year was RMB 334,053.84.
② Investment real estate reduction preparations for this period was RMB 0.00.
③ The information of pledged investment property’s net book value in the current period: on 31th Dec. 2018, with the houses, buildings with book value of RMB
5,868,823.78 (Original book value RMB 12,654,120.49) to provide mortgage guarantees to Jieyang Rongcheng Branch of Industrial and Commercial Bank of China Co.
Ltd. and Jieyang Branch of Industrial and Commercial Bank of China Co., Ltd separately with the houses and buildings, details refer to Notes 11, 2 (1)
(2)Unfinished property certificate
Naught
(3)The transformation of real estate and the change of measurement mode
The company is rending part of its original plant, transforming the house and land into investment real estate by cost method from the beginning of the lease
10.PPE
(1)Information
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Buildings and Electronics and
Item Vehicles Total
installations other equipment
I Original book value
1. Opening balance 71,012,106.62 3,848,312.30 1,870,688.24 76,731,107.16
2. Increase 46,760.94 46,760.94
Purchase
From construction in process
Increased from enterprise
merger
Shareholder investment
Financing investment
Other
3. Decrease 6,242,187.15 1,022,046.19 1,180,000.00 8,444,233.34
Disposal or scrap 1,022,046.19 1,180,000.00 2,202,046.19
Financing lease
Other 6,242,187.15 6,242,187.15
4. Closing balance 64,769,919.47 2,826,266.11 737,449.18 68,333,634.76
II. Accumulated depreciation
1. Opening balance 38,215,881.43 2,604,039.94 945,375.06 41,765,296.43
2. Increase 1,997,065.80 210,533.83 321,367.84 2,528,967.47
Withdrawing 1,997,065.80 210,533.83 321,367.84 2,528,967.47
Increased from enterprise
merger
Other
3. Decrease 5,900,194.62 806,760.45 817,492.00 7,524,447.07
Disposal or scrap 806,760.45 817,492.00 1,624,252.45
Financing lease
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Other 5,900,194.62 5,900,194.62
4. Closing balance 34,312,752.61 2,007,813.32 449,250.90 36,769,816.83
III. Impairment provision
1. Opening balance
2. Increase
Withdrawing
Increased from enterprise
merger
Other
3. Decrease
Disposal or scrap
Financing lease
Other
4. Closing balance
IV. Net book value
1. Closing balance 30,457,166.86 818,452.79 288,198.28 31,563,817.93
2. Opening balance 32,796,225.19 1,244,272.36 925,313.18 34,965,810.73
Note;
① The depreciation for the current year was RMB 2,528,967.47
② No constructions in progress transferred to PPE during the period.
③ The information of PPE for mortgage guarantee in the current period: on 31th Dec. 2019, with the houses, buildings with book value of RMB 12,970,494.44
(original book value RMB 29,627,285.50)to provide mortgage guarantees to Jieyang Rongcheng Branch and Jieyang Branch of Industrial and Commercial Bank of China
Limited, details refer to note XI.
(2)List of temporarily idle PPE
Original book Accumulated Impairment
Item Net book value Note
value depreciation provision
Buildings and
64,769,919.47 34,312,752.61 - 30,457,166.86 -
installations
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total 64,769,919.47 34,312,752.61 - 30,457,166.86 -
(3)No PPE from financial leasing
(4)No PPE from operation leasing
(5)No PPE failed to accomplish certification of property
11. Intangible assets
(1)Information
Right to the Use of
Item Computer Software Total
State-owned Land
I Original book value
1. Opening balance 12,995,874.60 500,890.33 13,496,764.93
2. Increase
(1) Purchase
(2) Internal R&D
(3) Increased from enterprise
merger
(4) Shareholder investment
(5) Other
3. Decrease
(1) Disposal
(2) Other 1,132,674.60 127,775.33 1,260,449.93
4. Closing balance 11,863,200.00 373,115.00 12,236,315.00
II. Accumulated amortization
1.Opening balance 4,679,191.93 373,115.00 5,052,306.93
2.Increase 277,263.84 277,263.84
(1) Withdrawing 277,263.84 277,263.84
(2) Increased from enterprise merger
(3) Other
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
3. Decrease 380,217.70 380,217.70
(1) Disposal
(2) Other 380,217.70 380,217.70
4. Closing balance 4,576,238.07 373,115.00 4,949,353.07
III. Impairment provision
1.Opening balance
2. Increase
(1) Withdrawing
(2) Increased from enterprise merger
(3) Other
3. Decrease
(1) Disposal
(2) Other
4. Closing balance
IV. Net book value
1. Closing balance 7,286,961.93 - 7,286,961.93
2.Opening balance 8,316,682.67 127,775.33 8,444,458.00
Note:
①The amortization for current year was RMB 277,263.84
②The information of intangible assets for mortgage guarantee in the current eriod: on 31th Dec. 2019, with the book value was RMB 7,286,961.93(original book
value RMB 11,863,200.00)to provide mortgage guarantees to Jieyang Rongcheng Branch and Jieyang Branch of Industrial and Commercial Bank of China Limited, details
refer to note XI 2 (1)
(2)No Right to the Use of State-owned Land failed to accomplish certification
12. Long-term deferred expenses to be amortized
153
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Opening Closing Other reason
Item Increase Amortization Decrease
balance balance for decrease
Decoration
536,172.24 10,097.09 131,411.52 414,857.81 -
cost
Total 536,172.24 10,097.09 131,411.52 414,857.81 -
13. Deferred tax assets/deferred tax liabilities
(1)Deferred tax assets without off-set
Closing balance Opening balance
Deductible Deductible
Item Deferred tax Deferred tax
temporary temporary
assets assets
differences differences
Assets impairment
23,315,640.88 5,828,910.22 15,984,747.72 3,996,186.93
provision
Total 23,315,640.88 5,828,910.22 15,984,747.72 3,996,186.93
(2)Unrecognized deferred tax assets:
Item Closing balance Opening balance
Assets impairment provision
Deductible losses 12,646,598.71 25,392,517.11
Total 12,646,598.71 25,392,517.11
(3)Unrecognized deductible losses of deferred tax assets will be expire at the end of following years
Year Closing balance Opening balance Note
2019 14,209,131.72 -
2020 2,439,938.30 2,439,938.30 -
2021
2022 5,418,164.79 5,418,164.79
2023 3,325,282.30 3,325,282.30 -
2024 1,463,213.32
Total 12,646,598.71 25,392,517.11 -
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
14. Accounts payable
(1)Presentation
Item Closing balance Opening balance
Payments for goods 16,088,889.66 16,141,549.26
Rental
Total 16,088,889.66 16,141,549.26
(2)Significant trade payables aging over 1year
Item Closing balance Unclosed Reason
Shenzhen Dailu New Material Co., Ltd 15,372,185.46 Unsettled
Total 15,372,185.46 ——
15. Advance payment
Item Closing balance Opening balance
Payments for goods 11,223,115.70 11,215,991.53
advances payment for stock right 75,220,000.00 75,000,000.00
transfer
Total 86,443,115.70 86,215,991.53
(1)Significant advance payment aging over 1 year
Name Amount Charter Unclosed reason
Jiangxi Yuetong Industry Co., 10,738,840.00 Payment for goods Unsettled
Ltd
Total 10,738,840.00 —— ——
16. Accrued payroll
(1)In classification
Item Opening balance Increase Decrease Closing balance
Short-term remuneration 1,357,727.74 3,738,418.26 2,209,877.60 2,886,268.40
Post-employment benefit-defined
11,567.51 283,497.38 286,003.84 9,061.05
contribution plans
155
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Termination benefits
Other benefits due within one year
Total 1,369,295.25 4,021,915.64 2,495,881.44 2,895,329.45
(2)Short-term remuneration
Item Opening balance Increase Decrease Closing balance
(1) Salary, bonus, allowance, subsidy 1,352,953.22 3,475,116.77 1,950,366.00 2,877,703.99
(2) Employee welfare - 871.00 871.00 -
(3) Social insurance 5,380.52 123,959.12 125,527.23 3,812.41
Including: ①Medical insurance premiums 4,696.56 111,121.48 112,491.80 3,326.24
②Work-related injury insurance 210.86 4,359.97 4,420.18 150.65
③Maternity insurance 473.10 8,477.67 8,615.25 335.52
(4) Housing welfare fund -606.00 81,919.60 76,561.60 4,752.00
(5) Union fund and employee education
fund
(6) Short-term absence with payment
(7) Short-term profit sharing plan
(8) Other 56,551.77 56,551.77 -
Total 1,357,727.74 3,738,418.26 2,209,877.60 2,886,268.40
(3)Defined contribution plans
Item Opening balance Increase Decrease Closing balance
Basic endowment insurance premium 11,264.72 273,847.46 276,267.89 8,844.29
Unemployment insurance premium 302.79 9,649.92 9,735.95 216.76
Total 11,567.51 283,497.38 286,003.84 9,061.05
17. Current tax liabilities
156
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Categories Closing balance Opening balance
VAT 571,522.91 481,736.10
Business tax 781,313.74 781,313.74
Corporate income tax 18,406,766.96 18,047,007.75
Land appreciation tax 2,888,704.72 2,256,922.32
Property tax 803,160.00 623,070.00
Land use tax 1,802,131.05 1,795,943.95
Other 25,253,599.38 23,985,993.86
18. Other payables
Category Closing balance Opening balance
Interest payables
Dividend payables
Other payables 36,678,743.30 46,728,023.22
Total 36,678,743.30 46,728,023.22
(一)Other payables
(1)In characters
Item Closing balance Opening balance
Transaction 36,287,128.00 44,505,544.22
Payment on behalf - 134,687.40
Rental deposit 380,000.00 380,000.00
Other 11,615.30 1,707,791.60
Total 36,678,743.30 46,728,023.22
19. Share capital
157
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Opening Increase/decrease (+/-)
Closing balance
Item balance
Newly Bonus Capitalizatio
Other Subtotal
Issue issued n
Total shares 318,600,000.0 d- -
of surplus
- - - 318,600,000.00
0 share reserve
Note: details refer to note I Company Profile s
20. Capital reserve
Item Opening balance Increase Decrease Closing balance
1. Capital premium 52,129,496.58 - - 56,132,520.60
Including: Capital
52,129,496.58 4,003,024.02 - 56,132,520.60
contributed by investors
2. Other 173,778.22 - - 173,778.22
Total 52,303,274.80 4,003,024.02 - 56,306,298.82
21. Surplus reserve
Item Opening balance Increase Decrease Closing balance
Statutory surplus 49,036,260.20 - - 49,036,260.20
reserve
Discretionary 37,000,000.00 - - 37,000,000.00
surplus reserve
reserve fund
Enterprise
development fund
Total 86,036,260.20 - - 86,036,260.20
22. Retained earnings
Amount for the current Amount for the
Item Proportion
period prior period
158
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Retained earnings as to 31 Dec.2016 without -117,840,473.36 -104,447,877.20 -
adjustment
Total adjustment to Retained earnings as to 31
Dec.2019 (add +, less-)
Adjusted retained earnings as to 31 Dec.2018 -117,840,473.36 -104,447,877.20 -
Add: Profit attributable to owners of the company 1,996,242.74 -13,392,596.16 -
Less: Appropriation to statutory surplus reserve
Appropriation to discretionary surplus reserve
Appropriation to reserve fund
Appropriation to Enterprise development fund
Appropriation to welfare fund for staff and
workers
Appropriation to risk reserve
Common Stock dividends payable
Common stock dividends transferred to capital
stock
Preferred stock dividend
Other distribution of shareholders
Profit capitalised on return of investments
Other distribution of profits
Add: Earned surplus to make up for losses
Other internal relations of owner's equity
Retained earnings as to 31 Dec.2019
Retained earnings as to 31 Dec.2018 without -115,844,230.62 -117,840,473.36 -
adjustment
Total adjustment to Retained earnings as to 31
Dec.2018 (add +, less-)
23. Revenue and cost of sales
159
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(1)Classification of revenue and cost of sales
Amount for the current period Amount for the prior period
Item
Revenue Cost of sales Revenue Cost of sales
Principal operating
18,295,354.68 14,111,942.62 96,257,015.51 94,777,774.47
activities
Other activities 770,077.99 204,840.45 458,826.11 131,769.39
Total 19,065,432.67 14,316,783.07 96,715,841.62 94,909,543.86
(2)Revenue from Principal operating activities (classified by industries)
Amount for the current period Amount for the prior period
Industry
Revenue Cost of sales Revenue Cost of sales
Gold and jewelry 15,324,468.13 12,021,716.87 92,990,638.89 92,727,039.98
E-commerce Clothing
2,970,886.55 2,090,225.75 3,279,636.46 2,063,994.33
sales
Total 18,295,354.68 14,111,942.62 96,270,275.35 94,791,034.31
Off-set internal
-13,259.84 -13,259.84
transactions
Total 18,295,354.68 14,111,942.62 96,257,015.51 94,777,774.47
(3)Revenue from principal operating activities (by region)
Amount for the current period Amount for the prior period
Region
Revenue Cost of sales Revenue Cost of sales
Shenzhen Gold and
15,324,468.13 12,021,716.87 92,990,638.89 92,727,039.98
jewelry
Clothing sales - - 14,089.29 13,259.84
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
E-commerce Clothing
2,970,886.55 2,090,225.75 3,265,547.17 2,050,734.49
sales
Subtotal 18,295,354.68 14,111,942.62 96,270,275.35 94,791,034.31
Off-set internal
- - -13,259.84 -13,259.84
transactions
Total 18,295,354.68 14,111,942.62 96,257,015.51 94,777,774.47
(4)The total sales to Top 5 customers of the Company amounted to RMB 8,337,145.65, accounting for 43.72% of total revenue of the Company this year.
Percent in total revenue of the
Name Revenue
Company (%)
NO.1 3,520,884.96 18.47
NO.2 1,753,008.85 9.19
NO.3 1,489,601.77 7.81
NO.4 980,331.48 5.14
NO.5 593,318.59 3.11
Total 8,337,145.65 43.72
24. Business tax and surcharges
Item Amount for the current period Amount for the prior period
Consumption tax 27,560.14 268.68
Education expenses and surcharges 3,793.77 11,872.52
Urban maintenance and 3,684.98 16,825.96
construction tax
Land Use tax 180,090.00 180,090.00
Stamp tax 11,431.72 140,859.65
Property tax 631,782.40 631,782.40
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total 858,343.01 981,699.21
25. Sale expenses
Item Amount for the current period Amount for the prior period
current period
Remuneration 43,409.85 440,830.55
Rental 127,084.14 489,149.45
Software expense - 31,943.44
Service expense 190,590.55 486,049.48
Social Insurance - 37,327.47
office expense 65,988.85 57,171.45
Purchase brokerage - 28,213.52
Depreciation amount 23,154.88 24,713.84
Packaging - 3,328.00
Travel expense 46,473.01 34,262.65
Business Propagandize Fee 4,530.00 -
Other expense 53,672.48 111,113.43
Total 554,903.76 1,744,103.28
26. Administration expense
Item Amount for the current period Amount for the prior period
Remuneration 3,029,631.39 2,632,572.17
Depreciation amount 2,340,971.31 2,537,528.46
Rental expense 648,351.02 943,722.71
Auditing expense 408,165.00 426,150.00
Fare 213,487.73 148,688.19
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Travel expenses 125,699.20 300,134.19
Water and electricity 177,288.88 252,471.00
Board membership dues 395,000.00 395,000.00
Office expense 95,534.93 184,542.56
Entertainment expense 52,291.67 106,276.86
welfare benefits 259,409.47 179,452.37
Social Insurance 290,958.74 273,261.73
Assessment expanse 980,100.00 1,600,100.00
Amortization of intangible assets 237,263.88 267,263.85
Other 441,688.89 609,825.28
Total 9,695,842.11 10,856,989.37
27. Finance costs
Item Amount for the current period Amount for the prior period
Interest expenses - 21,155.43
Less: Interest incomes 1,173.75 5,770.02
Exchange losses 279,624.04 281,218.32
Commission charges and other 13,133.42 17,292.74
Total 291,583.71 313,896.47
28. Credit impairment loss
Item 2019 2018
Bad debt allowance -7,427,856.06 ——
Total -7,427,856.06
29. Asset impairment loss
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item Amount for the current period Amount for the prior period
(1)Bad debt allowance - 989,614.23
(2)Inventories allowance
(3)PPE impairment loss
(4)Materials held for construction
impairment loss
(5)Goodwill impairment loss - -2,395,820.87
Total - -1,406,206.64
30. Income from disposal of assets
Amount for the current
Item Amount for the prior period
period
Among:Disposal of fixed assets 953,732.29 -
Total 953,732.29 -
31.Gain on fair value change
Item Amount for the current period Amount for the prior period
Financial assets measured at fair value and ch
- 1,976.00
anges recorded into current period profit or
loss
Total - 1,976.00
32. Income from investment
Item Amount for the current Amount for the prior
period period
Accounted by equity method
From disposal of trading financial assets -1,440.00
From disposal of long-term equity investment 77,525.28
Others
Total 77,525.28 -1,440.00
33.Non-operating expense
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Amount included in
Amount for the current Amount for the prior
Item current non recurring
period period
profit and loss
Gains on debt restructuring
Gains on Non-monetary transactions
Donations
Government grants
Other 12,967,905.08 609,312.29 12,967,905.08
Total 12,967,905.08 609,312.29 12,967,905.08
Note, Other is mainly the income from debt write off。
34. Non-operating expense
Amount included in
Amount for the current Amount for the prior
Item non-recurring profit or
period period
loss for the period
Losses on debt restructuring
Loss on disposal of non current
assets
Fines 189,403.73
Other 3,882.49 347.13 3,882.49
Total 3,882.49 189,750.86 3,882.49
35. Income tax expense
(1)Details
Item Amount for the current period Amount for the prior period
Current tax expense calculated according to tax -
laws and relevant requirements
Deferred income tax expense -1,472,966.01 329,538.20
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total -1,472,966.01 329,538.20
(2)The process of calculating the income tax based on accounting profit::
Item Amount for the current period Amount for the prior period
Consolidated profit this year -84,598.89 -13,076,499.78
Income tax calculated at legal or applicable tax rate -21,149.72 -3,269,124.95
Impact of various tax rates applicable to
subsidiariesof impact on the income tax in the previous
Adjustment
period and losses of joint ventures or associated
Profits
enterprises calculated by equity method.
Impact of non-taxable income
Impact of non-deductible cost, expense and loss 22,248.04 28,850.33
Impact of tax rate change on the deferred income tax
balance at the beginning of the year.
Impact of the deductible temporary differences or
deductible loss of unconfirmed deferred tax assets
of thisofyear
Impact deductible temporary difference or
1,463,213.32 3,325,282.30
deductible losses of deferred income tax assets
derecognized in Reporting Period.
Tax effect of R&D expenses deducted
Other -2,937,275.72 244,530.52
Income taxes -1,472,964.08 329,538.20
Note: Because Hongkong Tian Rui company is an overseas company, it doesn't need to pay corporate income tax. Therefore, “other” was the calculation adjustment
number for the income tax expense of Hongkong Tian Rui company.
36. Note to statement of cash flows
(1)Other cash received from operating activities
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item Amount for the current Amount for the prior
period period
Proceeds from other corporations 3,419,808.62 56,653,034.62
Other proceeds from operating activities 2,042,351.21 3,635,625.62
Total 5,462,159.83 60,288,660.24
(2)Other cash payment from operating activities
Item Amount for the current Account for the prior
period period
Payments to other corporations 7,984,940.87 53,399,096.23
Payments to auditor or other services provider 1,600,000.00
Payments to rent 648,351.02 406,600.00
Other payments in operating activities 14,871,455.05 1,524,098.14
Total 23,504,746.94 56,929,794.37
37. Supplementary information for statement of cash flows
(1)Supplementary information on cash flow statement
Amount for the current Account for the prior
Item
period period
1.Reconciliation of profit to cash flows from operating
activities:
Profit for the year 1,388,372.92 -13,406,037.98
Add: Impairment loss 7,330,311.47 1,406,206.64
Depreciations of tangible non-current assets 2,528,967.47 2,409,550.38
Amortizations of intangible assets 277,263.84 277,263.84
Amortizations of long term deferred expenses 131,411.52 135,925.36
Loss in disposal of property, plant and equipment,
-953,732.29
intangible assets, and other non-current assets. (“-”
for gains) property, plant and equipment. (“-” for
gains)
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Loss in changes in fair value of related items (“-” for -
gains)
Finance costs (“-” for gains) 1,171.04
Loss in investing (“-” for gains) -77,525.28 -536.00
Decreases in deferred income tax assets (“-” for -1,832,723.29 758,372.77
increase) in deferred income tax liabilities (“-” for
Increases
decrease)
Decreases in inventories (“-” for increase) -15,014,648.67 2,435,507.68
Decreases in operating receivables (“-” for increase) 164,176,589.61 207,521,176.81
Increases in operating payables (“-” for decrease) -152,398,202.56 -287,368,231.04
Other -79.78 -
Net cash flows generated by operating activities 5,556,004.96 -85,829,630.50
2. Significant investing and financing activities
without cash flows:
Liabilities transferring to capital
Convertible bond matured in 12 months
Property, plant and equipment acquired in a Finance lease
3.Net increase in cash and cash equivalents:
Closing balance of cash 1,259,907.36 1,613,340.23
Less: Opening balance of cash 1,613,340.23 2,956,199.38
Add: Closing balance of cash equivalents
Less: Opening balance of cash equivalents
Net increase in cash and cash equivalents -353,432.87 -1,342,859.15
(2)No acquisition subsidiaries in year ended 31 Dec.2019
(3)The composition of cash and cash equivalents
Item Amount for the current Account for the prior
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
period period
I. Cash 1,259,899.63 1,613,340.23
Including: cash on hand 279,060.73 20,999.74
Bank deposit on demand 696,501.55 1,223,778.75
Other deposits 284,337.35 368,561.74
II. Cash equivalents
Including: Bond matured in less than 3 months
III. Closing balance of cash and cash equivalents 1,259,899.63 1,613,340.23
Including: Cash and cash equivalents under restriction
held by parent company or subsidiaries.
38. The assets with the ownership or use right restricted
Item Closing balance Reason
PPE 12,970,494.44 Performed as guarantee
Intangible assets 7,286,961.93 Performed as guarantee
Tnvestment property 5,868,823.78 Performed as guarantee
Total 26,126,280.15 ——
39. Foreign currency monetary items
(1)Details
Closing balance in
Item Exchange rate Closing balance in RMB
foreign currency
Monetary fund
Including: USD 84.28 6.9762 587.95
EUR
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
HKD 3,572.41 0.89578 3,200.09
Trade receivables
Including: USD 966,279.26 6.9762 6,740,957.37
EUR
HKD
Other receivables
Including: USD 20,000.00 6.9762 139,524.00
EUR
HKD 56,780.00 0.89578 50,862.39
VII. Changes of merger scope
1. Business merger not under same control
No
2. Disposal of subsidiaries
Shenzhen magake blue arrow Co., Ltd, a subsidiary disposed in this period
VIII. Equities in other entities
1. Equity in subsidiary
(1)The structure of the enterprise group
Proportion of
Main Registr
Name of the Business shareholding (%)
operating ation Method of acquiring
subsidiary Nature Directly Indirect
place place
ly
Shenzhen Rieys Shenzhe
Shenzhen Trading 90.00 - Establishing
Industrial Co. Ltd. n
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Tianrui (HK) Hong
Hong Kong Trading 100.00 - Merger
Trading Co., Ltd. Kong
Shenzhen Chinese
Shenzhe Sales of gold
Gold Nobility Shenzhen 100.00 - Merger
n and jewelry
Jewelry Co., Ltd.
Internet Establishing
Technology
Shanghai Yunpeng
Shangha services,
Internet Shanghai 60.00 -
i development,
Technology Co.,Ltd
consultant and
transfer.,ect
Enterprise Establishing
management
services,
network
technology,
communication
and
Wuxi Yun Peng
information
Enterprise
Wuxi Wuxi technology, - 60.00
Management Co.,
computer
Ltd.
hardware and
software
development,
technology
services,
consultation
and transfer
(2)Significant not wholly owned subsidiary
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
The profits and Declaring
Shareholding Voting right Balance of
losses dividends
proportion of of minority minority
Name arbitrate to distribute to Note
minority shareholder shareholder at
the minority minority
shareholder (%) (%) losing period
shareholders shareholder
Shenzhen
Rieys
10.00 10.00 -607,877.50 - 2,192,223.37 -
Industrial
Co. Ltd.
(Continues)
Shenzhen Chinese Gold Nobility Jewelry Co., Ltd
Item
Opening Balance Closing balance
Current assets 28,398,337.94 19,106,962.31
Non-current assets 2,013,232.32 3,643,835.25
Total Assets 30,411,570.26 22,750,797.56
Current liabilities 2,410,561.09 828,563.90
Non-current liabilities
Total liabilities 2,410,561.09 828,563.90
Operating revenue 14,089.29 -
Net profits -1,750,642.91 -6,078,775.51
Total comprehensive income -1,750,642.91 -6,078,775.51
Cash flow of operating
-119,319.04 -11,502.96
activities
2.Transactions with changes in the share of owner's equity in subsidiaries which still controlling in subsidiaries
(1)Description of changes
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Upon deliberation and approval of the 23rd Meeting of the 7th board of directors of the company, Guangdong Jadiete holding Group Co., Ltd. (hereinafter referred
to as "the Company") and Chinese Gold Nobility Jewelry Co., Ltd. (hereinafter referred to as "CICC investment") signed the equity transfer agreement on December
14, 2018. The company purchased 49% equity of Shenzhen Zhongjin Yipin Jewelry Co., Ltd. (hereinafter referred to as "ZJYP") held by CICC investment at a price
of RMB 24.5 million, as of December 31, 2019, the industrial and commercial registration has been changed, and the shareholding ratio of Jadiete company has
been changed from 51% to 100%.
(2)Impact of transactions on minority shareholders' equity and owners' equity attributable to the parent company
Item Amount
Consideration of purchase cost
--Cash 24,500,000.00
-- Fair value of non cash assets
Total consideration of purchase cost 24,500,000.00
Less: share of net assets of subsidiaries calculated
28,503,024.02
according to the proportion of equity acquired
Balance 4,003,024.02
Including: adjustment of capital reserve 4,003,024.02
Adjustment of surplus reserve
Adjust undistributed profit
3.Equity in joint arrangement or joint venture
(1)Important joint ventures or associated enterprises
Shareholding ratio
Name Location Registration Type (%) treatment method
Direct Indirect
Shenzhen future
Monetary
industry
and
development fund Shenzhen Shenzhen 21.82% Equity method
financial
enterprise
services
(limited
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Shareholding ratio
Name Location Registration Type (%) treatment method
Direct Indirect
partnership)
(2)Main financial information
Closing balance Opening balance
Shenzhen future industry Shenzhen future industry
Item
development fund enterprise development fund enterprise
(limited partnership) (limited partnership)
Current assets 6,512.08 6,870.90
Non current assets 120,000,000.00 120,000,000.00
Total Assets 120,006,512.08 120,006,870.90
current liabilities 7,570.90 6,870.90
Non current liabilities
Total liabilities 7,570.90 6,870.90
Share of net assets calculated by
100,600,000.00 100,600,000.00
shareholding ratio
Adjustment items
Goodwill
-Unrealized profit of internal
transaction
--Other
Book value of equity investment in
100,600,000.00 100,600,000.00
associated enterprises
Fair value of equity investment in
174
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
associated enterprises with public
offer
business income
Net profit -1,058.82 -600,000.00
Net profit from discontinued operations
Other comprehensive income
Total comprehensive income -1,058.82 -600,000.00
Dividends from associates received in
the year
Accounting treatment method for equity investment of the above joint venture: equity method
IX. Fair value
1. Financial instruments not measured at fair value
Financial assets and liabilities not measured at fair value mainly include: accounts receivable and accounts payable. There is minor different between the above
book value of financial assets and liabilities not measured at fair value and its fair value.
2. Financial instruments measured at fair value
The Company listed the book value of financial assets instruments measured at fair value on 31 Dec. 2018. according to three levels of fair value, when the overall
fair value classified in three levels were in line with the first level of three levels of each significant input value used in the calculation of fair value.
The definitions of three levels were as follows:
The first level, the unadjusted offer of same assets or liabilities in active market on calculation date;
The second level, the directly or indirectly observable input value of related assets or liabilities excepting the input value of first level;
1) The second level input value including: Offer of similar assets or liabilities in active market; 2) The second level input value including: Offer of similar
assets or liabilities in non-active market; 3) Other observable input value excepting offer, including the observable interest rate in interval period of common
offer, profit rate curve, implied volatility and credit spread.
The third level was the unobservable input value of related assets or liabilities.
3. Closing fair value measurement
(1)Consistent fair value measurement
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Item Level 1 Level 2 Level 3 Total
Subtotal of available for
sale financial assets
Debt instruments
investment
Equity instruments
investment
Derivative financial
assets
Other
Total assets - - - -
X. Related party
1. Parent company of the Company
Registered Registered
Name of parent company Business nature
place capital (RMB
E block 1611-A, million))
Shenzhen Shenghengchang Huifu Industrial South West Sea
Pearl Garden, 9800 Trading
Co., Ltd.
Taoyuan Road,
Taoyuan Street,
(Continue)
Nanshan
Shareholding ratio Proportion of
Name Final controller
% Shenzhen voting rights %
Shenzhen Shenghengchang Huifu Industrial 36.99% 36.99% Chen Hongcheng
Co., Ltd.
Note: the registered capital of the Company’ parent company was not changed in the current year.
2. Subsidiaries of the Company
Details refer to note VIII 1.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
3. No equities in joint ventures or associated enterprises
4. Other related parties of the Company
Name Relationship
Holding 10.68% shares of the
Shenzhen Risheng Chuangyuan Asset Management Co., Ltd. Company, affiliate controlled
under Hongcheng Chen’s family
Holding 3.81% shares of the
Shenzhen Lianhua Huiren Industrial Co., Ltd. Company, affiliate controlled
under Hongcheng Chen’s family
Xuewen Chen Direct relatives of Hongcheng
Chen
Vice-Board chairman of the
Lihong Ding
Company, relative of Hongcheng
key manager of the company, one
Liqun Yu Chen
of the shareholders of a
subsidiary.
key management of company
Wuxi Hengye science and Technology Co., Ltd.
control company
One of the shareholder of a
Shenzhen Chinese Gold Nobility Jewelry Co., Ltd
subsidiary
The company's legal person is
Puning Yanlilai Trading Co. Ltd. also a legal person controlled
by the actual controller of
5. Parties transactions Shenzhen sunrise Chuang yuan
(1)Purchasing goods, providing and accepting services asset management Co., Ltd.
Transactions among the Company and its subsidiaries in merger scope and contributed to the consolidated financial reports were offset.
①Information on acquisition of goods and reception of labor service
Naught.
②Sale of commodities and provide services
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Related
Related party transaction Amount of current period Amount of prior period
content
Lihong Ding clothing sale - 9,086.21
Wuxi Hengye science and Operation
456,212.00 809,140.50
Technology Co., Ltd. service
(2)Contracting and trusteeship among related parties
Naught.
(3)Leasing among related parties
Naught
(4)Guarantees among related parties
Naught
(5)Inter-bank borrowing among related parties
Naught
(6)Asset transfer and debt restructuring among related parties
Naught
(7)The remuneration of key management personnel
Naught
(8)Pay for key management personnel
The number of key management personnel was 8 in 2019, and 8 in 2018,
Item Amount for the current period Amount for the prior period
Remuneration of key management 1,109,876.00 982,676.00
personnel
Total 1,109,876.00 982,676.00
6. Amounts due from / to related parties
(1)Amounts due from related parties
Item Related party Amount for the current Amount for the prior
period period
Receivable
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Wuxi Hengye science and
44,628.23 52,035.75
Technology Co., Ltd.
Other receivable
Liqun Yu 738,871.81 789,561.52
(2)Amounts due to related parties
Item Related party Amount for the current Amount for the prior
period period
Other payable
Lihong Ding - 470,231.70
Liqun Yu 264,317.34 82,652.04
Xuewen Chen - 532,953.03
Wuxi Hengye Technology
100,000.00 100,000.00
Co., Ltd
Shenzhen Chinese Gold
12,286,220.00 20,039,810.00
Nobility
7. Commitments of related parties
Original commitment
(1)Commitment subject: Ms. Chen Xuewen, acting in concert with the actual controller;
(2)Main contents of the commitment: Based on the confidence in the future development of the company, and in order to stabilize the investor's confidence and
effectively protect the interests of investors, it is planned to increase the company's shares with its own funds when the company's share price is less than
HK $1.5/share through centralized bidding Trading on Shenzhen Stock Exchange within two months after the date of disclosure of this notice., and the amount of
increase is not Less than 1 million shares
Change of commitment
(1)Commitment subject: Ms. Chen Xuewen, acting in concert with the actual controller
(2)Main contents of commitment: to extend the period of increase in holding, from "within 2 months after the date of disclosure of increase in holding notice"
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
to "within 4 months after the date of disclosure of increase in holding notice (due to suspension of trading, the period of increase in holding shall be extended
accordingly)", that is, from June 7, 2019 to October 6, 2019.
XI. Commitments and contingencies
1.Important commitments
Till 31th Dec. 2019, no events after the reporting period need to be disclosed excepted the above
2. Contingencies
(1) Contingent liabilities formed by providing debt guarantee for other units.
① The company signed the maximum loan contract with Jieyang Rongcheng Branch of industrial and Commercial Bank of China Limited (Rongcheng Branch 2014 GDZ No.
3632; the main creditor's rights guaranteed are from November 11, 2014 to November 11, 2019) for Puning huafengqiang Trade Co., Ltd. with real estate (the evaluation
value of the collateral is 36.32 million yuan) as the collateral。On May 22, 2017, Puning huafengqiang Trade Co., Ltd. signed an extension loan contract with
industrial and Commercial Bank of China Limited Jieyang Rongcheng sub branch to borrow 17 million yuan, with a term of 12 months. After the maturity of the loan,
RMB 11.7 million was borrowed on May 18, 2018. A loan contract has been signed with a loan term of 12 months. As of December 31, 2019, the loan has not been
released as the company's mortgage guarantee.
②The company signed the maximum loan contract with Jieyang branch of industrial and Commercial Bank of China Limited (0201900134-2017 small enterprise (offset)
Zi 0042; the main creditor's rights guaranteed are from September 8, 2017 to September 8, 2022) for Puning lailisheng Trade Co., Ltd. with real estate (the assessed
value of the mortgage is 4770486200 yuan) as the collateral. Puning lailisheng Trade Co., Ltd. signed a small enterprise loan contract with Jieyang branch of
industrial and Commercial Bank of China on September 8, 2017, with a loan term of 12 months. After the maturity of the loan, the company continued to borrow
23.79 million yuan on August 22, 2018. A loan contract has been signed with a loan term of 6 months. As of December 31, 2019, the loan has not been released
as the company's mortgage guarantee.
(2) As of December 31, 2019, the company has no pending litigation, external guarantee and other contingencies that should be disclosed.
Except for the above contingencies, as of December 31, 2019, the company has no other contingencies to be disclosed.
XII. Events after the reporting period
Naught.
XIII. Other significant events
The subsidiary Zhongjin Yipin loaned a batch of jadeite ornaments worth 27152235.40 yuan on January 5, 2020,
The two parties have adopted the way of consignment for sales based on the demand of cooperation between them. To ensure the interests of both parties, they
signed the loan agreement to clarify their respective rights and obligations. Due to the outbreak of the pandemic, the original planned sales were not implemented,
so the borrower hoped that Zhongjin Yipin could extend the loan time. After negotiation between the two parties, the borrower shall return part of the goods
in accordance with the loan agreement. And continue to consign the rest of the goods and sign a supplementary agreement to determine the rights and obligations
180
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
of both parties. As of April 15, one third of the inventory has been took back, and it is planned to take back all the remaining inventory used for goods distribution
in accordance with the loan agreement and the supplementary agreement of the loan agreement before June 30, 2020.
XIV. Notes to the items of the parent company’s financial statement
1. Trade receivables
(1)By Age
Category Closing balance
0-1 year
1-2 years
2-3 years
3-4 years
4-5 years
Over 3 years 4,608,276.88
Subtotal 4,608,276.88
Less: provision for bad debts 4,608,276.88
Total -
(2)In categories
Closing balance
Write-down
Category Book balance amount
Book value
Carrying Proportion Carrying Proportion
Amount (%) Amount (%)
Significant individual
amount with
4,608,276.88 100.00 4,608,276.88 100.00 -
individually assessed
of bad debts
Accounts receivable
withdrawn bad debt
provision according to
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Closing balance
Write-down
Category Book balance amount
Book value
Carrying Proportion Carrying Proportion
Amount (%) Amount (%)
credit risks
characteristics
Among :aging group
Subtotal
Insignificant
individual amount with
4,608,276.88 100.00 4,608,276.88 100.00 -
individually assessed
of bad debts
(Continued)
Opening balance
Write-down
Item Book balance amount
Book value
Carrying Proportion Carrying Proportion
Amount (%) Amount (%)
Significant individual amount
with individually assessed of bad 4,608,276.88 100.00 4,608,276.88 100.00 -
debts
Accounts receivable withdrawn
bad debt provision according to
credit risks characteristics
Insignificant individual amount
with individually assessed of bad
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Opening balance
Write-down
Item Book balance amount
Book value
Carrying Proportion Carrying Proportion
Amount (%) Amount (%)
debts
Total 4,608,276.88 100.00 4,608,276.88 100.00 -
①Accounts receivable with individual provision for bad debts at the end of the period
②Other receivables Closing balance
Name Bad debt Proportion
Book balance Reason
provision (%)
Long term outstanding
account, the
Beijing Capital Airport 21,713.00 21,713.00 100.00
enterprise thinks it
can't be recovered
Long term outstanding
Ningbo Industrial and Commercial account, the
26,354.45 26,354.45 100.00
Bureau enterprise thinks it
can't be recovered
Long term outstanding
account, the
Shunqin Chen 335,904.80 335,904.80 100.00
enterprise thinks it
can't be recovered
Long term outstanding
account, the
Hongkong Jinhua Trading Company 4,224,304.63 4,224,304.63 100.00
enterprise thinks it
can't be recovered
Total 4,608,276.88 4,608,276.88 —— ——
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Closing balance
Item Witten-down
Book balance
amount Proportion(%)
Naught
Total ——
(3)Statements
Change
Item Opening amount Proportion Recovery or write off Closing amount
reversal
Accounts
4,608,276.88 4,608,276.88
receivable
Total 4,608,276.88 4,608,276.88
(4)Receivables actually written off in the current period: None
(5)Top five accounts receivable of ending balance collected by debtors,
The total amount of the top five accounts receivable collected by the debtor at the end of the period is 4,608,276.88 yuan, accounting for 100% of the total
amount of accounts receivable at the end of the period, and the total amount of the corresponding accrued bad debt reserves at the end of the period is 4,608,276.88
yuan。
(6)As of December 31, 2019, the company has no derecognized accounts receivable and transferred accounts receivable due to the transfer of financial assets
and continues to be involved in the formed assets and liabilities.
2. Other receiable
Item Closing balance Opening balance
Interest receivable
Dividends receivable
other receivables 121,476,600.82 129,601,855.48
Less: provision for bad debts 5,579,210.68 5,598,683.42
Total 115,897,390.14 124,003,172.06
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(一)Other receiable
(1)By Age
Age Closing balance
0-1 year 1,218,062.38
1-2 years 94,816,095.21
2-3 years 307,226.65
3-4 years 11,461,745.60
4-5 years 40,201.83
Over 3 years 13,633,269.15
Subtotal 121,476,600.82
Less: provision for bad debts 5,579,210.68
Total 115,897,390.14
(2)Classification by fund nature
Item Closing balance Opening balance
Transaction among related parties 115,616,030.49 123,645,079.02
Transaction 3,482,316.60 3,578,522.73
Tax 2,331,608.20 2,331,608.20
Payment for others 41,476.53 41,476.53
Deposit 3,000.00 3,000.00
Revolving fund 2,169.00 2,169.00
Subtotal 121,476,600.82 129,601,855.48
Less: provision for bad debts 5,579,210.68 5,598,683.42
Total 115,897,390.14 124,003,172.06
(3)Provision for bad debts
st nd rd
Bad debts 1 stage 2 stage 3 stage Total
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Expected
Expected Expected credit credit loss
credit loss in loss over the life over the life
the next 12 (no credit (credit
months impairment) impairment
occurred)
Balance on January 1, 2019 5,598,683.42 5,598,683.42
The balance on January 1, 2019
in the current period:
—— shift to 2nd stage
—— shift to 3rd stage
—— back to 2nd stage
—— back to 1st stage
Accrual
Reversal 19,472.74 19,472.74
Conversion
Write off
Other change
Balance on December 31, 2019 5,579,210.68 5,579,210.68
(4)Information about bad debt provision
Change
Opening
Item Proportion Recovery or Write-down Closing balance
balance
reversal amount
Other
5,598,683.42 19,472.74 5,579,210.68
receivables
Total 5,598,683.42 19,472.74 5,579,210.68
(5)No other receivables actually written off in the current period
(6)Top 5 amounts of balances on 31 Dec.2019
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Percentage in
the total other Write-down
Company Character Closing Balance Age
receivables amount
(%)
Transaction
Shenzhen Chinese Gold Nobility
among related 95,076,000.00 80.20 -
Jewelry Co., Ltd.
parties
Transaction
Tianrui (HK) Trading Co., Ltd. among related 20,540,030.49 15.2 -
parties
Guangdong Yuanfeng Trade Transaction
700,000.00 Over 5 years 0.54 700,000.00
Development Co., Ltd.
Shenzhen Zhaotong Investment Transaction Over 5 years
600,000.00 0.46 600,000.00
Co., Ltd.
Guangzhou Nanxiang Transaction Over 5 years
Construction Engineering 500,000.00 0.39 500,000.00
Company
Total —— 117,416,030.49 —— 96.79 1,800,000.00
3. Long-term equity investments
Closing balance Opening balance
Provision Provision
Item
Book balance for Book value Book balance for Book value
impairment impairment
Investment in 104,500,008.2
104,500,008.26 80,158,208.26 - 80,158,208.26
subsidiaries 6
100,600,000.0 100,600,000.0 100,600,000.0
Investment in Associate 100,600,000.00 - -
0 0 0
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total 205,100,008.2 180,758,208.2 180,758,208.2
205,100,008.26 -
6 6 6
(1)Investments in subsidiaries
Closing
Provisio
balance of
Opening Closing n for
Investee Increase Decrease Provision
balance balance impairme
for
nt
impairment
Shenzhen Rieys
Industrial Co., 45,000,000.00 45,000,000.00
Ltd.
Tianrui (HK)
Trading Co., 8.26 8.26
Ltd.
Shenzhen
Chinese Gold
24,500,000.0
Nobility 30,000,000.00 54,500,000.00
0
Jewelry Co.,
Ltd.
Shanghai
Yunpeng
Internet 5,000,000.00 5,000,000.00
Technology Co.,
Ltd
Shenzhen
MaJiaKe Blue
Arrow 158,200.00 158,200.00 -
Technology Co.,
Ltd.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Total 24,500,000.0 205,100,008.2
80,158,208.26 0 158,200.00 6
4. Revenue and cost of sales
Amount for the current period Amount for the prior period
Item
Revenue Cost of sales Revenue Cost of sales
Other activities 400,569.52 131,769.39 1,280,401.28 400,788.60
Total 400,569.52 131,769.39 1,280,401.28 400,788.60
Other description of business income: other business income in the current period is house rental income
XV. Supplementary information
1、Statement of non-recurring gains or losses for the year ended 31 Dec.2019
Item Amount incurred in the Statement
current period Profit and loss from
1. Profit or loss from disposal of non-current
1,031,257.57 disposal of fixed assets
assets, including write-off impairment.
and investment income from
2. Ultra vires approval, or without official disposal of long-term
approval, or occasional tax return or relief; equity investment
3. Government subsidies through current profit
or loss. (Excluding that could be continuously
received in normal operations according to
certain standard amount or quantities, due to
4. Interest from non-financial enterprises
being in accord national policies and
5. Gain from acquiring subsidiaries or other
regulations.
entities with a consideration less than the fair
value of the net assets.
6. Non-monetary transactions profit or loss;
7. Profit or loss from entrusting others to
invest or manage assets;
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
8. Various impairment losses made due to force
majeure, such as natural disasters;
9. Debt restructuring gains and losses;
10. Corporate restructuring costs, such as the
employees arrange expenses, integration costs,
11. Profit or loss over the part of fair value
etc.;
generated by transactions with obviously unfair
trading price;loss generated by subsidiaries
acquired( under the same control before
acquisition)orfrom year beginningcontingencies
combinationtodate; business;
14. Profit or loss from changes in fair values
of financial assets at fair value through profit
or loss, and liabilities at fair value through
profit or loss or from disposals of financial
assets at fair value through profit or loss,
liabilities at fair value through profit or loss
15. Reversal of write-off of receivables through
Excludingimpairment hedging in normal
16. Profit or loss from entrusted loans lend to
operations.
17. entities;
otherProfit or loss generated from changes in fair
value of investment property that using fair
value method for subsequent measurement;
18. According to tax, accountancy law and other
regulations, one-time adjustment on current
profit or loss;Income obtained from commission
operation;non-operating income and expenditure
20. Other
12,964,022.59 -
in addition to the above items;
21. Other profit or loss items meet the
definition of non-recurring gains and losses.
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
Subtotal 13,995,280.16 -
Less: Income tax expense that should be deducted -427.35 -
from aforementioned non-recurring gains and
Net non-recurring gains and losses 13,995,707.51 -
losses
Less: Effects attributable to minority
-7,361.38 -
interests (after tax)
Total 14,003,068.89 -
2. ROE, basic EPS and diluted EPS
Weighted average EPS
Profit of year ended31 Dec.2019
ROE (%) Basic EPS Diluted EPS
Net profit attributable to ordinary
0.59 0.0063 0.0063
shareholders
Net profit attributable to ordinary
-3.60 -0.0377 -0.0377
shareholders after deducting
using the gain or formula:
The above data is calculatednon-recurringfollowing loss
Weighted average return on net asset
Weighted average return on net asset = P0/(E0+NP÷2+Ei×Mi÷M0– Ej×Mj÷M0±Ek×Mk÷M0)
Where: P0 is net profit attributable to ordinary shareholders of the Company or net profit attributable to ordinary shareholders of the Company after deducting
non-recurring gain or loss; E0 is the year beginning equity attributable to ordinary shareholders of the Company; Ei is increased equity attributable to ordinary
shareholders of the Company which arises from new issuance of shares or conversion of debt instruments to stocks in the reporting period; Ej is reduced equity
attributable to ordinary shareholders of the Company due to stock repurchase or cash dividend in the reporting period; M0 is the number of months of the reporting
period; Mi is the number of accumulative months from the next month that equity is increased to the year end of the reporting period; Mj is the number of months
from the next month that equity is decreased to the year end of the reporting period; Ek is the change of equity resulting from other transactions or events
and attributable to ordinary shareholders; Mk is the number of accumulative months from the next month that other change of equity occurs to the year end of
the reporting period.
Basic earnings per share
Basic earnings per share = P0÷S
S= S0+S1+Si×Mi÷M0– Sj×Mj÷M0-Sk
Where: P0 is net profit attributable to ordinary shareholders of the Company or net profit attributable to ordinary shareholders of the Company after deducting
191
Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
non-recurring gain or loss; S is weighted average number of ordinary shares outstanding; S0 is the total number of shares at the beginning of the year; S1 is
the number of increased shares as a result of capitalization of reserves or scrip dividend during the reporting period; Si is the number of increased shares
as a result of new issuance of shares or conversion of debt instruments to stocks during the reporting period; Sj is the number of reduced shares as a result
of stock repurchase; Sk is the number of consolidated shares in the reporting period; M0 is the number of months of the reporting period; Mi is the number of
accumulative months from the next month that the number of shares is increased to the year end of the reporting period; Mj is the number of accumulative months
from the next month that the number of shares is decreased to the year end of the reporting period.
(If the Company have any dilutive potential ordinary shares ,
they should be adjusted respectively and attributable to net profit of reporting period of ordinary shareholders and weighted average common shares outstanding,
and by which calculate the diluted earnings per share)
Diluted earnings per share = P1/(S0+S1+Si×Mi÷M0–Sj×Mj÷M0–Sk+weighted average number of increased ordinary shares arising from warrants, stock options and
convertible debts)
Where: P1 is net profit attributable to ordinary shareholders of the Company or net profit attributable to ordinary shareholders of the Company after deducting
non-recurring gain or loss, and after the consideration of the effects of dilutive potential ordinary shares, make adjustment according to relevant provisions
of “Accounting Standards of Enterprises”.
In calculating the diluted earnings per share, the Company has taken into consideration the effects of all dilutive potential ordinary shares on net profit
attributable to the Company's common shareholders or net profit attributable to the Company's common shareholders after deducting non-recurring profit or loss
as well as weighted average number of shares, until the diluted earnings per share reach the lowest amount.
(1) During period from statement of financial position date to the date approved to issue the financial report, if the occurred stock dividend, reserve capitalization,
share split or share consolidation impact the number of outstanding ordinary shares or potential common shares but without influent the amount of owner's equity,
it should recalculate the earnings per share each comparative period at adjusted number of shares.
(2) If business combination under identical control occurred during the reporting period, and the merging parties issue new shares as the price in the merger
date, when calculate basic earnings per share for the reporting period, such new shares should be treated as outstanding common shares issued at the beginning
of merger (weight average by weight of 1).When calculating of basic earnings per share during the comparison period, such shares should be treated as outstanding
common shares issued at the beginning of comparison period. When calculating the earnings per share after deducting non-recurring profit or loss at the end of
reporting period, the new shares issued by the merging parties on the merger date will be weighted from the month next to the combined date. When calculating
the earnings per share after deducting non-recurring profit or loss during the comparison period, the new shares issued by the merging parties on the merger
date will not be weighted (the weight is 0). For the occurrence of business combination under identical control at the reporting period, and the merging parties
issue new shares as the price in the merger date, when calculating the diluted earnings per share in the reporting period and comparison period, it should be
treated according to the principles on calculation of basic earnings per share。
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Guangdong Jadiete Holdings Group Company Limited Annual Report 2019
(3) In the reporting period, if the company realizes the unlisted companies to list indirectly through share issue to purchase assets or other means and which
composing a reverse purchase, then when calculating earnings per share of the reporting period:
Weighted average number of ordinary shares in reporting period = weighted average number in the month from reporting period beginning to purchase date + weighted
average number from the next month to purchase date to reporting period end
Weighted average number in the month from reporting period beginning to purchase date = weighted average number of purchaser (subsidiary in law) × exchange
ratio in Purchase Agreement × number of cumulative months from year beginning to purchase date ÷ number of months of reporting period
Weighted average number in the next month to purchase date to reporting period end = weighted average number of acquirer (parent company in law) × number of
cumulative months from the next month to purchase date to reporting period end ÷ number of months of reporting period
In the reporting period, if the company realizes the unlisted companies to list indirectly through share issue to purchase assets or other means, then when calculating
earnings per share of the comparison period:/
Weighted average number of common shares in comparison period = Purchaser (subsidiary in law) × exchange ratio in Purchase Agreement
Guangdong Jadiete Holdings Group Company Limited
th
27 Apr. 2020
(stamp)
Note: Prevail the Chinese version of all the above information disclosed.
193