山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Shandong Zhonglu Oceanic Fisheries Co., Ltd.
Annual Report for Year of 2019
March 2020
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section I. Important Notice, Contents and Interpretation
Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shandong Zhonglu Oceanic Fisheries Co., Ltd. (hereinafter
referred to as the Company) hereby confirm that there are no any fictitious
statements, misleading statements, or important omissions carried in this report,
and shall take all responsibilities, individual and/or joint, for the reality,
accuracy and completion of the whole contents.
Lu Lianxing, Principal of the Company, Fu Chuanhai, person in charge of
accounting works and Lei Lixin, person in charge of accounting organ
(accounting principal) hereby confirm that the Financial Report of 2019 Annual
Report is authentic, accurate and complete.
All directors are attended the Board Meeting for report deliberation.
The forward-looking statement set out in the annual report relating to the future
plan of the Company does not constitute the material commitment of the
Company for its investors. Therefore, investors and related stakeholders shall
hold sufficient awareness of the risks and should understand the difference
between plan, expectation and commitment.
Certain risks that may exist in the Company’s business operation and
countermeasures adopted by the Company are disclosed in “IX. Outlook of
future development” in the Section IV. “Discussion and Analysis on Operation”,
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
which shall be brought to attention of investors.
This report has been prepared in Chinese and English version respectively. In
the event of difference in interpretation between the two versions, Chinese
report shall prevail.
The Company has no plans of cash dividend distributed, no bonus shares and
has no share converted from capital reserve either
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Contents
Section I Important Notice, Contents and Interpretation .......................................................... 2
Section II Company Profile and Main Financial Indexes .......................................................... 6
Section III Summary of Company Business ............................................................................. 11
Section IV Discussion and Analysis of Operation ...................................................................... 16
Section V Important Events ...................................................................................................... 33
Section VI Changes in shares and particular about shareholders............................................. 45
Section VII Preferred Stock…………………………………………………… ............................52
Section VIII Convertible Bond……………………………………………....................................53
Section IX Particulars about Directors, Supervisors,Senior Executives and Employees ......... 54
Section X Corporate Governance ............................................................................................... 63
Section XI Corporate Bond ........................................................................................................ 71
Section XII Financial Report ...................................................................................................... 72
Section XIII Documents available for reference ........................................................................ 73
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Interpretation
Items Refers to Contents
The Company, Company or ZLYY Refers to Shandong Zhonglu Oceanic Fisheries Co., Ltd.
Shandong State-owned Assets Investment Holding Company
Shandong State-owned Assets Investment Refers to
Limited
State-owned Assets Supervision and Administration
SASACP Refers to
Commission of Shandong Provincial Government
CSRC Refers to China Securities Regulatory Commission
The report Refers to Annual Report for 2019 compiled by the Company
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section II. Company Profile and Main Financial Indexes
I. Company information
Short form of the stock Zhonglu-B Stock code 200992
Stock exchange for listing Shenzhen Stock Exchange
Name of the Company (in
山东省中鲁远洋渔业股份有限公司
Chinese)
Short form of the Company
中鲁远洋
(in Chinese)
Foreign name of the
Shandong Zhonglu Oceanic Fisheries Company Limited
Company (if applicable)
Short form of foreign name
of the Company (if ZLYY
applicable)
Legal representative Lu Lianxing
Registrations add. No. 29 Miaoling Rd. Laoshan District, Qingdao, Shandong
Code for registrations add 266061
Offices add. No. 65 Haier Rd., Laoshan District, Qingdao, Shandong
Codes for office add. 266061
Company website http://www.zofco.cn/
Email zl000992@163.com
II. Person/Way to contact
Secretary of the Board Rep. of security affairs
Name Li Ming Li Ying
No. 65 Haier Rd., Laoshan District, No. 65 Haier Rd., Laoshan District,
Contacts add.
Qingdao, Shandong Qingdao, Shandong
Tel. 0532-55717968 0532-55715968
Fax. 0532-55719258 0532-55719258
Email zl000992@163.com zl000992@163.com
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
III. Information disclosure and preparation place
In China: China Securities Journal; overseas: Hong Kong Commercial
Newspaper appointed for information disclosure
Daily
Website for annual report publish appointed by
http://www.cninfo.com.cn
CSRC
Preparation place for annual report Office of the Board, Shenzhen Stock Exchange
IV. Registration changes of the Company
Organization code 91370000863043102Y
Changes of main business since listing
No change.
(if applicable)
Previous changes for controlling
No change.
shareholders (if applicable)
V. Other relevant information
CPA engaged by the Company
Name of CPA WUYIGE Certified Public Accountants LLP
Offices add. for CPA 15/F College International Building, No.1 Zhichun Rd., Haidian District, Beijing
Signing Accountants Zhong Benqing, Zhang Lifa
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable √ Not applicable
VI. Main accounting data and financial indexes
Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting
error correction or not
□Yes √ No
Changes over last
2019 2018 2017
year
Operating income (RMB) 1,128,951,902.68 1,023,348,055.53 10.32% 924,116,785.80
Net profit attributable to
shareholders of the listed 82,311,630.23 90,281,584.29 -8.83% 91,517,485.28
company (RMB)
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Net profit attributable to
shareholders of the listed
company after deducting 80,410,900.02 88,188,293.14 -8.82% 85,499,842.39
non-recurring gains and losses
(RMB)
Net cash flow arising from
110,296,542.67 69,635,895.65 58.39% 63,205,894.49
operating activities (RMB)
Basic earnings per share
0.31 0.34 -8.82% 0.34
(RMB/Share)
Diluted earnings per share
0.31 0.34 -8.82% 0.34
(RMB/Share)
Weighted average ROE 9.74% 12.06% -2.32% 13.79%
Changes over end of
Year-end of 2019 Year-end of 2018 Year-end of 2017
last year
Total assets (RMB) 1,288,526,843.80 1,213,282,583.68 6.20% 1,065,483,763.80
Net assets attributable to
shareholder of listed company 887,201,969.69 803,507,440.24 10.42% 703,769,793.95
(RMB)
VII. Difference of the accounting data under accounting rules in and out of China
1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.
2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)
□ Applicable √ Not applicable
The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.
VIII. Quarterly main financial index
In RMB
Q1 Q2 Q3 Q4
Operating income 255,046,260.12 260,422,399.02 320,310,591.10 293,172,652.44
Net profit attributable to
shareholders of the listed 5,889,311.73 22,530,782.47 39,690,937.43 14,200,598.60
company
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Net profit attributable to
shareholders of the listed
5,698,263.62 22,314,136.84 39,369,970.16 13,028,529.40
company after deducting
non-recurring gains and losses
Net cash flow arising from
8,105,851.14 -12,346,698.44 79,603,826.29 34,933,563.68
operating activities
Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial
index disclosed in the company’s quarterly report and semi-annual report
□Yes √ No
IX. Items and amounts of extraordinary profit (gains)/loss
√Applicable □Not applicable
In RMB
Item 2019 2018 2017 Note
Gains/losses from the disposal of
non-current asset (including the write-off -144,859.41 422,100.74
that accrued for impairment of assets)
Governmental subsidy reckoned into
current gains/losses (not including the
subsidy enjoyed in quota or ration 2,704,851.78 3,508,705.48 6,401,185.48
according to national standards, which are
closely relevant to enterprise’s business)
Other non-operating income and
expenditure except for the aforementioned -22,546.48 -348,549.52 -83,259.70
items
Less: Impact on income tax 229,456.99 87,540.62 197,626.19
Impact on minority shareholder’s
552,118.10 834,464.78 524,757.44
equity (after-tax)
Total 1,900,730.21 2,093,291.15 6,017,642.89 --
Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies
Offering Their Securities to the Public --- Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to
the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their
Securities to the Public --- Extraordinary Profit/loss, explain reasons
√Applicable □Not applicable
Item Amount (RMB) Reason
Subsidy for exploitation and
The subsidy enjoyed in quota or ration according to national
utilization of international 20,504,756.24
standards, which are closely relevant to enterprise’s business
fishery resources
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section III. Summary of Company Business
I. Main businesses of the company in the reporting period
The Company is a comprehensive fishery enterprise integrated with ocean-going fishing, ocean refrigerated
transport, and refrigeration, processing and trading of aquatic products, its main businesses involve all major
aspects of the industry chain.
(i) Business introduction
During the reporting period, the company’s main business didn’t make any change. Ocean fishing has still been
the main line while refrigerated transport and refrigeration processing trade were the two wings, and they
supported each other and promoted each other, the industrial chain was relatively complete.
1. Pelagic fishing
During the reporting period, the Company has owned a total of 23 vessels for ocean-going fishing, including 7
large-scale tuna seiners (units), 14 large ultra-low temperature tuna long liners, and 2 medium-sized trawlers, which
have been respectively working in Indian Ocean and the Garner in Atlantic Ocean.① In the long-lining operation,
the main operating area has been in the Indian Ocean, the company actively carried out international fishery
cooperation and timely changed fisheries through scientific dispatch, which brought more abundant fishing
species, and the yield and benefits have increased, especially the high-value fish output increased by 157. %. The
newly constructed tuna longliner “Tai Xiang 11” was put into use in July 2019, its operation has been in good
condition, and the investment effect has begun to show up. ②In terms of the purse seine fishing, the main
operating area was in the Atlantic Ocean. According to the industrial environment and development situation, in
the past two years, the company has successfully set up a fleet of 7 (group) large tuna seiners in the Atlantic
Ocean, this year, all 7 large tuna seiners have been put into production, the production status has been good, and
the total catch has increased significantly compared with the previous year. ③The output and yield from Ghana
trawling project have achieved a growth from a year earlier while insufficient in profitability overall. The main
obstacles to the development of the project including narrow fishing ground, the reduction of trawl species
resources and aging of the vessels.
2. Refrigerated transport
in reporting period, the refrigerated transport ship of the Company is engaged in the international operation and
services, and has access to major ports around the world, suitable for ocean transportation of aquatic products,
meat, poultry, vegetables and fruits, and for the tuna transport business as well. Multiple measures are taken in
order to complete the economic indicators for the whole year: ①Continuously improved the company’s SMS
system work and strengthened the standardized management of enterprises. ②Kept a foothold on the Asia-Pacific
special refrigerated freight market, strive to increase the market share, strictly controlled the cost accounting,
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
strengthened the ship equipment maintenance, ensured the sailing rate, and promoted the rental income
maximization. ③ Paid close attention to exchange rate trends and settled exchanges in a timely manner to
minimize exchange rate risks. This year, a new advanced refrigerated transport ship “Xin Mao Chang” with a high
degree of automation and a polar sailing certificate was newly purchased, and the ship has been put into operation
in October, and the investment effect is obvious.
3. Refrigeration processing trade
During the reporting period, the overall depression in the tuna processing industry, the sluggish market prices of
the finished products, the sharp increase in inventory, plus the Sino-US trade frictions, the sluggish sashimi tuna
market in Japan, and other negative factors caused difficulties in operating the refrigerated processing trade, and
the profitability has weakened. Facing the harsh market environment, the company carefully studied the situation,
closely followed market changes, innovated business ideas and innovative management methods, and adopted a
series of measures: ① Gave full play to the distribution center of China’s tuna trading center and the deep
processing and cold chain logistics base of deep-sea fishing products in Shandong Province, increased the efforts
of self-fishing return purchase and deep processing, and formed a processing industrial chain centered on Zhonglu
food, which had far-reaching significance for making the refined and strong tuna industry chain. ② Paid attention
to improving the mechanization and automation level of processing, accelerated the conversion of new and old
kinetic energy, promoted the research and development of the “Five Fast” project, strive to achieve the production
and processing 4.0, and ensured the smooth operation of production and operation.③ Increased market
development efforts, focused on cultivating new models of tuna storage, and actively expanded international and
domestic trade. ④ Expanded sales business, digested inventory, speed up the turnover of goods, rationally
arranged funds and optimized financing structure, and increased the turnover and utilization rate of inventory and
funds.
(ii) The development stage and the cyclical characteristics of the industry and the company’s position in industry
1. The development stage of the industry
China’s offshore fishing industry has made great progress through several generations of efforts and more than 30
years of development since 1985. In recent years, with the implementation of the national marine strategy,
offshore fishing has become an important part of the ocean, the number of vessels has been increasing and the
scale of production has been expanding, which not only promoted the international economic and technological
cooperation but also enriched the domestic market supply. The new and old kinetic energy conversion being
implemented and the high-quality development requirements continuously optimized and upgraded the industrial
structure, and the marketization and internationalization have been constantly improving. China’s offshore fishing
industry is in a stage of becoming stronger and stronger. Generally speaking, the “Thirteenth Five-Year Plan” is a
key transition period for the development of China’s offshore fisheries, and it is also an important opportunity
period for the development of a powerful country in fishing industry.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
2. Industry characteristics and the industry position of the company
Offshore fishing production is cyclical, regional and seasonal. Therefore, it is particularly important to catch the
fishing season and timely and rationally dispatch the fisheries. In order to protect resources, various fishery
resource countries and fishery organizations have formulated strict protection measures and fishing-ban policies,
industry standards have been gradually raised, and the requirements to management level, production technology,
self-discipline and performance capacity of companies engaged in offshore fishing have become higher. In the
long run, it is beneficial to the sustainable development of offshore fishing, but in the short term, it will increase
the production costs. Our company develops offshore fisheries very early in China, and we have the front-rank
talent quality, technical strength, management ability, and equipment level. In recent years, the asset scale and
profitability have been increasing steadily.
II. Major changes in main assets
1. Major changes in main assets
Major assets Note of major changes
Equity assets No major change.
Increased 36.83 million Yuan over that of last period: the newly-built long line boat
Fixed assets “Taixiang 11” was transfer to fixed assets from construction in progress, and the
transportation vessel “Xin Mao Chang” purchased has been put into operation.
Intangible assets No major change.
Decreased 11.07 million Yuan over that of last period, the newly-built long line boat
Construction in progress
“Taixiang 11” was transfer to fixed assets
2. Main overseas assets
√Applicable □Not applicable
Ratio of
Control the Whether
measures overseas has major
Assets Operating Earnings
Content Reasons Location to ensure assets in impairment
scale mode status
the safety net assets risks or not
of assets of the (Y/N)
Company
HABITAT Wholly-ow
INTERNA ned Ship and
266,679,21 Independen 26,269,923
TI ONAL subsidiary Panama personnel 25.52% N
4.45 t operation .39
CORPORA established insurance
TI ON aboard
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
A
professiona
ZHONG l
Wholly-ow
GHA manageme
ned The
FOODS 177,203,97 Independen nt team, -6,457,868.
subsidiary Republic of 16.96% N
COMPAN 3.88 t operation ship and 85
established Ghana
Y personnel
aboard
LIMITED insurance
overseas
posting
III. Core competitiveness analysis
The Company is an outgoing comprehensive oceanic fishery enterprise, established in July 1999 with the approval
from People’s Government of Shandong province. We have completed industry chain and we are the leading
enterprise of oceanic fishery for the Shandong Province.
As a comprehensive fishery enterprise, the company's core competitiveness is mainly reflected in the following
aspects:① over the 20-year development, the Company is a comprehensive fishery enterprise integrating pelagic
fishing, refrigerated transport, and refrigeration and processing and trading of aquatic products, its main business
involves all key links of industry chain, and the businesses among all operating entities are highly related, possess
the conditions for overall collaborative operation, and provides guarantee for strengthening and extending the
industrial chain strategy; ② as one of the enterprises engaged in deep-sea fishing business at the earliest in China,
the company starts the production and operation early with high starting point, and high-quality talents and assets.
After many years of professional management, the company has accumulated a large number of professional talents
covering all fields of deep-sea fishing. ③the distant fishery, we mainly operates, is the parts of “going out”
strategy and maritime strategy of the country, and also it is the part of Blue Economic Zone Plans in Shandong
Province. The distant fishery still has a development opportunity in way of depth adjustment. The 14 tuna fishing
boats produced in the Indian Ocean had a significant increase in output through the scientific dispatch of changing
fisheries in a timely manner, which made a greater contribution to the company’s completion of the business plan.
The company seized the great opportunity of implementing new and old kinetic energy conversion in Shandong
Province, during the reporting period, the newly constructed tuna longliner “Tai Xiang 11” was put into use in
July 2019, its operation has been in good condition, and the investment effect has begun to show up. The Atlantic
tuna seine project has been on the right track after two years of exploration and practice, under the strict protection
of the WCPFC in the Central and Western Pacific and the ICCAT organization in the Atlantic, the company’s tuna
seine business can develop steadily.④ Ocean shipping is an important part of the company’s main business, the
existing refrigerated transport fleet is at an advanced level in the country in terms of the number of ships, gross
tonnage or profitability. During the reporting period, a new advanced refrigerated transport ship “Xin Mao Chang”
with a high degree of automation and a polar sailing certificate was newly purchased, and the ship has been put
into operation in October, 2019, and the investment effect is obvious. The purchase of transport ships not only
increased the fleet size, but also increased the proportion of younger transport ships and increased their
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
competitiveness in the ocean transportation market. ⑤With the country’s largest ultra-low temperature cold
storage and raw food processing plant, China’s Tuna Trading Center and the newly-built tuna electronic trading
platform system have strengthened the company’s advantages in tuna processing and trading capabilities, the
30,000-ton ultra-low temperature & variable temperature cold storage and supporting facilities of Zhonglu
Refrigerated Logistics Center has pioneered a number of new technologies and is operating well. ⑥The
Company’s pelagic fishing production area is in the Atlantic Ocean and the Indian Ocean, our refrigerated
transport has reached most of the world’s major ports, and the import and export trade spread all over the world.
With the implementation of the “One Belt and One Road” strategy, countries along the road strengthen the
bilateral mutual trust and have closer cooperation. With a series of development planning issued by the country
and governments at all levels, our company faces new development opportunities.
The Company will make good use of these strategic resources, creating innovative, keeping forge ahead and
moving forward, and participated in the construction of new-aged energy transform actively, accelerate the
strategic transformation, and vigorously implement the industrial chain extension projects to upgrade the influence
and competitive power in deep-sea fishing market in and out of China.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section IV Discussion and Analysis on Operation
I. Introduction
In 2019, the company adhered to strategy-oriented, profit-centric, market-oriented, and continued to lead
high-quality development of enterprise with high-quality party building, tapped potentials and increased efficiency
through refined management, grasped production and operation, enterprise management, and safety risks, sought
continuous improvement in the quality of business management, practically ensured the healthy and sustainable
development of the enterprise, and fulfilled the various tasks and goals set at the beginning of the year.
(i) Review of the company’s operations during the reporting period
1.Pelagic fishing: For the tuna seine fishing business, the company’s 7 groups of tuna seiners in this period have
been in good condition and the fishing output has reached the expected target. Through scientific management and
application of advanced technology equipment such as remote monitoring of electric buoys and artificial nets, at
present, the output of ships is at the leading level in the Atlantic fishing area. The tuna longline fishing business
strive to overcome the unsatisfactory situations of Japanese tuna market saturation, oversupply of international
fish supply and continued falling prices, grasped the main business, took party building as the guide, focused on
production and fishing, took safety as guarantee, took innovation and efficiency as targets, and took the road of
sustainable development, the construction project of “Tai Xiang 11” was successfully completed and put into
production, which opened a new fishing ground for tuna long-lining, the fishing output is good and has broken the
historical peak. During the reporting period, the pelagic fishing sector achieved an operating income of 481.29
million Yuan with 23.93% up on a y-o-y basis; the total profit counted as 81.87 million Yuan, a 42.38% growth
from a year earlier.
2.Refrigerated transport: Continued to implement standardized management, strengthened innovative
development models, intensified team building, enhanced the vitality of enterprise development, strengthened
cultural construction, enhanced the soft power of enterprise development, paid close attention to safe production
and operation, strengthened ship management, and improved the sailing rate of ships to ensure the ship operating
rate. A new transport ship “Xin Mao Chang” was purchased and put into production and operation smoothly in the
second half of the year, which accelerated the company’s transformation and upgrading and provided momentum
for sustainable and high-quality development. During the reporting period, achieved an operating income of
101.34 million Yuan with 8.19% up on a y-o-y basis; the total profit counted as 32.49 million Yuan, a 4.54%
growth from a year earlier.
3.Cold storage processing trade: Under the multiple pressures of the weak domestic and foreign tuna markets,
falling prices, and destocking to prevent risks, the company took “upgrade, update, destocking, and risk reduction”
as management theme, and fully implemented “addition, subtraction, multiplication, and division” methods,
cultivated new growth points, worked together to destock, built network sales platforms, and improved product
returns. During the reporting period, achieved an operating income of 672.61 million Yuan with 6.05% up on a
y-o-y basis; the total profit counted as 7.51 million Yuan, a 71.27% declined from a year earlier.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
(ii) General operation
In reporting period, the Company achieved operating income of 1128.95 million Yuan, increased 10.32%
compared last year’s 1023.35 million Yuan; total profit achieved 101.69 million Yuan, increased 0.18% compared
last year’s 101.51 million Yuan; net profit attributable to parent company amounted as 82.31 million Yuan,
decreased 8.83% compared last year’s 90.28 million Yuan. Total assets amounted as 1288.53 million Yuan with
6.20% growth compared balance at period-begin.
II. Main business analysis
1. Introduction
See “I. Introduction” in “Discussion and Analysis of Business”.
2. Income and cost
(1) Constitute of operating income
In RMB
2019 2018
Increase/decrease
Ratio in operating Ratio in operating
Amount Amount y-o-y
income income
Total operating
1,128,951,902.68 100% 1,023,348,055.53 100% 10.32%
income
According to industries
Pelagic fishing 478,523,402.07 42.39% 388,368,733.12 37.95% 23.21%
Vessel leasing 101,340,331.62 8.98% 93,665,444.15 9.15% 8.19%
Cold storage
672,613,037.45 59.58% 634,264,534.60 61.98% 6.05%
processing trade
Other 5,513,946.97 0.49% 4,619,916.39 0.45% 19.35%
Internal
-129,038,815.43 -11.43% -97,570,572.73 -9.53% -32.25%
transaction offset
According to products
Pelagic fishing 478,523,402.07 42.39% 388,368,733.12 37.95% 23.21%
Vessel leasing 101,340,331.62 8.98% 93,665,444.15 9.15% 8.19%
Cold storage
672,613,037.45 59.58% 634,264,534.60 61.98% 6.05%
processing trade
Other 5,513,946.97 0.49% 4,619,916.39 0.45% 19.35%
Internal
-129,038,815.43 -11.43% -97,570,572.73 -9.53% -32.25%
transaction offset
According to region
Japan 198,601,950.39 17.59% 241,334,986.00 23.58% -17.71%
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Mainland China 347,712,087.60 30.80% 452,086,114.82 44.18% -23.09%
Taiwan China 111,626,402.87 9.89% 133,574,439.78 13.05% -16.43%
Ghana 214,190,805.60 18.97% 112,277,423.59 10.97% 90.77%
Russia 109,321,611.00 9.68% 0.00 0.00%
Other 276,537,860.65 24.50% 181,645,664.07 17.75% 52.24%
Internal
-129,038,815.43 -11.43% -97,570,572.73 -9.53% -32.25%
transaction offset
(2) About the industries, products, or regions accounting for over 10% of the company’s operating income
or operating profit
√Applicable □Not applicable
In RMB
Increase/decrea
Increase/decrea Increase/decrea
Operating Gross profit se of gross
Operating cost se of operating se of operating
income ratio profit ratio
income y-o-y cost y-o-y
y-o-y
According to industries
Pelagic fishing 478,523,402.07 375,102,964.63 21.61% 23.21% 18.56% 3.07%
Vessel leasing 101,340,331.62 63,289,589.21 37.55% 8.19% 5.76% 1.44%
Cold storage
processing 672,613,037.45 637,242,915.37 5.26% 6.05% 11.65% -4.52%
trade
According to products
Pelagic fishing 478,523,402.07 375,102,964.63 21.61% 23.21% 18.56% 3.07%
Vessel leasing 101,340,331.62 63,289,589.21 37.55% 8.19% 5.76% 1.44%
Cold storage
processing 672,613,037.45 637,242,915.37 5.26% 6.05% 11.65% -4.52%
trade
According to region
Japan 198,601,950.39 188,508,363.78 5.08% -17.71% -14.31% -3.77%
Mainland
347,712,087.60 286,422,780.03 17.63% -23.09% -5.62% -15.24%
China
Ghana 214,190,805.60 160,131,541.94 25.24% 90.77% 84.05% 2.73%
Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on
latest one year’s scope of period-end
□ Applicable √ Not applicable
(3) Whether income from physical sales larger than income from labors or not
√ Yes □ No
17
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Increase/decrease
Industries Item Unit 2019 2018
y-o-y
Sales volume Ton 47,515 35,477 33.93%
Pelagic fishing Production Ton 47,016 37,676 24.79%
Inventory Ton 8,208 8,707 -5.73%
Sales volume Ton 16,946 15,005 12.94%
Cold storage
Production Ton 18,017 16,296 10.56%
processing trade
Inventory Ton 7,175 6,104 17.55%
Reasons for y-o-y relevant data with over 30% changes
√Applicable □Not applicable
The sales volume of pelagic fishing and its reprocessing business segment has a year-on-year growth of 33.93%,
mainly due to the company’s Atlantic tuna purse seine project, there was a total of 5 seiners for production
operations, the situation of last year was that 3 of the purse seiners had only been put into operation in the second
half year, while all 5 purse seiners were put into operation throughout the year, so the catching amount had a
year-on-year increase, and the sales volume has also expanded while the output was increasing.
(4) Fulfillment of the company’s signed significant sales contracts up to this reporting period
□ Applicable √ Not applicable
(5) Constitute of operation cost
Industry classification
Industry classification
In RMB
2019 2018
Industry
Item Ratio in Ratio in Y-o-y changes
classification Amount Amount
operation cost operation cost
Access fishing
Pelagic fishing 10,037,813.25 2.68% 8,617,553.88 2.85% 16.48%
fee
Pelagic fishing Raw material 72,206,003.43 19.25% 64,966,219.00 21.47% 11.14%
Pelagic fishing Fuels & energy 109,142,256.09 29.10% 88,418,316.09 29.22% 23.44%
Staff
Pelagic fishing 66,466,419.62 17.72% 52,487,046.67 17.34% 26.63%
remuneration
Depreciation
Pelagic fishing 22,399,789.47 5.97% 20,157,424.00 6.66% 11.12%
cost
Pelagic fishing Other 94,850,682.77 25.29% 67,961,988.77 22.46% 39.56%
Pelagic fishing Total 375,102,964.63 100.00% 302,608,548.41 100.00% 23.96%
Staff
Vessel leasing 29,457,051.44 46.54% 29,167,882.68 48.74% 0.99%
remuneration
18
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Depreciation
Vessel leasing 8,775,909.12 13.87% 8,377,195.44 14.00% 4.76%
cost
Vessel leasing Material 8,050,760.28 12.72% 9,352,011.56 15.63% -13.91%
Vessel leasing Inspection fee 1,287,716.75 2.03% 1,192,370.32 1.99% 8.00%
Vessel leasing Premium 3,798,182.23 6.00% 3,671,825.78 6.14% 3.44%
Vessel leasing Fuel 3,240,296.83 5.12% 3,601,210.69 6.02% -10.02%
Vessel leasing Repair charge 4,701,442.89 7.43% 1,573,403.40 2.63% 198.81%
Vessel leasing Other 3,978,229.67 6.29% 2,909,368.35 4.86% 36.74%
Vessel leasing Total 63,289,589.21 100.00% 59,845,268.22 100.00% 5.76%
Cold storage
Direct raw
processing 558,989,485.36 87.72% 508,829,218.65 87.05% 9.86%
material
trade
Cold storage
processing Wrappage 13,636,998.39 2.14% 13,384,558.98 2.29% 1.89%
trade
Cold storage
processing Labor salary 25,171,095.16 3.95% 23,588,816.16 4.04% 6.71%
trade
Cold storage
processing Depreciation 5,161,667.61 0.81% 5,494,660.73 0.94% -6.06%
trade
Cold storage
processing Other 34,283,668.85 5.38% 33,199,410.57 5.68% 3.27%
trade
Cold storage
processing Total 637,242,915.37 100.00% 584,496,665.09 100.00% 9.02%
trade
Other Labor charges 57,724.00 3.12% 66,411.16 3.85% -13.08%
Out-of-pocket
Other 12,278.00 0.66% 7,902.40 0.46% 55.37%
expenses
Depreciation
Other 1,297,518.66 70.06% 1,229,856.24 71.32% 5.50%
cost
Other Electricity 178,124.87 9.62% 175,954.82 10.20% 1.23%
Other Repair charge 83,974.41 4.53% 52,557.00 3.05% 59.78%
Other Heating fee 222,489.07 12.01% 191,648.17 11.11% 16.09%
Other Total 1,852,109.01 100.00% 1,724,329.79 100.00% 7.41%
19
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Internal
-129,038,815.4
transaction -97,570,572.73 -32.25%
3
offset
Note
(6) Whether the changes in the scope of consolidation in Reporting Period
□ Yes √ No
(7) Major changes or adjustment in business, product or service of the Company in Reporting Period
□ Applicable √ Not applicable
(8) Major sales and main suppliers
Major sales of the Company
Total top five clients in sales (RMB) 369,819,764.94
Proportion in total annual sales volume for top five
32.76%
clients
Ratio of related parties in annual total sales among the
0.00%
top five clients
Information of top five clients of the Company
Serial Name Sales (RMB) Proportion in total annual sales
1 F.C.F Fishery Co., Ltd. 101,294,857.68 8.97%
2 Liantai Seafood International Co., Ltd. 86,536,140.59 7.67%
3 AFKO FISHERIES CO LTD 69,079,306.80 6.12%
4 NOTOS ＆ COMPANY LIMITED 62,806,682.32 5.56%
5 F.C.F FISHERY CO., LTD. 50,102,777.55 4.44%
Total -- 369,819,764.94 32.76%
Other situation of main clients
□ Applicable √ Not applicable
Main suppliers of the Company
Total purchase amount from top five suppliers (RMB) 318,808,768.00
Proportion in total annual purchase amount for top five
39.73%
suppliers
Ratio of related parties in annual total sales among the
0.00%
top five suppliers
Information of top five suppliers of the Company
Serial Name Purchases (RMB) Proportion in total annual purchase
1 Yantai Jingyuan Fishery Co., Ltd 176,082,549.42 21.94%
2 CNFC Overseas Fishery Co., Ltd. 46,366,836.50 5.78%
3 BOSHUN LOGISTICS LIMITED 36,616,286.29 4.56%
4 Shenzhen South Fishery Co., Ltd. 34,609,879.38 4.31%
20
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Haishun International Trade Private Co.,
5 25,133,216.41 3.13%
Ltd.
Total -- 318,808,768.00 39.73%
Other notes of main suppliers of the Company
□ Applicable √ Not applicable
3. Expense
In RMB
2019 2018 Y-o-y changes Note for major changes
Sales expense 24,928,000.04 35,257,027.14 -29.30%
Management expense 63,613,565.72 61,300,717.66 3.77%
Exchange earnings declined in the
Financial expense 4,648,252.61 -4,287,046.06 208.43%
year
Technical consultancy fee for
R& D expense 274,338.75
by-product development of tuna
4. R&D investment
√Applicable □Not applicable
The subsidiary cooperated with Qilu University of Technology to carry out relevant research on by-products of
tuna processing. Both parties conducted research and development of biotechnology full utilization around the
existing tuna processing by-products and other fish processing by-products. Both parties jointly carried out the
comprehensive utilization, research and development and production of tuna skins, fish heads, fish bones, and
blood by-products, which would promote the company’s deep processing and product diversified development.
Information of R&D investment
2019 2018 Ratio for changes
Number of R&D personnel
6 0
(person)
Proportion of R&D personnel 1.26% 0.00%
Investment for R&D (RMB) 274,338.75 0.00
R&D investment/Operating
0.02% 0.00%
income
Capitalization of R&D
0.00 0.00
investment (RMB)
Capitalization of R&D
0.00% 0.00%
investment/R&D investment
Reasons for significant changes in the proportion of total R&D investment in operating income from the previous year
□ Applicable √ Not applicable
Reasons and rationality of the major changes of the capitalization rate of R&D investment
□ Applicable √ Not applicable
21
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
5. Cash flow
In RMB
Item 2019 2018 Y-o-y changes
Subtotal of cash in-flow from
1,220,866,901.47 1,102,317,738.61 10.75%
operation activity
Subtotal of cash out-flow
1,110,570,358.80 1,032,681,842.96 7.54%
from operation activity
Net cash flow from operation
110,296,542.67 69,635,895.65 58.39%
activity
Subtotal of cash in-flow from
8,235.37 66,101.40 -87.54%
investment activity
Subtotal of cash out-flow
75,638,420.93 38,645,395.27 95.72%
from investment activity
Net cash flow from
-75,630,185.56 -38,579,293.87 -96.04%
investment activity
Subtotal of cash in-flow from
112,412,418.06 224,663,840.58 -49.96%
financing activity
Subtotal of cash out-flow
144,401,790.32 227,808,394.38 -36.61%
from financing activity
Net cash flow from financing
-31,989,372.26 -3,144,553.80 -917.29%
activity
Net increased amount of cash
1,836,513.24 35,699,773.66 -94.86%
and cash equivalent
Main factors of related data’s significant changes on a year-on-year basis
√Applicable □Not applicable
(1) The net cash flow from operating activities increased compared with the same period of last year, mainly due
to the increase in cash received from sales of goods and services.
(2) The increase in net cash flow from investing activities compared with the same period of last year was mainly
due to the purchase of new ocean going carrier in the period.
(3) The main reason for the decrease in net cash flow from financing activities compared with the same period of
last year was that the current repayment of bank loans is greater than the amount of new bank loans in the period.
The reasons for the significant difference between the net cash flow from the company's operating activities and the net profit of
current year during the reporting period
√ Applicable □ Not applicable
(1) Asset impairment loss, depreciation and amortization of fixed assets and intangible assets, amortization of
long-term deferred expenses and financial expenses affect the net profits but not affect the operating cash flow
22
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
project 61.23 million Yuan, which makes the net profit is 61.23 million Yuan less than the operating cash flow;
(2) The inventory balance of 2019 has increased by 49.78 million Yuan compared with the inventory balance of
2018, resulting in a decrease of operating cash flow of 49.78 million Yuan;
(3) The operating account receivable / payable have less impact in 2019; the above caused the differences between
net profit and operating cash flow.
III. Analysis of the non-main business
√Applicable □Not applicable
In RMB
Amount Ratio in total profit Note Whether be sustainable
Accrual the inventory
Asset impairment 4,630,333.82 4.55% falling price reserves of Without sustainability
4.63 million Yuan
Non-operating
336,071.70 0.33% Insurance indemnity etc. Without sustainability
income
Non-operating Donating and assets
358,618.18 0.35% Without sustainability
expense retirement loss etc.
IV. Assets and liability
1. Major changes of assets composition
In RMB
Year-end of 2019 Year-begin of 2019
Ratio
Ratio in Ratio in Notes of major changes
Amount Amount changes
total assets total assets
186,011,644. 183,453,073.
Monetary fund 14.44% 15.12% -0.68%
29 56
Account 70,003,394.3 63,961,900.0
5.43% 5.27% 0.16%
receivable 0 0
375,744,116. 330,591,120.
Inventory 29.16% 27.25% 1.91%
36 00
Investment real 32,761,086.1 30,464,518.8
2.54% 2.51% 0.03%
estate 1 9
551,167,599. 514,332,752.
Fixed assets 42.78% 42.39% 0.39%
49 28
Construction in 11,073,476.3
0.91% -0.91%
progress 7
23
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Short-term 51,662,365.0 78,598,128.3
4.01% 6.48% -2.47%
borrowing 0 8
2. Assets and liability measure by fair value
□ Applicable √ Not applicable
3. Assets right restriction till end of reporting period
Item Ending book value Limited cause
Monetary fund 1,408,005.57 L/C guarantee deposit
Fixed assets 31,604,235.43 Loan mortgage
Intangible assets 5,506,720.75 Loan mortgage
Total 38,518,961.75 --
V. Investment
1. Overall situation
√Applicable □Not applicable
Amount invested (RMB) Last period’s amount (RMB) Changes
52,298,500.00 39,073,500.00 33.85%
2. The major equity investment obtained in Reporting Period
□ Applicable √ Not applicable
3. The major non-equity investment in Reporting Period
√Applicable □Not applicable
In RMB
Reaso
Earnin
Wheth Amou ns of
gs Disclo
er it is Amou nt fails to Disclo
Invest Estima achiev sure
Invest a fixed nt actual Capital the sure
ment Progre ted ed index
Project ment assets input investe resour estimat date (if
industr ss earnin ended (if
way invest in the d up to ces ed applica
y gs as applica
ment period period- earnin ble)
period- ble)
(Y/N) end gs and
end
plans
24
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Till
end of
the
period,
the
produc
tion
Built time is
the short,
long and
Pelagi 18,044
line Self-b 6,971, Own 100.00 1,290, there
Y c ,500.0 0.00
boat of uilt 000.00 funds % 000.00 is no
fishing 0
“Taixi full
ang load
11” and no
sales
are
realize
d since
the
operati
on
Purcha
sed the
“Xin
Refrig
Mao 45,327 45,327 Not
Acquis erated Own 100.00 1,000, 1,001,
Chang Y ,500.0 ,500.0 applica
ition transp funds % 000.00 056.01
” 0 0 ble
ort
transp
ort
vessel
52,298 63,372
2,290, 1,001,
Total -- -- -- ,500.0 ,000.0 -- -- -- -- --
000.00 056.01
0 0
4. Financial assets investment
(1) Securities investment
□ Applicable √ Not applicable
The company had no securities investment in the reporting period.
(2) Derivative investment
□ Applicable √ Not applicable
The company had no derivative investment in the reporting period.
5. Application of raised proceeds
□ Applicable √ Not applicable
25
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
The company had no application of raised proceeds in the reporting period.
VI. Sales of major assets and equity
1. Sales of major assets
□ Applicable √ Not applicable
The Company had no sales of major assets in the reporting period.
2. Sales of major equity
□ Applicable √ Not applicable
VII. Analysis of main holding company and stock-jointly companies
√Applicable □Not applicable
Particular about main subsidiaries and stock-jointly companies net profit over 10%
In RMB
Company Main Register Total Operating Operating
Type Net Assets Net profit
name business capital assets income profit
Shandong
Zhonglu
Haiyan Pelagic 221,617,34 498,429,63 385,666,11 305,764,05 40,043,662 40,202,477
Subsidiary
Oceanic fishing 9.00 6.00 3.21 1.82 .62 .37
Fishery
Co., Ltd.
Shandong
Zhonglu
Refrigerate 22,505,600 35,676,260 14,814,194 34,489,221 6,217,993. 4,606,752.
Fishery Subsidiary
d transport .00 .75 .21 .87 78 38
Shipping
Co., Ltd.
Shandong
Zhonglu
Oceanic Food 75,593,300 419,827,74 214,120,19 672,613,03 7,575,485. 6,199,983.
Subsidiary
(Yantai) processing .00 0.40 0.54 7.45 95 37
Food Co.,
Ltd.
HABITAT
INTERNA
Refrigerate 12,476,146 266,679,21 166,202,98 66,851,109 26,269,923 26,269,923
TIONAL Subsidiary
d transport .00 4.45 1.91 .75 .39 .39
CORPORA
TION
Particular about subsidiaries obtained or disposed in report period
□ Applicable √ Not applicable
Notes of main holding company and stock-jointly companies
26
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Shandong Zhonglu Haiyan Oceanic Fishery Co., Ltd.: The operating profit during the reporting period was
40,043,662.62 yuan, an increase of 114.05% on a year-on-year basis, the increase rate was rather large, the main
reason for the increase was that the five seine ships purchased in 2017 were only put into production in August
2018, while there had been only two ships for production before, and the total production of purse seine increased
greatly on a year-on-year basis, the sales volume increased, and the profits increased. Shandong Zhonglu Oceanic
(Yantai) Food Co., Ltd.: Operating profit during the reporting period was 7,575,485.95 yuan, a year-on-year
decrease of 73.79%, the decrease rate was rather large, the main reasons for the decrease were that the impact of
Sino-US trade frictions and the decline in the main market for tuna, the price of raw materials declined, resulting
in the sharp price falling in the finished product market, inventory increased, costs increased, and profits
decreased.
VIII. Structured vehicle controlled by the Company
□ Applicable √ Not applicable
IX. Outlook of future development
(i) The prevailing development and future development trend
With the implementation of the national maritime power strategy, deep-sea fishing comes to the priority parts of
strategic ocean.The country has issued a series of preferential policies, and the ocean fishing in China has
developed rapidly and the scale of the ocean fleet is increasing. However, the main business is still focused on
acquiring resources with original fish as the major products. Processing of products with high added-value, market
development and marketing remain weak, and the support system for production services is relatively fragile. At
present, our country is implementing switch of old and new kinetic energy and putting forward the high-quality
development, which means ocean fishery will be offered with new opportunities for development, adjustment and
transformation. With respect to development trend, it is expected that: (i)stable development of ocean fishery in
international waters, and increase fishing scale for fishes living in the middle and upper level of the waters,
cephalopod, Antarctic krill and other varieties which have the potential for further development; (ii)consolidate
and improve ocean fishery in other countries sea, aiming to facilitating transformation and upgrade of this kind of
fishery through change of cooperation model, enhancement of management, vessel update and remake and
projects merger and acquisition; (iii)optimize industry structure and extend industry chain, develop refrigeration,
processing and trading of aquatic products; (iv)strengthen construction of fishery production service supporting
system, greatly develop overseas fishing bases and ocean production platforms, and conduct a series of
value-added services, such as fishing port wharf, fishing goods storage logistics, fishing vessel repair, ocean
transportation and recharge.
(ii) Outlook of major business
1.Pelagic fishing
27
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
The Company continues to develop the ocean fishery business with purse seine and long line fishing as the core
business. In terms of tuna seine, it planned to resume the production capacity in the Western-Central Pacific
Ocean as soon as possible, expanded the purse seine production scale based on the existing 7 ships (groups), and
increased the profit growth point of the enterprise; in terms of long-line fishing, “Tai Xiang 11” ship was put into
production in 2019 after the completion of renovation and reconstruction, and the production capacity has been
increased. The company further familiarized the distribution of fishing grounds in the Indian Ocean waters
through continuous exploration and in-depth development in the waters, and maintained good production and
operation benefits through reasonable deployment, which provided stable income sources for the company.
2.Refrigerated transport
Consolidate and enhance refrigerated transportation business. Ocean refrigerated transportation has always been
the business segment contributing stable operating results for the Company. According to the specific conditions
of the refrigerated transport market, supplemented the refrigerated transport fleet as soon as possible, continued to
phase out the old vessels with small tonnage and updated the refrigerated transport vessels with moderate tonnage
and relatively young age to keep the status of the company’s transport fleet in refrigerated shipping industry.
3.Cold storage processing trade
Actively develop and extend the cold storage processing trade. First of all, the Company seeks development by
innovation. It continues to optimize product structure to improve our competitiveness and risk-prevention ability.
Second, it continues to increase acquisition, processing and sales of tunas fished by ocean fishery enterprises,
making its best to expand both domestic and international market, domestic market in particular; Third, the
Company increase development of new products and further-processed products with high added-value in
addition to the existing business, expecting to make new point of growth. The fourth is to increase the innovation
and implementation of production processes, improve the degree of production automation, improve production
efficiency, save production costs, and improve production efficiency; The fifth was to strengthen brand building
and publicity, and continuously enhance the recognition, reputation, and influence of the “ZHONGLU OCEANIC
中鲁远洋” parent brand and tuna product brands such as “Highest 海金斯”, “Tuna Queen 吞拿皇后”, “Tuna
Prince 吞拿王子”, “Skipjack Queen 鲣鱼皇后”, “Skipjack Prince 鲣鱼王子”, “zaobaobao 早宝宝”, “wubaobao
午宝宝”, and “wanbaobao 晚宝宝” series. The sixth was to accelerate the “Zhonglu Oceanic Refrigeration
Operation and Distribution Center” project.
(iii) Future development strategy:
By adherence to the strategic target, the Company captures the business opportunities in ocean fishery market in
compliance with the development requirements as a listed company, preventing risks effectively and achieving
stable performance. With ocean fishery as the major business, the Company endeavors to broaden brand
recognition and extend industrial chain pursuant to the development idea of “hold fishery as major business,
28
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
integrated with refrigerated shipping and cold storage processing trade, adjust structure and seek for
transformation and upgrade”, which facilitate the Company to realize development of modernization, information,
digitization and intelligence.
(IV) Working plan for 2020
Adhere to the concept of “Reform Development, Innovation Development, Standardized Development and Steady
Development”, Under the working target of “maintain growth, emphasize regulation, adjust structure and promote
transformation”, the Company plans to improve its development quality, enhance economic performance, focus
on switch of new and old kinetic energy and market penetration, propel construction of significant projects,
seeking for moderate and stable growth. In respect of the major problems restricting its development, the
Company makes its best to conduct operation, adjust transformation, market penetration and regulate management,
aiming to making new point of growth. Besides, it continues to strengthen and improve its ability of control,
competitiveness, and influence and risk prevention, ensuring that the annual operating tasks could be successfully
completed in full. ① to improve the management level of the Atlantic seine project, accelerate the improvement
of various supporting measures, diversify the development of the sales market, and improve the project’s
profitability. ② to stabilize the profit level of the Indian Ocean tuna fishing project, explore new fisheries,
scientifically dispatch, and operate in accordance with the laws and regulations to ensure a steady increase in fish
catch. ③ to ensure the high quality and high standards of investment projects, accelerate the elimination of
backward production capacity, and purchase and build new modern and intelligent production equipment.④ to
develop management ideas, update management concepts, innovate sales models, to speed up the project of
“refrigerated operation distribution center”, and achieved an actual scale in 2020. ⑤ to promote the Company to a
stable export-oriented enterprise by the project as “expand the high-quality and standardized overseas markets in
an orderly manner”. ⑥ to propel the Company to transform into an innovative enterprise with innovation in
technology, products, business and management.
(v) Potential risks and countermeasures
1. Risk of fishery resource fluctuations. Fishery resources usually have fluctuations, and sometimes the
fluctuations are large, the greater the decline in resources, the greater the impact on the company’s efficiency.
Periodic changes in resources, climate and hydrology conditions, and surges in production capacity in related local
resource areas can all cause fluctuations in fishery resources.
Countermeasures: Explore new fisheries and backup fisheries, scientifically dispatch, innovate fishing production
equipment, and gradually renew production vessels. Make scientific and reasonable arrangements for ship
maintenance, equipment maintenance, materials, fish bait, spare parts, and personnel logistics support to ensure
the shipping rate.
2. Risk of sales price fluctuations. In 2019, compared with the previous year, the sales price of tuna has
29
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
dramatically decline, and the price movements remain uncertain in 2020.
Countermeasures: Expand the scale of self-support trade, and consolidated and expand the domestic market and
exploit new overseas markets. Continued to reducing the costs and increasing efficiency strictly, strive to achieve
income and savings, while continuing to increase the return ability of self-fishing.
3. Human resource risk. With the continuous improvement of salary levels and the increase of fishing vessels in
recent years, the shortage of excellent crew members will continue and the liquidity will increase, which will have
a certain impact on the company’s production and operation.
Countermeasures: Deepen the reform of crew recruitment mechanism, attract excellent crew members, increase
the number of international crew members, and reduce labor costs. Strengthen humane care, do a good job in
logistics support for crew members, relieve the crew’s worries, and stabilize the existing crew. Carry out reform
of the internal compensation system of the enterprise and encourage excellent management talents to move to the
front line. Increase the scientific assessment of production and management, encourage and constrain at the same
time, and stimulate the first-line production vitality.
4. Sales and storage risks of purse seine catches. With the full operation of all seven the catches are returned to
domestic market appears to be single.
Countermeasures: Develop the European consumer market and the African local market, conduct price
comparison sales, and stabilize the sales prices.
5. Risks with financial instrument concerned. Mainly consist of credit risk, liquidity risk, foreign exchange risk
and interest rate risk etc.
Countermeasures: strive to achieved an appropriate balance between the risks and returns, minimized the negative
impact of such risks on the Company’s business performance.
6. Risk of security incident
Countermeasures: Adhere to the safe production system, implement safety production measures, unremittingly
pay close attention to safety education, eliminate major safety accidents, and effectively implement safety
production as the top priority of production management.
X. Reception of research, communication and interview
1. In the report period, reception of research, communication and interview
√Applicable □Not applicable
Time Way Type Basic situation index of investigation
2019-12-20 Telephone communication Individual Operation of the Company
30
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
2019-12-24 Telephone communication Individual Operation of the Company
Reception (times) 2
Number of hospitality 0
Number of individual reception 2
Number of other reception 0
Disclosed, released or let out major undisclosed
N
information
31
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section V. Important Events
I. Profit distribution plan of common stock and capitalizing of common reserves plan
Formulation, Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash Dividend policy during
the Reporting Period
□ Applicable √ Not applicable
Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest
three years (including the reporting period)
In latest three years, after cover the deficit of previous years, the retained profit at period-end still negative; being
deliberated and approved by the Board and Shareholders’ General Meeting, no profit distributed either. The
Company has no plan of cash dividend distribution, no bonus distributed and capitalizing of common reserves
either for year of 2019.
The Company, though as a listed company offering B shares, has almost never conducted financing from
securities market since its listing, which means the parent company and its subsidiaries could merely operate with
its own profits made. The accumulative profit for common shareholders from the parent company at end of the
period remains negative. During the reporting period, the 4 subsidiaries realized total net profit of 77,279,100
Yuan. The Company will demand the subsidiaries to make dividend payment to the parent company according to
relevant requirements based on the audited results issued by WUYIGE Certified Public Accountants and other
conditions.
Cash dividend of common stock in latest three years (including the reporting period)
In RMB
32
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Ratio of the
Ratio of the
total cash
Ratio of the cash bonus
bonus (other
Net profit cash bonus in by other
ways
attributable net profit ways in net
Proportion included) in
to common attributable profit
for cash net profit
Amount for stock to common attributable Total cash
bonus by attributable
Year for cash bonus shareholders stock to common bonus(other
other to common
bonus shares (tax of listed shareholders stock ways
ways(i.e. stock
included) company in of listed shareholders included)
share shareholders
consolidation company of listed
buy-backs) of listed
statement for contained in company
company
bonus year consolidation contained in
contained in
statement consolidation
consolidation
statement
statement
82,311,630.2
2019 0.00 0.00% 0.00 0.00% 0.00 0.00%
3
90,281,584.2
2018 0.00 0.00% 0.00 0.00% 0.00 0.00%
9
91,517,485.2
2017 0.00 0.00% 0.00 0.00% 0.00 0.00%
8
The Company gains profits in reporting period and the retained profit of common stock shareholders provided by parent company is
positive but no plan of cash dividend proposed of common stock
□ Applicable √ Not applicable
II. Profit distribution plan and capitalizing of common reserves plan for the Period
□ Applicable √ Not applicable
The Company has no plans of cash dividend distributed, no bonus shares and has no share converted from capital reserve either for
the year.
III. Implementation of commitment
1. Commitments completed in Period and those without completed till end of the Period from actual
controller, shareholders, related parties, purchaser and companies
√Applicable □Not applicable
Type of Com
Commi
Content of mitm Implementa
Commitments Promise commitment tment
commitments ent tion
term
s date
Commitments for
Share Merger Reform
33
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
1. The Company does
not directly or
indirectly own any
shares or equity in other
enterprises that may
cause horizontal
competition with
Zhonglu Oceanic
(hereinafter collectively
referred to as
“competitive
enterprise”) or own any
interest in any
competing enterprise,
and will not directly or
indirectly invest or
purchase the
competitive enterprises;
2. For any business
opportunities obtained
by the Company and
other enterprises
controlled by the
Company from any
third party that
constitute or may
constitute substantial
competition with the
business of Zhonglu
Continu
Oceanic, the Company
ous and
will immediately notify
effectiv
Zhonglu Oceanic and
e
give these business
Shandong during
opportunities to
State-owned Inter-industr the
Zhonglu Oceanic so as
Assets y 2018 time In
Commitments in report of to avoid the horizontal
Investment Competition -07-2 with performanc
acquisition or equity change competition or potential
Holding Commitmen 3 controll e
horizontal competition
Company t ing of
with Zhonglu Oceanic;
Limited the
3. The Company and
Zhongl
other companies
u
controlled by the
Oceani
Company will not
c
provide business secrets
such as technical
34 information,
technological process,
and sales channels for
other companies,
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
1. The related
transactions between
the Company and other
companies controlled
by the Company and
Zhonglu Oceanic are
strictly in compliance
with the relevant
provisions of laws and
regulations, and will be
conducted on an equal
and voluntary basis in
accordance with the
principles of fairness
and equivalence, prices
will be determined at a
reasonable price
recognized by the
market. 2. The
Company and other
enterprises controlled
by the Company will
strictly abide by the
provisions on the
avoidance of related
transactions in the
articles of association
of Zhonglu Oceanic,
and the related
transactions involved
will be conducted in
accordance with the
decision-making
procedures of related
Continu
transactions of Zhonglu
ous and
Oceanic, and will
effectiv
perform legal
e
procedures and
during
information disclosure
the
Related obligations. 3. The
2018 time In
party Company and other
-07-2 with performanc
transaction enterprises controlled
3 controll e
commitment by the Company
ing of
guarantee strict
the
compliance with laws,
Zhongl
35 regulations and
u
regulatory documents
Oceani
and the relevant
c
provisions of the
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Commitments in assets
reorganization
Commitments make in initial public
offering or re-financing
Equity incentive commitment
Other commitments for medium
and small shareholders
Completed on time (Y/N) Y
2. Concerning assets or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast
□ Applicable √ Not applicable
IV. Non-operational fund occupation from controlling shareholders and its related party
□ Applicable √ Not applicable
No non-operational fund occupation from controlling shareholders and its related party in period.
V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Qualified Opinion” that issued by CPA
□ Applicable √ Not applicable
VI. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
√Applicable □Not applicable
1. Changes and basis of accounting policy
(1) The Accounting Standards for Business Enterprise No. 22- Recognition and Measurement of Financial
Instruments, Accounting Standards for Business Enterprise No. 23- Transfer of Financial Assets, Accounting
Standards for Business Enterprise No. 24- Hedge Accounting and Accounting Standards for Business Enterprise
No. 37- Presentation of Financial Instruments ( these four items are collectively referred to as the” new financial
instrument standards”) are revised by the Ministry of Finance in 2017.
The new financial instrument standards divide financial assets into three categories: (1) financial assets measured
at amortized cost; (2) financial assets measured at fair value and whose changes are included in other
comprehensive income; (3) financial assets measured at fair value and their changes are included in the current
profit and loss. Under the new financial instrument standards, the classification of financial assets is determined
based on the Company’s business model for managing financial assets and the contractual cash flow
characteristics of the assets. The new financial instrument standards eliminate three categories specified in the
original financial instrument standards, i.e. held-to-maturity investments, loans and receivables, and
available-for-sale financial assets. The new financial instrument standards replace the “incurred loss” model in the
36
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
original financial instrument standards with the “expected credit loss” model. Under the new financial instrument
standards, the Company’s specific accounting policies are described in XII (v) 10.
(2) In April 2019, the Ministry of Finance issued the Notice on Revision and Issuance of 2019 Financial
Statement Format for General Corporate (Cai Kuai [2019] No.6) (hereinafter referred to as “Financial Statement
Format”), the enterprises (that implement the Accounting Standards for Business Enterprise) are required to
preparing the financial statement in accordance with the requirement of the Notice.
The Company implemented the above mentioned revised standards and financial statement format since 1 Jan.
2019, and adjusted relevant contents of the accounting policies.
2. Impact of changes in accounting policies
(1) Impact of implementation of new financial instrument standards
Item of consolidate statement 2018-12-31 Amount affected 2019-1-1
Liability:
Other account payable 7,043,693.95 -245,808.33 6,797,885.62
Short-term loans 78,352,320.05 245,808.33 78,598,128.38
According to the new financial instrument standards, the Company adjusted the classification of financial
instruments on the implementation date of the new financial instrument standards (that is, January 1, 2019), and
reclassified available-for-sale financial assets to other equity instrument investments, the book value was zero,
there’s no need to adjust the original book value of the financial instruments.
(2) Impact of implementation of revised financial statement format
According to the requirements of the financial statement format, in addition to the presentation changes resulting
from the implementation of the above new financial instrument standards, the Company divided the “notes
receivable and accounts receivable” and presented as two items, i.e. “notes receivable” and “accounts receivable”,
and divided the “notes payable and accounts payable” and presented as two items, i.e. “notes payable” and
“accounts payable”. The Company correspondingly made retroactive adjustment to the comparative period
statements, and the change in accounting policy had no impact on the merger and the company’s net profit and
shareholders’ equity.
VII. Major accounting errors within reporting period that needs retrospective restatement
□ Applicable √ Not applicable
No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.
VIII. Compare with last year’s financial report; explain changes in consolidation statement’s
scope
□ Applicable √ Not applicable
No changes in consolidation statement’s scope for the Company in the period.
37
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
IX. Appointment and non-reappointment (dismissal) of CPA
Accounting firm appointed
Name of domestic accounting firm WUYIGE Certified Public Accountants LLP
Remuneration for domestic accounting firm (in 10 thousand
40
Yuan)
Continuous life of auditing service for domestic accounting
17
firm
Name of domestic CPA Zhong Benqing, Zhang Lifa
Continuous fixed number of year for the auditing service
4
provided by CPA in domestic CPA Firms
Whether re-appointed accounting firms in this period or not
□ Yes √ No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
√ Applicable □Not applicable
After approval and passed by the Annual General Meeting of 2018, the Company engaged WUYIGE Certified
Public Accountants LLP to be the auditing CPA for internal control 2019 of the Company, totally 100,000 Yuan
are paid in the period.
X. Particular about suspension of listing and termination of listing after annual report
disclosed
□ Applicable √ Not applicable
XI. Bankruptcy reorganization
□ Applicable √ Not applicable
No bankruptcy reorganization for the Company in reporting period.
XII. Significant litigation and arbitration of the Company
□ Applicable √ Not applicable
No Significant litigation or arbitration for the Company in reporting period.
XIII. Penalty and rectification
□ Applicable √ Not applicable
No penalty and rectification for the Company in reporting period.
XIV. Integrity of the company and its controlling shareholders and actual controllers
√Applicable □Not applicable
38
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
The company and its controlling shareholders and actual controllers do not have a relatively large amount of due
existing debt with court's effective judgments.
XV. Implementation of the company’s stock incentive plan, employee stock ownership plan or
other employee incentives
□ Applicable √ Not applicable
During the reporting period, the company has no stock incentive plan, employee stock ownership plan or other
employee incentives that have not been implemented.
XVI. Material related transactions
1. Related transaction with daily operation concerned
□ Applicable √ Not applicable
No related transaction with daily operation concerned for the Company in reporting period.
2. Related party transactions by assets acquisition and sold
□ Applicable √ Not applicable
No related party transactions by assets acquisition and sold for the Company in reporting period.
3. Main related transactions of mutual investment outside
□ Applicable √ Not applicable
No main related transactions of mutual investment outside for the Company in reporting period
4. Contact of related credit and debt
□ Applicable √ Not applicable
No contact of related credit and debt for the Company in reporting period
5. Other material related party transactions
□ Applicable √ Not applicable
No other material related party transactions for the Company in reporting period
XVII. Major contract and implantation
1. Trusteeship, contract and leasing
(1) Trusteeship
□ Applicable √ Not applicable
No trusteeship for the Company in reporting period
(2) Contract
□ Applicable √ Not applicable
No contract for the Company in reporting period
(3) Leasing
□ Applicable √ Not applicable
39
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
No leasing for the Company in reporting period
2. Major guarantee
□ Applicable √ Not applicable
No guarantee for the Company in reporting period
3. Entrust others to cash asset management
(1) Trust financing
□ Applicable √ Not applicable
The company had no trust financing in the reporting period.
(2) Entrusted loans
□ Applicable √ Not applicable
The company had no entrusted loans in the reporting period.
4. Other material contracts
□ Applicable √ Not applicable
No other material contracts for the Company in reporting period
XVIII. Social responsibility
1. Execution of social responsibility of targeted poverty alleviation
Take on social responsibility and support social public welfare is part of the core value for the enterprise from
beginning to end. We participate in social responsibility through respect for employees’ rights, prevent and
remedy pollution, promote sustainable utilization of resources, pay attention and participation in public welfare.
2. Targeted poverty alleviation social responsibility
(1) Targeted poverty alleviation
The Company is currently no targeted poverty alleviation.
(2) Summary of annual precision poverty alleviation
In 2019, in order to thoroughly implement the spirit of the 19 th National Congress of the Communist Party of
China, help to alleviate poverty, promote education development, and continue to fulfill the social responsibility
of listed companies, the company donated 100,000 yuan to help 50 poverty-stricken students with excellent
academic performance.
(3) Accuracy of poverty alleviation
Measurement
Target Numbers/progress
units
I. general condition —— ——
II. Implemented by detail —— ——
1. Industrial development poverty —— ——
2.Transfer employment —— ——
3. Anti-poverty by relocating in other places —— ——
4. Education poverty —— ——
40
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Including: 4.1 to subsidize the poverty 10 thousand
10
students Yuan
4.2 numbers of poverty students
Person 50
subsidized
5.Health poverty alleviation —— ——
6.Ecological conservation —— ——
7.Fallback protection —— ——
8.Social poverty alleviation —— ——
9.Other —— ——
III. Awards (content and level) —— ——
(4) Subsequent precision poverty alleviation program
The Company is currently no Subsequent precision poverty alleviation program.
3. Environment protection
Listed company and its subsidiary belongs to the key pollution enterprise listed by Department of Environmental Protection
No
Listed company and its subsidiary are not belongs to key pollution enterprise listed by Department of Environmental Protection
XIX. Explanation on other significant events
√Applicable □Not applicable
Name Date of disclosed Internet website and retrieval path
for disclosed information
Notice on Resignation of Directors, Supervisors and Senior Offices 2019-1-5 http://www.cninfo.com.cn
th th
Notice on Resolution of 20 session (temporary meeting) of 6 BOD 2019-1-5 http://www.cninfo.com.cn
Notice on Resolution of 12th session (temporary meeting)of 6th 2019-1-5 http://www.cninfo.com.cn
Supervisory Committee
Notice on Convening the First Extraordinary Shareholders General 2019-1-5 http://www.cninfo.com.cn
meeting of 2019
Notice on Resolution of First Extraordinary Shareholders General 2019-1-23 http://www.cninfo.com.cn
meeting of 2019
Performance Forecast for year of 2018 2019-1-25 http://www.cninfo.com.cn
st th
Notice on Resolution of 21 session of 6 BOD 2019-3-8 http://www.cninfo.com.cn
th th
Notice on Resolution of 13 session of 6 Supervisory Committee 2019-3-8 http://www.cninfo.com.cn
Annual Report 2018 2019-3-8 http://www.cninfo.com.cn
Notice on Change of Accounting Policies 2019-3-8 http://www.cninfo.com.cn
Performance Forecast for Q 1 of 2019 2019-4-10 http://www.cninfo.com.cn
Notice on Resolution of 22nd session of 6th BOD 2019-4-26 http://www.cninfo.com.cn
th th
Notice on Resolution of 14 session of 6 Supervisory Committee 2019-4-26 http://www.cninfo.com.cn
41
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
First Quarterly Report 2019 2019-4-26 http://www.cninfo.com.cn
Statement of Independent Director Nomination (1) 2019-4-26 http://www.cninfo.com.cn
Statement of Independent Director Nomination (2) 2019-4-26 http://www.cninfo.com.cn
Statement of Candidates for Independent Director (Jiang Lu) 2019-4-26 http://www.cninfo.com.cn
Statement of Candidates for Independent Director (Song Xiliang) 2019-4-26 http://www.cninfo.com.cn
Notice of Convening the AGM 2018 2019-4-26 http://www.cninfo.com.cn
Notice on Resolution of AGM of 2018 2019-5-17 http://www.cninfo.com.cn
Notice on Resolution of 1st session of 7th BOD 2019-5-17 http://www.cninfo.com.cn
Notice on Resolution of 1st session of 7th Supervisory Committee 2019-5-17 http://www.cninfo.com.cn
Notice on Voluntary Disclosure on Signing the Strategic Cooperation 2019-8-14 http://www.cninfo.com.cn
Agreement
Notice on Resolution of 2nd session of 7th BOD 2019-8-22 http://www.cninfo.com.cn
Notice on Resolution of 2nd session of 7th Supervisory Committee 2019-8-22 http://www.cninfo.com.cn
Semi-annual Report 2019 2019-8-22 http://www.cninfo.com.cn
Notice on Change of Accounting Policies 2019-8-22 http://www.cninfo.com.cn
Notice on Participate in the Investor Online Collective Reception Day 2019-9-12 http://www.cninfo.com.cn
Notice on Government Subsidy obtained from Controlling Subsidiary 2019-9-24 http://www.cninfo.com.cn
Notice on Resolution of 3rd session (temporary meeting) of 7th 2019-10-12 http://www.cninfo.com.cn
Supervisory Committee
Notice on Convening the Second Extraordinary Shareholders General 2019-10-12 http://www.cninfo.com.cn
meeting of 2019
Notice on Resolution of 4th session of 7th BOD 2019-10-30 http://www.cninfo.com.cn
Notice on Resolution of 3rd session of 7th Supervisory Committee 2019-10-30 http://www.cninfo.com.cn
Notice on Change of Accounting Policies 2019-10-30 http://www.cninfo.com.cn
The Third Quarterly Report 2019 2019-10-30 http://www.cninfo.com.cn
Notice on Resolution of Second Extraordinary Shareholders General 2019-10-30 http://www.cninfo.com.cn
meeting of 2019
Notice on Important Matters 2019-12-20 http://www.cninfo.com.cn
XX. Significant event of subsidiary of the Company
√Applicable □Not applicable
During the reporting period, the Panamanian “SEA MARK” ship (“Xin Mao Xing” ship) of HABITAT
INTERNATIONAL CORPORATION, a wholly-owned subsidiary of the company, had a sudden fire in the engine
room due to mechanical equipment, since it was difficult to control the dangerous situation, the ship was
42
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
abandoned without casualty. The personnel and property insurance of the “Xin Mao Xing” ship were all within the
scope of the insurance company’s contract (no cargo was loaded on board at that time). Found more on the Notice
on Important Matters (Notice No.: 2019-37) released on China Securities Journal, Hong Kong Commercial Daily
and Juchao Information Website
43
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section VI. Changes in Shares and Particulars about Shareholders
I. Changes in shares
1. Changes in shares
In Share
Before changes (+,-) After changes
Capitali
zation
New
Amount Ratio Bonus of Other Subtotal Amount Ratio
issue
public
reserve
128,071 128,071
I. Unlisted shares 48.13% 48.13%
,320 ,320
128,071 128,071
1. Sponsor shares 48.13% 48.13%
,320 ,320
Including: State-owned 127,811 127,811
48.04% 48.04%
shares ,320 ,320
Domestic
260,000 0.10% 260,000 0.10%
corporate shares
138,000 138,000
II. Listed shares 51.87% 51.87%
,000 ,000
2. Domestically listed 138,000 138,000
51.87% 51.87%
foreign shares ,000 ,000
266,071 100.00 266,071 100.00
III. Total shares
,320 % ,320 %
Reasons for share changed
□ Applicable √ Not applicable
Approval of share changed
□ Applicable √ Not applicable
Ownership transfer of share changed
□ Applicable √ Not applicable
Implementation progress of the share repurchases
□ Applicable √ Not applicable
Implementation progress of the reduction of repurchases shares by centralized bidding
□ Applicable √ Not applicable
Influence on the basic EPS and diluted EPS as well as other financial indexes of net assets per share attributable to common
shareholders of Company in latest year and period
44
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
□ Applicable √ Not applicable
Other information necessary to disclose for the Company or need to disclosed under requirement from security regulators
□ Applicable √ Not applicable
2. Changes of restricted shares
□ Applicable √ Not applicable
II. Securities issue and listing
1. Security offering (without preferred stock) in Reporting Period
□ Applicable √ Not applicable
2. Changes of total shares and shareholders structure as well as explanation on changes of assets and
liability structure
□ Applicable √ Not applicable
3. Existing internal staff shares
□ Applicable √ Not applicable
III. Shareholders and actual controller
1. Number of shareholders of the Company and share-holding
In Share
Total
Total
preference
preference
shareholders
shareholders
Total common with voting
with voting
Total common stock rights
rights
stock shareholders at recovered at
recovered at
shareholders in 11,672 end of last 11,622 0 end of last 0
end of
reporting month before month before
reporting
period-end annual report annual report
period (if
disclosed disclosed (if
applicable)
applicable)
(found in note
(found in note
8)
8)
Particulars about shares held above 5% by shareholders or top ten shareholders
Full name of Nature of Propor Total Chang Amou Amoun Number of shares pledged/frozen
45
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Shareholders shareholder tion of shareh es in nt of t of
shares
held olders report unliste listed
at the period d outstan
end of outstan ding State of share Amount
report ding shares
period shares held
held
Shandong
State-owned
Assets
State-owned 47.25 125,73 125,73
Investment
legal person % 1,320 1,320
Holding
Company
Limited
Foreign nature 5,760, 5,760,4
Chen Tianming 2.16%
person 427 27
Domestic 3,766, 88450 3,766,4
Cai Yujiu 1.42%
nature person 401 1 01
Haitong
International
Securities Foreign legal 2,118, 2,118,7
0.80% 80000
Company person 736 36
Limited-Accou
nt Client
GUOTAI
JUNAN
Foreign legal 2,014, 10740 2,014,6
SECURITIES( 0.76%
person 624 0 24
HONGKONG)
LIMITED
China National
Heavy Duty
State-owned 1,950, 1,950,
Truck Group 0.73%
legal person 000 000
Jinan Truck
LLC
Shenwan
Foreign legal 1,939, 1,939,1
HongYuan 0.73%
person 154 54
(H.K.) Limited
Domestic 1,210, 24600 1,210,0
Lin Mingyu 0.45%
nature person 001 0 01
Wang Foreign nature 1,205, 1,205,2
0.45% -10000
Dongsheng person 203 03
46
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Foreign nature 1,048, 1,048,6
Huang Jiayi 0.39%
person 687 87
Strategy investors or general legal
person becomes top 10
Not applicable
shareholders due to rights issued
(if applicable) (see note 3)
Shandong State-owned Assets Investment has 20% shares of China National Heavy Duty
Truck Group Jinan Truck LLC. (During the reporting period, Shandong SDIC entrusted
Shandong Heavy Industry Group Co., Ltd. to exercise other shareholder’s rights of its 20%
Explanation on associated stock equity in Sinotruk Group except for the assets income right.) Rests of the
relationship among the aforesaid
shareholders are the domestically listed foreign shareholders, and the Company is unknown
shareholders whether there exists associated relationship or belongs to consistent actor regulated by
“management method for acquisition of listed company” among the above said
shareholders
Shareholding of top 10 circulated shareholders
Type of shares
Shareholders Amount of listed shares held at end of the Period
Type Amount
Domestically
Chen Tianming 5,760,427 listed foreign 5,760,427
shares
Domestically
Cai Yujiu 3,766,401 listed foreign 3,766,401
shares
Domestically
Haitong International Securities
2,118,736 listed foreign 2,118,736
Company Limited-Account Client
shares
GUOTAI JUNAN Domestically
SECURITIES(HONGKONG) 2,014,624 listed foreign 2,014,624
LIMITED shares
Domestically
Shenwan HongYuan (H.K.)
1,939,154 listed foreign 1,939,154
Limited
shares
Domestically
Lin Mingyu 1,210,001 listed foreign 1,210,001
shares
Domestically
Wang Dongsheng 1,205,203 listed foreign 1,205,203
shares
47
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Domestically
Huang Jiayi 1,048,687 listed foreign 1,048,687
shares
Domestically
He Bin 887,447 listed foreign 887,447
shares
Domestically
Huang Weiguang 880,206 listed foreign 880,206
shares
Expiation on associated
relationship or consistent actors
The Company is unknown whether there exists associated relationship or belongs to
within the top 10 un-restrict
consistent actor regulated by “management method for acquisition of listed company”
shareholders and between top 10
among the above said shareholders.
un-restrict shareholders and top 10
shareholders
Explanation on shareholders
involving margin business about
top ten common stock
Not applicable
shareholders with un-restrict
shares held(if applicable) (see
note4)
Whether top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held have a buy-back
agreement dealing in reporting period
□ Yes √ No
The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.
2. Controlling shareholders
Nature of controlling shareholders: local state-owned holding
Type of controlling shareholders: legal person
Legal
Controlling shareholders person/person in Date of foundation Organization code Main operation business
charge of the unit
48
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Operating management
and disposal on
state-owned assets
(shares), assets
Shandong State-owned management, equity
Assets Investment Holding Li Guangqing 1994-03-25 91370000163073167C investment management
Company Limited and operation, enterprise
re-construction,
acquisition and
combination, investment
consultant
0.14% of China Merchants Bank Co., Ltd., 1.42% of Guangzhou Pubang Garden Co., Ltd.,
0.51% of BY-HEALTH co., Ltd., 18.96% of Zhongtong Bus Holding Co., Ltd., 2.50% of
Shandong Land& Mining Group Co., Ltd., 4.98% of Luyin Investment Group Co., Ltd.,
2.75% of Lushang Health Industry Development Co., Ltd., 4.98% of Shandong Lubei Chemical
Co., Ltd., 3.46% of Yinzuo Group co., Ltd., 4.76% of Shandong Xinhua Medical Devices Co.,
Equity of other
Ltd., 3.82% of Weichai Heavy Machinery Co., Ltd., 0,71% of Shandong Gold Mining Co., Ltd.,
domestic/oversea listed
10% of Jicheng Electronics Co., Ltd., 1.82% of Yantai Zhenghai Magnetic Materials Co., Ltd.,
company control by
1.79% of YUEYANG FOREST & PAPER Co., Ltd., 0.74% of China United Network
controlling shareholder as
Communications (Hong Kong) Co., Ltd., 0.12% of BAIOO Family Interactive Limited, 2.07% of
well as stock-joint in report
Hanhuajin Holding Co., Ltd., 0.28% of Red Star Macalline Group Corporation Ltd., 2.25% of
period
Luzheng Futures Co., Ltd., 0.44% of China Energy Engineering Corporation Limited, 1.36% of
Shanghai Modern Pharmaceutical Co., Ltd., 1.48% of Guangzhou Holike Creative Home Co.,
Ltd., 3.09% of Jiangsu Guotai International Group International Trade Co., Ltd., 1.69% of Beijing
Dangsheng Materials Technology Co., Ltd., 4.51% of Shenzhen AOTO Electronics Co., Ltd.,
0.37% of Yunnan Tin Industry Co., Ltd., 0.27% of Baolingbao Biology Co., Ltd.
Changes of controlling shareholder in reporting period
□ Applicable √ Not applicable
No changes of controlling shareholder for the Company in reporting period.
3. Actual controller
Nature of actual controller: local state-owned assets management
Type of actual controller: legal person
Legal
person/person Date of
Actual controller Organization code Main operation business
in charge of the foundation
unit
State-owned Assets Performing responsibilities of
Supervision and investors, monitoring the
Administration Commission Zhang Bin 2004-06-18 Not applicable preserve and increase value
of Shandong Provincial for state-owned assets that
Government supervised etc.
49
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Equity of other
foreign/domestic listed
company that controlled by Not applicable
actual controller in reporting
period
Changes of actual controllers reporting period
□ Applicable √ Not applicable
No changes of actual controllers for the Company in reporting period
Property right and controlling relationship between the actual controller and the Company is as follow:
State-owned Assets Supervision and Administration
Commission of Shandong Provincial Government
70%
Shandong State-owned Assets Investment Holding
Company Limited
47.25%
Shandong Zhonglu Oceanic Fisheries Co., Ltd
Actual controller controlling the Company by entrust or other assets management
□ Applicable √ Not applicable
4. Particulars about other legal person shareholders with over 10% shares held
□ Applicable √ Not applicable
5. Limitation and reducing the holdings of shares of controlling shareholders, actual controllers,
restructuring side and other commitment subjects
□ Applicable √ Not applicable
50
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section VII. Preferred Stock
□ Applicable √ Not applicable
The Company had no preferred stock in the reporting.
51
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section VIII. Convertible Bonds
□ Applicable √ Not applicable
The Company had no convertible bonds in the Period.
52
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section IX. Particulars about Directors, Supervisors and Senior
Executives and Employees
I. Changes of shares held by directors, supervisors and senior executives
Increasi Decreas
Shares ng ing Shares
Start
End held at shares shares Other held at
Workin dated
Sex date of
Title Age of period- held in held in changes period-
Name g status (F/M) office
office
term begin this this (Share) end
term
(Share) period period (Share)
(Share) (Share)
Lu Directo Current
2018-0 2022-0
Lianxin r/Chair ly in M 54 0 0 0 0 0
1-25 5-15
g man office
Current
Wang Directo 2018-0 2022-0
ly in M 51 0 0 0 0 0
Huan r/ GM 6-07 5-15
office
Lu Current
Directo 2016-0 2022-0
Xiaona ly in M 46 0 0 0 0 0
r 5-19 5-15
n office
Indepen Current
Jiang 2016-0 2022-0
dent ly in M 60 0 0 0 0 0
Lu 5-19 5-15
director office
Indepen Current
Song 2016-0 2022-0
dent ly in M 54 0 0 0 0 0
Xiliang 5-19 5-15
director office
Directo
Sui r/ Off-offi 2017-0 2019-0
M 60 0 0 0 0 0
Jianshi Deputy ce 3-02 1-04
GM
Directo
r/Deput
y Current
Li 2016-0 2022-0
GM/Se ly in M 54 0 0 0 0 0
Ming 5-19 5-15
cretary office
of the
Board
53
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Chairm
an of
Current
Liu Supervi 2019-0 2022-0
ly in M 37 0 0 0 0 0
Bing sory 5-16 5-15
office
Commi
ttee
Chairm
an of
Zhang Supervi Off-offi 2016-0 2019-0
F 54 0 0 0 0 0
Liqing sory ce 5-19 5-16
Commi
ttee
Hou
Supervi Off-offi 2016-0 2019-0
Zhenka M 37 0 0 0 0 0
sor ce 5-19 1-22
i
Current
Huang Supervi 2019-0 2022-0
ly in F 40 0 0 0 0 0
Wei sor 1-22 5-15
office
Current
Qiu Supervi 2017-1 2022-0
ly in F 52 0 0 0 0 0
Hong sor 2-29 5-15
office
Zhao Off-offi 2017-0 2019-0
CFO M 36 0 0 0 0 0
Minkun ce 8-29 1-04
Meng Current
Deputy 2019-0 2022-0
Fanyon ly in M 50 0 0 0 0 0
GM 5-16 5-15
g office
Fu Current
2019-0 2022-0
Chuanh CFO ly in M 47 0 0 0 0 0
1-04 5-15
ai office
Total -- -- -- -- -- -- 0 0 0 0
II. Changes of directors, supervisors and senior executives
√ Applicable □Not applicable
Name Title Type Date Reasons
Appoint &
Wang Huan Director 2019-01-22 Election of general meeting
remove
Appoint &
Huang Wei Supervisor 2019-01-22 Election of general meeting
remove
54
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Chairman of
Appoint &
Liu Bing Supervisory 2019-05-16 Election of general meeting
remove
Committee
Appoint &
Fu Chuanhai CFO 2019-01-04 Appointment of the board of directors
remove
Appoint &
Meng Fanyong Deputy GM 2019-05-16 Appointment of the board of directors
remove
Sui Jianshi Director Off-office 2019-01-04 Work change
Chairman of Leave office at
Zhang Liqing Supervisory the end of her 2019-05-16 Leave office at the end of her term
Committee term
Hou Zhenkai Supervisor Off-office 2019-01-22 Work change
Sui Jianshi Deputy GM Dismiss 2019-01-04 Work change
Zhao Minkun CFO Dismiss 2019-01-04 Work change
III. Post-holding
Professional background, major working experience and present main responsibilities in Company of directors, supervisors and
senior executive at the present
1. Directors
Lu Lianxing, holds a university degree, is a member of the Communist Party of China. He used to be the deputy
manager and manager of Shandong Leather Industry Corporation Import and Export Company, the deputy chief
accountant, chief accountant, general manager, chairman and deputy party secretary of Shandong Leather Industry
Corporation, and the general manager and secretary of the party committee of Shandong Qilu Petrochemical Joint
Development Corporation, the chairman and party secretary of Shandong Zhonglu Oceanic Fisheries Co., Ltd.,
the vice president and party committee member of Shandong State-owned Assets Investment Holding Co., Ltd.,
the general manager and secretary of the party committee of Shandong Fishery Enterprise Group Corporation, and
the chairman of Shandong Dongyin Investment Co., Ltd.; he currently serves as the member of party standing
committee, director, secretary of the board of Shandong State-owned Assets Investment Holdings Co., Ltd.,
secretary of the party committee, director and chairman of Zhongtai Xincheng Asset Management Co., Ltd. From
January 25, 2018, he serves as the secretary of the party committee, director and chairman of the Company,
Lu Xiaonan, a MBA, master of economics and a member of the CPC. He was a deputy chief of resource
environment audit office of the Auditing Office Nantepai Office, deputy GM of Shandong Dongyin Investment
Co., Ltd., the deputy director of assets management department, director of risk management department, director
of disciplinary inspection and supervision office of Shandong State-Owned Assets Investment Holding Co., Ltd as
well as the GM of capital operation centre; now he serves as minister of the general affairs in Shandong
State-Owned Assets Investment Holding Co., Ltd, supervisor of Shandong State-owned Assets Investment, the
chairman of the supervisory of Zhongtong Bus Holding Co., Ltd., and director of Shandong Zhonglu Haiyan
55
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Oceanic Fishery Co., Ltd. He serves as director of the Company since 19 May 2016.
Wang Huan, university degree, holds a bachelor degree in economics. He used to be the deputy manager of the
ocean management department of Shandong Zhonglu Oceanic Fisheries Co., Ltd., the business supervisor of
fishery project in Ghana, the leader of fishery project in Gambia, and the chairman and general manager of
Shandong Zhonglu Aquatic Marine Co., Ltd. From March 3, 2016, he served as the deputy general manager of the
Company. Since June 7, 2018, he has served as the general manager of the Company. From January 22, 2019, he
serves as a director and general manager of the Company.
Jiang Lu, Bachelor of Laws and a senior lawyer. He was served as independent directors in Shandong Hengtong
Chemical Co., Ltd. and Shandong Shanda WIT Science and Technology Co., Ltd; lawyer of Jinan Jingji Laws
Firm, Shandong Yuanxin Law Firm, Partner of Shandong Jun Yi Da Law Firm, and Partner of Shandong Deyi
Junda Law Firm; he currently works as a partner of Grandall Law Firm (Jinan). And serves as independent
director of the Company since 19 May 2016.
Song Xiliang, a PHD, Prof. of Accountancy. He works as accounting professor in Shandong University of Finance
and Economics, member of a council in Chinese Institute of Finance and Cost for Young and mid-career
Professionals and Shandong Chamber of Accounting. He also works as independent directors of Weihai Huadong
Automation Co., Ltd., Shandong Minren Freda Pharmaceutical Co., Ltd. and Qingdao Sentury Tire Co., Ltd.; he
act as independent director of the Company since 19 May 2016.
Li Ming, university degree, an economist, member of the CPC and member of the party committee of the
Company. He serves as deputy GM of the Company since April 2007, and also serves as deputy GM and secretary
of the Board of the Company since April 2015; servers as staff director, Deputy GM, Secretary of the Board of the
Company since 29 December 2017.
2.Supervisor
Liu Bing, graduate degree, master of economics, certified public accountant, member of the Communist Party of
China, he joined the work in September 2008 and once served as a member of the Scientific Research Institute of
the Audit Office of Shandong Province, deputy director of the Hainan Provincial Taxation Administration; senior
business manager of Finance and Accounting Department of SDIC; and deputy director and senior business
manager of the Finance Department of Shandong State-owned Assets Investment Holdings Co., Ltd. He is
currently the senior business manager and deputy director (presiding over the work) of the Audit Department of
Shandong State-owned Assets Investment Holdings Co., Ltd., and concurrently serving as chairman of the
Supervisory Board of Shandong Assets Management and Operation Co., Ltd., supervisor of Shandong Light
Industry Supply and Marketing Co., Ltd., and supervisor of Zhongtai Xincheng Asset Management Co., Ltd.
Since May 16, 2019, he has been the chairman of the Supervisory Committee of the Company.
Huang Wei, a master of economics, holds a university degree, is a member of the Communist Party of China.
56
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Used to be the director of channel business of Pacific Life Insurance Jinan Branch, the director of channel
business and deputy general manager of Aviva-Cofco Jinan Branch, the chief representative of ERGO Insurance
Group Jinan Representative Office, the deputy general manager of Shandong Dongyin Investment Co., Ltd., and
the deputy general manager of Shandong Juneng Investment Co., Ltd.; currently serves as the deputy director of
risk management department of Shandong State-owned Assets Investment Holdings Co., Ltd.; serves as a
supervisor of the Company from January 22, 2019.
Qiu Hong, university degree, member of the CPC. She served as director of the GM Office and deputy director of
department of party work and deputy director of the discipline inspection department of the Company; now she
serves as director of the discipline inspection department and Director of Party and Mass Work Department of the
Company. She serves as staff supervisor of the Company since 29 December 2017.
3. Senior executive
Meng Fanyong, junior college, economist, member of the Communist Party of China, and member of the
Company’s party committee, he joined the work in July 1989, once served as the deputy chief of the Import and
Export Department of Shandong Aquatic Enterprise Group Corporation, deputy manager of Shandong Wanxiang
Aquatic Products Co., Ltd., general manager of Shandong Zhonglu Oceanic (Yantai) Foods Co., Ltd., president of
Shandong Zhonglu Oceanic (Yantai) Foods Co., Ltd., and president of Shandong Zhonglu Oceanic Refrigeration
Co., Ltd. Since May 16, 2019, he has been serving as the deputy general manager of the Company, and
concurrently president of Shandong Zhonglu Oceanic (Yantai) Foods Co., Ltd. and president of Shandong
Zhonglu Oceanic Refrigeration Co., Ltd.
Fu Chuanhai, holds a master’s degree. He used to be an auditing project manager and deputy manager of
Shandong Zhengyuan Hexin Certified Public Accountants; a deputy director of the financial department of Himin
Group; and a deputy director of the auditing center of Linuo Group; chief accountant of China Resources
Shandong Pharmaceutical Co., Ltd.; and chief financial officer of Zhongtai Xincheng Asset Management Co., Ltd.
Since January 4, 2019, he has been the chief financial officer of the Company.
Post-holding in shareholder’s unit
√Applicable □Not applicable
Whether
receiving
remuneration
Start dated of End date of
Name Name of shareholder’ s units Position from
office term office term
shareholder’ s
units or not
(Y/N)
57
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Standing
Committee
of the Party
Shandong State-owned Assets Committee,
Lu Lianxing Y
Investment Director
and
secretary of
the Board
Minister of
Shandong State-owned Assets
Lu Xiaonan the general Y
Investment
affairs
Deputy
Shandong State-owned Assets director of
Liu Bing Y
Investment audit
department
Deputy
director of
Shandong State-owned Assets
Huang Wei the risk Y
Investment
manageme
nt dept.
Post-holding in other unit
√Applicable □Not applicable
Whether
receiving
Start dated of End date of
Name Name of other units Position remuneration
office term office term
from other units
or not (Y/N)
Jiang Lu Grandall (Jinan) Law Firm Partner Y
Professor of
Song Xiliang Shandong University of Finance Y
Accounting
Punishment of securities regulatory authority in recent three years to the company’s current and outgoing directors, supervisors and
senior management during the reporting period
□ Applicable √ Not applicable
IV. Remuneration for directors, supervisors and senior executives
Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives
In accordance with relevant requirement and regulation of “Code of Corporate Governance for Listed Companies” from CSRC, the
remuneration plan for directors, supervisors and senior executives of the Company was proposed by remuneration and appraisal
committee of the Board, and being deliberated by 7th meeting of 3rd session of the Board held on 14 February 2008 and approved in
Annual Shareholders’ General Meeting of 2007 held on 18 March 2008.
58
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Remuneration for directors, supervisors and senior executives in reporting period
In 10 thousand Yuan
Whether
Total remuneration
Post-holding remuneration obtained from
Name Title Sex (F/M) Age
status obtained from related party of
the Company the Company
(Y/N)
Director/Chair Currently in
Lu Lianxing M 54 0 Y
man office
Currently in
Wang Huan Director/ GM M 51 55.68 N
office
Currently in
Lu Xiaonan Director M 46 0 Y
office
Independent Currently in
Jiang Lu M 60 4 N
director office
Independent Currently in
Song Xiliang M 54 4 N
director office
Director/
Sui Jianshi M 59 Off-office 0 N
Deputy GM
Director/Deput
y Currently in
Li Ming M 54 45.53 N
GM/Secretary office
of the Board
Chairman of
Currently in
Liu Bing Supervisory M 37 0 Y
office
Committee
Chairman of
Zhang Liqing Supervisory F 54 Off-office 0 Y
Committee
Hou Zhenkai Supervisor M 37 Off-office 0 Y
Currently in
Huang Wei Supervisor F 40 0 Y
office
Currently in
Qiu Hong Supervisor F 52 26.31 N
office
Zhao Minkun CFO M 36 Off-office 0 N
Currently in
Meng Fanyong Deputy GM M 50 42.24 N
office
59
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Currently in
Fu Chuanhai CFO M 47 35.55 N
office
Total -- -- -- -- 213.31 --
Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable √ Not applicable
V. Employees of the Company
1. numbers of the employee, professional constitution and education background
Serving staff in parent company (person) 149
Serving staff in main subsidiaries (person) 845
Total serving staff (person) 994
Total staff in payroll in current period (person) 994
Retired staff with charges paid by the parent company and
92
main subsidiaries (person)
Professional constitution
Type Number
Production personnel 825
Sales man 23
Technicians 17
Financial personnel 33
Administrative personnel 96
Total 994
Education background
Type Number
Master’s degree 17
Bachelor degree 73
Junior college 130
Technical secondary school 102
High school or below 672
Total 994
2. Remuneration policy
The Company formulated a management mechanism of remunerations, and paying salaries to employees on time.
3. Training plan
Exercising multi-style training for senior executives, financial staff and technicians according to their own situation and working
demands as well as pre-job training
60
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
4. Labor outsourcing
□ Applicable √ Not applicable
61
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section X. Corporate Governance
I. Basic state of corporate governance
In reporting period, by strictly followed requirement of relevant laws and regulations of “Company Law”,
“Securities Laws”, “Rules of Corporate Governance for Listed Company”, “Standard Operation Guide of Stock
Listing in Main Board of Shenzhen Stock Exchange” and related normative documents, the Company constantly
improve structure of the corporate governance, and further to regulated company operation as well as enhancing
corporate governance. General Meeting, the Board Meeting and Supervisory Meeting are convening under the
regulations, directors and supervisors are earnestly perform their duties and carry out due diligence. The Company
believes that in the reporting period, there are no difference between actual condition of corporate governance and
relevant requirements of CSRC and “Company Law”.
Is there any difference between the actual condition of corporate governance and relevant regulations about corporate governance for
listed company from CSRC?
□Yes √ No
There are no differences between the actual condition of corporate governance and relevant regulations about corporate governance
for listed company from CSRC.
II. Independent of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, institution and finance
1. Business independence: production and administrative management are totally separated with controlling
shareholders, and no horizontal competition being found with controlling shareholders;
2. Personnel independence: the Company has an independent HR system and completed system of salary
management, and has a self-governed staff team. Senior executives of GM, deputy GM, financial principal and
secretary of the Board are not serves in controlling shareholders’ unit and other enterprise controlled by
shareholders’ unit except for office-holding as director, supervisor, and all of them are receiving remuneration
from the Company. Financial staffs are not taking a part-time in controlling shareholders’ unit and other enterprise
controlled by shareholders’ unit.
3. Assets integrity: the Company has completed and separated assets with clear-defined property relations. There
are no capital occupations by controlling shareholders being found and assets of the Company are totally
independent of its controlling shareholders.
4. Institutional independence: the Company owes a completed organization structure and separated totally with
controlling shareholders in institution; shareholders’ general meeting, the Board and supervisory committee
running independently and has an independent decision-making ability.
5. Financial independent: the Company owes independent financial department and personnel, has completed and
independent financial calculation system, qualified standardized financial accounting mechanism and has ability
to making decisions in aspect of finance. Open a bank account and levy a tax independently.
62
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
III. Horizontal Competition
□ Applicable √ Not applicable
IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting
1. Annual Shareholders’ General Meeting in the report period
Ratio of investor Index of
Session of meeting Type Date Date of disclosure
participation disclosure
“Resolution
Notice of First
Extraordinary
Shareholders
Meeting of 2019”
First Extraordinary Extraordinary
(No.: 2019-05)
Shareholders shareholders 48.09% 2019-01-22 2019-01-23
published on
Meeting of 2019 meeting
China Securities
Journal, Hong
Kong Commercial
Daily and Juchao
Website
“Annual General
Meeting of 2018”
(No.: 2019-20)
published on
Annual General
AGM 47.82% 2019-05-16 2019-05-17 China Securities
Meeting of 2018
Journal, Hong
Kong Commercial
Daily and Juchao
Website
63
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
“Resolution
Notice of Second
Extraordinary
Shareholders
Second Meeting of 2019”
Extraordinary
Extraordinary (No.: 2019-36)
shareholders 48.18% 2019-10-29 2019-10-30
Shareholders published on
meeting
Meeting of 2019 China Securities
Journal, Hong
Kong Commercial
Daily and Juchao
Website
2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore
□ Applicable √ Not applicable
V. Responsibility performance of independent directors in report period
1. The attending of independent directors to Board meetings and shareholders’ general meeting
The attending of independent directors
Whether
Times He/She have
Times
Times attending the Times not attended Times
attending the Times be
attending the Board present a the Board attending the
Independent Board absent from
Board Meeting by proxy to the Meeting in Shareholders
director Meeting in the Board
on-site communicati Board person for General
the period Meeting
on two Meeting
consecutive
times (Y/N)
Jiang Lu 7 6 1 0 0 N 3
Song Xiliang 7 6 1 0 0 N 3
Explanation of absent the Board Meeting for the second time in a row
2. Objection for relevant events from independent directors
Whether independent directors come up with objection about company’s relevant matters or not
□ Yes √ No
Independent directors has no objections for relevant events in reporting period
3. Other explanation about responsibility performance of independent directors
Whether the opinions from independent directors have been adopted or not
√ Yes □ No
Explanation on advice that accepted/not accepted from independent directors
In accordance with relevant rules and requirements from “Company Law”, “Guiding Opinions for Establishment
of Independent Director Mechanism for Listed Company” and “Article of Association”, independent directors of
64
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
the Company is serious to performing the duties given by laws, regulations, article of associations and mechanism
of independent directors; they proactively present the Board Meeting and shareholders’ general meeting, examine
and guild the operation of the Company, kept eyes on normalization of the operation, independently performed
duties with all efforts, propose several professional advice in aspect of the mechanism perfection and routine
operation decisions, furthermore, carried out independent opinions for significant events which plays a necessary
role in perfecting supervisory system and protecting legal interest of the Company and whole shareholders.
VI. Responsibility performance of subordinate special committee of the Board in report
period
(i) Auditing Committee:
1. Conduct a regular meeting
In reporting period, totally four meetings are held by audit committee of the Board, and discuss “Annual Report
2018”, “1st Q Report of 2019”, “Semi-Annual Report of 2019”, “3rd Q Report of 2019”and relevant events
respectively.
2. Final report of the auditing works for year of 2019 from WUYIGE Certified Public Accountants LLP
Auditing committee took an all-around review on auditing works for year of 2019 and after standard unqualified
auditors report and relevant documents issued by WUYIGE Certified Public Accountants LLP while all auditing
procedures completed, auditing committee held the first meeting of 2020 and they believes that the WUYIGE CPA
is able to exercise relevant auditing procedures and quality controlling system of the CPA in line with new
auditing rules, the CPA owns good business qualities and fulfill their duties to complete vary auditing works.
Therefore, auditing committee submit to the Board for WUYIGE CPA re-engagement as the auditing body for year
of 2020 and auditing organization for internal control as well.
(ii) Nomination Committee
During the reporting period, the nominations committee of the board of directors has convened three meetings
which seriously reviewed the qualification of director and senior executives candidates in accordance with the
requirements of "Nomination Committee Implementing Rules"
VII. Works from Supervisory Committee
Whether the Company has risks or not in reporting period that found in supervisory activity from supervisory committee
□ Yes √ No
Supervisory committee has no objection about supervision events in reporting period
VIII. Appraisal and incentive mechanism for senior executives
Check on senior employees by the Board based on the Measure of Operation Evaluation that approved in Shareholders’ General
Meeting
65
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
IX. Internal Control
1. Details of major defects in IC appraisal report that found in reporting period
□Yes √ No
2. Self-appraisal Report of Internal Control
Disclosure date of full internal control
2020-03-27
appraisal report
Disclosure index of full internal control
www.cninfo.com.cn
appraisal report
The ratio of the total assets of units
included in the scope of evaluation
accounting for the total assets on the 99.20%
company's consolidated financial
statements
The ratio of the operating income of
units included in the scope of evaluation
accounting for the operating income on 99.05%
the company's consolidated financial
statements
Defects Evaluation Standards
Category Financial Reports Non-financial Reports
66
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Major deficiencies: a) violation of state
laws and regulations, such as
environmental pollution; b) project
decision-making process is not
Major deficiencies: a. fraud of directors, scientific, wrong decision-making
supervisors and senior management; b. caused by lack of democratic
Material misstatements found in current decision-making process; c) brain
financial statements by the external audit drain of managers or technicians; d)
which are not found in the process of frequent negative news on media; e )
internal control; c. the supervision of audit the results of internal control
committee and internal audit service to evaluation especially major
internal control is invalid. Significant deficiencies and significant
deficiencies: The misstatements caused by deficiencies have not been rectified
single deficiency or together with other and reformed; f) significant business is
Qualitative criteria
deficiencies that cannot be timely lack of system control or
prevented or found and corrected in the systematic-ness is invalid. Significant
financial report and has not reached or has deficiencies: The deficiencies caused
exceed the major deficiencies but still by single deficiency or together with
should be taken into account by the other deficiencies of which the
management; other circumstances severity, direct or potential negative
determined by the degree of influence. impact have not reached or has exceed
Common deficiencies: other internal the major deficiencies but still should
control deficiencies do not constitute be taken into account by the
major or significant deficiencies. management; other circumstances
determined by the degree of influence.
Common deficiencies: other internal
control deficiencies do not constitute
major or significant deficiencies.
67
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Compare the misstatements and missing
reports (i.e. amount affected by internal
control deficiencies) of some subjects in
the financial reports that may cause or Compare the amount of direct property
have caused by internal control loss with certain ratio of total profits in
deficiencies with certain ratio of total the company’s current consolidated
profits in the company’s current financial statements, and determine the
consolidated financial statements, and type of deficiencies in internal control
determine the type of deficiencies in as follows: it should be judged to be
internal control as follows: it should be major deficiency if the amount of
judged to be major deficiency if the direct property loss is more than 5% of
Quantitative criteria amount affected by internal control total profits; it should be judged to be
deficiencies is more than 5% of total significant deficiency if the amount of
profits; it should be judged to be direct property loss is more than 3%
significant deficiency if the amount but less than 5% (including 5%) of
affected by internal control deficiencies is total profits; it should be judged to be
more than 3% but less than 5% (including common deficiency if the amount of
5%) of total profits; it should be judged to direct property loss is less than 3%
be common deficiency if the amount (including 3%) of total profits;
affected by internal control deficiencies is
less than 3% (including 3%) of total
profits;
Amount of significant defects in
0
financial reports
Amount of significant defects in
0
non-financial reports
Amount of important defects in financial
0
reports
Amount of important defects in
0
non-financial reports
X. Auditing report of internal control
√Applicable □Not applicable
Deliberation section of auditing report of IC
In our opinion, the Company (Zhonglu), in line with Basic Norms of Enterprises Internal Control and relevant regulations, shows
an effectiveness internal control of financial report in all major aspects.
Disclosure details of audit report
Disclosed
of internal control
68
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Disclosure date of audit report of
2020-03-27
internal control (full-text)
Index of audit report of internal
www.cninfo.com.cn
control (full-text)
Opinion type of auditing report of
Standard unqualified
IC
Whether the non-financial report
No
had major defects
Issued a modified audit opinions for internal control
□Yes √ No
Auditing report of internal control issued by CPA shows the same opinion as self-evaluation report issued by the Board
√ Yes □ No
69
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section XI. Corporation bonds
Whether or not the Company public offering corporation bonds in stock exchange, which undue or without payment in full at
maturity on the approval date for annual report disclosed
No
70
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section XII.Auditor's Report
DAXIN SHEN ZI [2020] No. 3-00058
To the Shareholders of Shandong Zhonglu Oceanic Fisheries Co., Ltd:
I. Opinion
We have audited the financial statements of Shandong Zhonglu Oceanic Fisheries Co., Ltd (hereafter
referred to as “the Company”), which comprise the consolidated and the Company's balance sheets
as at December 31, 2019, the consolidated and the Company's statements of income, the
consolidated and the Company's statements of cash flows and the consolidated and the Company's
statements of changes in equity for the year then ended, and notes to the financial statements.
In our opinion, the accompanying financial statements give a true and fair view of the financial
position of the Company as at December 31, 2019, and of its financial performance and cash flows
for the year then ended in accordance with Accounting Standards for Business Enterprises.
II. Basis for Opinion
We conducted our audit in accordance with Chinese Certified Public Accountants Auditing
Standards. Our responsibilities under those standards are further described in the Auditor ’s
Responsibilities for the Audit of the Financial Statements section of our report. We are independent
of the Company in accordance with the Code of Ethics for Chinese Certified Public Accountants and
have fulfilled our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.
III. Key Audit Matters
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
A. Fixed assets - ship accounting
1.The Matter
As disclosed in note 3.15 and note 5.9 fixed assets, the Company held RMB 539.68 million of fixed
assets at December 31 2019, of which vessels and nets accounted for78.86% of the total net value.
The carrying value of the company’s fixed assets accounted for 41.88% of the total consolidated
assets as at December 31 2019 and 89.49% of the total consolidated non-current assets at December
31 2019. The carry value of the fixed assets is the essential part of company and can make
tremendous influence on the financial statements. This year saw the addition of refrigerated transport
vessels and ocean-going fishing vessels. As a result, we identified the existence, valuation and
allocation and impairment test of vessels as a key audit matter.
2.Audit response
Our audit procedures aimed at fixed assets are mainly include:
(1) We confirmed the location and navigation condition of each vessel, whose actual physical
counting is not available, by logging Ocean Fisheries Monitoring system on Ministry of Agriculture
website at different time and checking the satellite position of these vessels.
(2) We reviewed the certificates of title and documents of vessels.
(3) Inspect the contracts and invoices, project materials payment documents and acceptance report of
the projects under construction, judge whether the recognition of fixed assets in line with the
provisions of accounting standards and the entry value is consistent with the relevant records of the
construction in process.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
(4)We checked if the depreciation policy is in compliance with Accounting Standards for Business
Enterprises consistently. We recalculated the depreciation of vessels.
(5) We communicated with the management; obtained accounting estimate documents prepared by
them, and evaluated the rationality of the accounting estimates such as depreciation period and
residual rate on the basis of referring to industry practice data.
(6) Inspect the insurance status of ships, and assess whether the company is adequately prepared to
deal with ship damage.
(7) We evaluated the sign of impairment for each vessel and assessed the rationality of impairment
provision if necessary.
B. The impairment of inventory
1.The Matter
As disclosed in note 3.12 the policy of inventory accounting and note 5.5 inventory book balance
and provision for diminution in value of inventories, the Company held RMB 380.37 million of
inventory book balance as well as RMB 4.62 million of impairment reserve，and RMB 375.74
million of the carrying amount，of which accounted for 29.16% of total assets at December 31 2019.
In view of the significant amount of inventories and the impairment reserve accrual process can
make significant influence on management, we identified the book balance and provision for
diminution in value of inventories as a key audit matter.
2.Audit response
Our audit procedures aimed at inventory impairment preparations are mainly include:
(1)Understand, evaluate and test the design and implementation of internal control related to
inventory management and impairment reserve for company.
(2) Supervise the inventory, check the quantity and status of the inventory and the expiration date of
the product; for the inventory of the overseas company, the auditor went to the overseas company to
- 3 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
conduct the supervision and check the fishing situation of the vessel in November 2019, and in the
follow-up audit process checked the sales and collection of inventory.
(3) Obtain the age list of inventory at the end of period，and conduct an analytical review of the
long-age inventory to confirm whether the provision for inventory depreciation is reasonable.
(4)Check the implementation of relevant accounting policies and the changes in the inventory
impairment of the previous year, and analyze whether the provision for inventory impairment is
sufficient. Obtain the latest price of tuna in Japan's Shimizu fishery around the balance sheet date,
and compare the price of sample sold in 2020 with the price we estimated.
(5) Obtain management's relevant basis for impairment calculation,check the critical data and
recalculate to evaluate the accuracy of management's impairment calculation process, and review
whether the financial statements are adequately and appropriately disclosed.
IV. Other Information
The directors of the Company are responsible for the other information. The other information
comprises all of the information included in the annual report other than the financial statements and
our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
V. Responsibilities of the Directors and Those Charged with Governance for the Financial
Statements
The directors of the Company are responsible for the preparation of financial statements that give a
true and fair view in accordance with Accounting Standards for Business Enterprises, and for such
internal control as the directors determine is necessary to enable the preparation of the financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the
Company or to cease operations or have no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting
process.
VI. Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with auditing standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
As part of an audit in accordance with auditing standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
A. Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
B. Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances.
C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
D. Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to continue
as a going concern.
E. Evaluate the overall presentation, structure and content of the financial statements, and whether
the financial statements represent the underlying transactions and events in a manner that achieves
fair presentation.
F. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Company to express an opinion on the financial statements. We are
responsible for the direction, supervision and performance of the group audit. We remain solely
responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence, and
where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the financial statements of the current period and are
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
WUYIGE CERTIFIED PUBLIC ACCOUNTANTS LLP.
Certified Public Accountant of China zhongbenqing
(Engagement partner)
Certified Public Accountant of China zhanglifa
China . Beijing
Date: March 25 , 2020
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidated Balance Sheet
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. Dec 31,2019 Unit:RMB Yuan
It Note As at 31/12/2019 As at 1/1/2019 As at 31/12/2018
e
Current assets： m
Cash at bank and on hand 5.1 186,011,644.29 183,453,073.56 183,453,073.56
Financial assets held for trading
Financial assets measured at fair value through profit or
loss for the current period
Derivative financial assets
Notes receivable
Accounts receivable 5.2 70,003,394.30 63,961,900.00 63,961,900.00
Receivables for financing
Prepayments 5.3 17,350,069.13 22,389,784.46 22,389,784.46
Other receivables 5.4 4,343,207.56 5,529,723.80 5,529,723.80
Including:Interest receivable
Dividends receivable
Inventories 5.5 375,744,116.36 330,591,120.00 330,591,120.00
Held-for-sale assets
Non-current assets due within one year
Other current assets 5.6 32,027,587.58 32,310,466.77 32,310,466.77
Total current 685,480,019.22 638,236,068.59 638,236,068.59
assets
Non-current assets:
Debt investments
Available-for-sale financial assets
Other debt investments
Held-to-maturity investments
Long-term receivables
Long-term equity investments
Other equity instrument investments 5.7
Other non-current financial assets
Investment property 5.8 32,761,086.11 30,464,518.89 30,464,518.89
Fixed assets 5.9 551,167,599.49 514,332,752.28 514,332,752.28
Construction in process 5.10 11,073,476.37 11,073,476.37
Productive biological assets
Oil and gas assets
Intangible assets 5.11 13,196,284.54 13,665,376.82 13,665,376.82
Development expenditures
Goodwill
Long-term deferred expenses 5.12 435,134.13 524,811.27 524,811.27
Deferred tax assets 5.13 1,845,872.82 1,926,163.26 1,926,163.26
Other non-current assets 5.14 3,640,847.49 3,059,416.20 3,059,416.20
Total non-current assets 603,046,824.58 575,046,515.09 575,046,515.09
Total 1,288,526,843.80 1,213,282,583.68 1,213,282,583.68
assets
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidated Balance Sheet（Continued)
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. Dec 31,2019 Unit:RMB Yuan
It Note As at 31/12/2019 As at 1/1/2019 As at 31/12/2018
e
Current liabilities: m
Short-term loans 5.15 51,662,365.00 78,598,128.38 78,352,320.05
Financial liabilities held for trading
Financial liabilities measured at fair value through
profit or loss for the current period
Derivative financial liabilities
Notes payable
Accounts payable 5.16 94,725,231.68 108,371,599.66 108,371,599.66
Advances from customers 5.17 18,477,646.54 17,561,329.01 17,561,329.01
Employee benefits payable 5.18 49,149,654.32 44,016,063.96 44,016,063.96
Taxes and surcharges payable 5.19 3,597,925.54 2,841,394.90 2,841,394.90
Other payables 5.20 8,634,438.40 6,797,885.62 7,043,693.95
Including:Interest payable 5.20 245,808.33
Dividends payable
Held-for-sale liabilities
Non-current liabilities due within one year 5.21 866,585.48 866,585.48
Other current liabilities
Total current liabilities 226,247,261.48 259,052,987.01 259,052,987.01
Non-current liabilities:
Long-term loans
Bonds payable
Including: Preference shares
Perpetual loans
Other long-term payables
Long-term employee benefits payable 5.22 1,378,471.70 1,513,560.34 1,513,560.34
Provisions
Deferred income 5.23 15,764,480.48 8,839,283.66 8,839,283.66
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities 17,142,952.18 10,352,844.00 10,352,844.00
Total 243,390,213.66 269,405,831.01 269,405,831.01
Shareholders' equity: liabilities
Share capital 5.24 266,071,320.00 266,071,320.00 266,071,320.00
Other equity instruments
Including: Preference shares
Perpetual loans
Capital reserve 5.25 284,054,997.75 284,054,997.75 284,054,997.75
Less:treasury shares
Other comprehensive income 5.26 707,156.17 -675,743.05 -675,743.05
Special reserve
Surplus reserve 5.27 21,908,064.19 21,908,064.19 21,908,064.19
Retained earnings 5.28 314,460,431.58 232,148,801.35 232,148,801.35
Equity attributable to parent company 887,201,969.69 803,507,440.24 803,507,440.24
Minority interests 157,934,660.45 140,369,312.43 140,369,312.43
Total equity 1,045,136,630.14 943,876,752.67 943,876,752.67
Total liabilities and equity 1,288,526,843.80 1,213,282,583.68 1,213,282,583.68
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 10 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Balance Sheet
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. Dec 31,2019 Unit:RMB Yuan
It Note As at 31/12/2019 As at 1/1/2019 As at 31/12/2018
e
Current assets： m
Cash at bank and on hand 56,205,332.78 58,180,225.27 58,180,225.27
Financial assets held for trading
Financial assets measured at fair value through profit or
loss for the current period
Derivative financial assets
Notes receivable
Accounts receivable 13.1 29,071,151.64 4,640,846.24 4,640,846.24
Receivables for financing
Prepayments 4,729,985.40 2,745,721.08 2,745,721.08
Other receivables 13.2 181,768,872.70 174,132,348.14 174,132,348.14
Including:Interest receivable
Dividends receivable 13.2 94,566,287.92 92,964,132.10 92,964,132.10
Inventories 34,787,467.34 39,765,975.21 39,765,975.21
Held-for-sale assets
Non-current assets due within one year
Other current assets 2,079,593.94 1,703,493.59 1,703,493.59
Total current 308,642,403.80 281,168,609.53 281,168,609.53
assets
Non-current assets:
Debt investments
Available-for-sale financial assets
Other debt investments
Held-to-maturity investments
Long-term receivables 5,196,204.31 5,432,212.74 5,432,212.74
Long-term equity investments 13.3 232,189,455.23 232,189,455.23 232,189,455.23
Other equity instrument investments
Other non-current financial assets
Investment property 32,761,086.11 30,464,518.89 30,464,518.89
Fixed assets 58,708,493.74 66,833,497.57 66,833,497.57
Construction in process
Productive biological assets
Oil and gas assets
Intangible assets 846,324.29 1,106,244.75 1,106,244.75
Development expenditures
Goodwill
Long-term deferred expenses 88,996.85 302,589.05 302,589.05
Deferred tax assets
Other non-current assets 1,279,247.49 426,581.20 426,581.20
Total non-current assets 331,069,808.02 336,755,099.43 336,755,099.43
Total 639,712,211.82 617,923,708.96 617,923,708.96
assets
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 11 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Balance Sheet (Continued)
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. Dec 31,2019 Unit:RMB Yuan
It Note As at 31/12/2019 As at 1/1/2019 As at 31/12/2018
e
Current liabilities: m
Short-term loans
Financial liabilities held for trading
Financial liabilities measured at fair value through
profit or loss for the current period
Derivative financial liabilities
Notes payable
Accounts payable 6,504,914.36 8,034,779.37 8,034,779.37
Advances from customers 2,161,006.77 9,957,655.47 9,957,655.47
Employee benefits payable 16,431,213.09 19,729,495.62 19,729,495.62
Taxes and surcharges payable 452,563.73 333,936.38 333,936.38
Other payables 88,931,206.55 78,713,961.06 78,713,961.06
Including:Interest payable
Dividends payable
Held-for-sale liabilities
Non-current liabilities due within one year
Other current liabilities
Total current liabilities 114,480,904.50 116,769,827.90 116,769,827.90
Non-current liabilities:
Long-term loans
Bonds payable
Including: Preference shares
Perpetual loans
Other long-term payables
Long-term employee benefits payable 984,566.68 1,092,153.95 1,092,153.95
Provisions
Deferred income
Deferred tax liabilities
Other non-current liabilities
Total non-current liabilities 984,566.68 1,092,153.95 1,092,153.95
Total 115,465,471.18 117,861,981.85 117,861,981.85
Shareholders' equity: liabilities
Share capital 266,071,320.00 266,071,320.00 266,071,320.00
Other equity instruments
Including: Preference shares
Perpetual loans
Capital reserve 279,115,900.17 279,115,900.17 279,115,900.17
Less:treasury shares
Other comprehensive income
Special reserve
Surplus reserve 19,184,672.34 19,184,672.34 19,184,672.34
Retained earnings -40,125,151.87 -64,310,165.40 -64,310,165.40
Total equity 524,246,740.64 500,061,727.11 500,061,727.11
Total liabilities and equity 639,712,211.82 617,923,708.96 617,923,708.96
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 12 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidated Statement of Income
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
Item Note Year ended 31/12/2019 Year ended 31/12/2018
1.Operating income 5.29 1,128,951,902.68 1,023,348,055.53
Less: Operating costs 5.29 948,853,930.90 851,104,238.77
Taxes and surcharges 5.30 3,133,193.01 2,952,542.96
Selling and distribution expenses 5.31 24,928,000.04 35,257,027.14
General and administrative expenses 5.32 63,613,565.72 61,300,717.66
Research and development expenses 5.33 274,338.75
Finance expenses 5.34 4,648,252.61 -4,287,046.06
Including:Interest expenses 5.34 4,119,308.06 5,170,331.97
Interest income 5.34 1,032,203.87 513,573.16
Add: Other income 5.35 23,209,608.02 29,185,715.50
Investment income("-" for loss)
Including: Investment income from associates and joint ventures
Income from derecognition of financial assets
measured at amortised cost
Gains from net position hedging ("-" for loss)
Gain from fair value changes("-" for loss)
Credit impairment losses("-" for loss) 5.36 -364,245.40
Impairment on assets ("-" for loss) 5.37 -4,630,333.82 -4,200,111.14
Gains from disposal of assets("-" for loss) 5.38 -144,859.41
2.Operating profits("-" for loss) 101,715,650.45 101,861,320.01
Add: Non-operating income 5.39 336,071.70 325,858.06
Less:Non-operating expenses 5.40 358,618.18 674,407.58
3.Profit before tax("-" for loss) 101,693,103.97 101,512,770.49
Less:income tax expenses 5.41 2,918,559.26 3,450,194.27
4.Net profit ("-" for net loss) 98,774,544.71 98,062,576.22
Categorized by going concern basis:
(1)Profit or loss from continuing operations ("-" for net loss) 98,774,544.71 98,062,576.22
(2)Profit or loss from discontinued operations ("-" for net loss)
Categorized by ownership:
(1)Net profit attributable to parent company ("-" for net loss) 82,311,630.23 90,281,584.29
(2)Profit/loss attributable to minority ("-" for net loss)shareholders 16,462,914.48 7,780,991.93
5.Other comprehensive income net of tax 2,485,332.76 6,723,281.32
Total comprehensive income attributable to parent company 1,382,899.22 5,399,271.07
(1) Comprehensive income not to be reclassified to profit or loss
1)Changes in remeasurement of defined benefit obligations
2)Other comprehensive income not to be reclassified to profit or loss in
equity method
3)Fair value changes in other equity instrument investments
4)Fair value changes in the enterprise's own credit risk
(2) Comprehensive income to be reclassified to profit or loss 1,382,899.22 5,399,271.07
1) Other comprehensive income to be reclassified to profit or loss in equity
method
2) Gain or loss from fair value changes of other debt instruments
3) Gain or loss from fair value changes of available-for-sale financial assets
4) The amount of financial assets reclassified to other comprehensive income
5) Gain or loss from reclassification of held-to-maturity investments as available-
for-sale financial assets
6) Credit impairment provision of other debt investment
7) Cash flow hedging reserve
8) Currency translation difference 1,382,899.22 5,399,271.07
9) Others
Other comprehensive income attributable to minority share-holders, net of tax 1,102,433.54 1,324,010.25
Total comprehensive income 101,259,877.47 104,785,857.54
Total comprehensive income attributable to parent company 83,694,529.45 95,680,855.36
Total comprehensive income attributable to minority shareholders 17,565,348.02 9,105,002.18
Earnings per share
Basic earnings per share 0.31 0.34
Diluted earnings per share 0.31 0.34
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Statement of Income
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd.
For the year ended 31 December 2019 Unit:RMB Yuan
Item Note Year ended 31/12/2019 Year ended 31/12/2018
1.Operating income 13.4 170,356,633.00 196,795,209.39
Less: Operating costs 13.4 122,798,661.30 145,880,407.70
Taxes and surcharges 744,934.84 684,300.47
Selling and distribution expenses 6,373,920.42 17,349,906.40
General and administrative expenses 29,898,532.60 25,924,371.10
Research and development expenses
Finance expenses -337,913.75 -977,099.68
Including:Interest expenses 1,106,706.22 1,418,278.77
Interest income 471,726.01 272,307.27
Add: Other income 12,084,180.12 15,418,300.00
Investment income("-" for loss) 13.5 2,725,025.89 92,964,132.10
Including: Investment income from associates and joint ventures
Income from derecognition of financial
assets measured at amortised cost
Gains from net position hedging ("-" for loss)
Gain from fair value changes("-" for loss)
Credit impairment losses("-" for loss) -841,673.91
Impairment on assets ("-" for loss) -547,839.65 -151,243.54
Gains from disposal of assets("-" for loss)
2.Operating profits("-" for loss) 24,298,190.04 116,164,511.96
Add: Non-operating income 27,023.49 22,569.02
Less:Non-operating expenses 140,200.00 314,000.00
3.Profit before tax("-" for loss) 24,185,013.53 115,873,080.98
Less:income tax expenses
4.Net profit ("-" for net loss) 24,185,013.53 115,873,080.98
Profit or loss from continuing operations ("-" for loss) 24,185,013.53 115,873,080.98
Profit or loss from discontinued operations ("-" for loss)
5.Other comprehensive income net of tax
(1) Comprehensive income not to be reclassified to profit or loss
1)Changes in remeasurement of defined benefit obligations
2)Other comprehensive income not to be reclassified to profit or loss
in equity method
3)Fair value changes in other equity instrument investments
4)Fair value changes in the enterprise's own credit risk
(2) Comprehensive income to be reclassified to profit or loss
1) Other comprehensive income to be reclassified to profit or loss
in equity method
2) Gain or loss from fair value changes of other debt instruments
3) Gain or loss from fair value changes of available-for-sale
financial assets
4) The amount of financial assets reclassified to other
comprehensive income
5) Gain or loss from reclassification of held-to-maturity investments
as available-for-sale financial assets
6) Credit impairment provision of other debt investment
7) Cash flow hedging reserve
8) Currency translation difference
9) Others
Total comprehensive income 24,185,013.53 115,873,080.98
Earnings per share
Basic earnings per share
Diluted earnings per share
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 14 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidated Statement of Cash Flows
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
It Note Year ended 31/12/2019 Year ended 31/12/2018
e
1.Cash flows from operating activities
m
Cash received from sales and services 1,137,807,547.33 1,009,191,659.05
Taxes and surcharges refunds 40,948,497.75 52,916,366.93
Cash received related to other operating activities 5.42 42,110,856.39 40,209,712.63
Total cash inflows from operating activities 1,220,866,901.47 1,102,317,738.61
Cash paid for goods and services 872,579,856.11 820,767,322.08
Cash paid to and for employees 173,125,879.15 135,310,638.26
Taxes and surcharges cash payments 14,144,537.13 12,736,545.08
Cash paid related to other operating activities 5.42 50,720,086.41 63,867,337.54
Total cash outflows from operating activities 1,110,570,358.80 1,032,681,842.96
Net cash flows from operating activities 110,296,542.67 69,635,895.65
2.Cash flows from investing activities：
Cash received from withdraw of investments
Cash received from investment income
Net cash received from disposal of \property, plant and
8,235.37 66,101.40
equipement,intangible assets and other long-term assets
Net cash received from disposal of subsidiaries and other
business units
Cash received related to other investing activities
Total cash inflows from investing activities 8,235.37 66,101.40
Cash paid for property, plant and equipement,intangible assets
75,638,420.93 38,645,395.27
and other long-term assets
Cash payments for investments
Net cash paid for acquiring subsidiaries and other business units
Cash paid related to other investing activities
Total cash outflows from investing activities 75,638,420.93 38,645,395.27
Net cash flows from investing activities -75,630,185.56 -38,579,293.87
3.Cash flows from financing activities:
Cash received from investments by others 100,000,000.00
Including:cash received by subsidiaries from
100,000,000.00
minority shareholders' investments
Cash received from borrowings 112,412,418.06 124,663,840.58
Cash received related to other financing activities
Total cash inflows from financing activities 112,412,418.06 224,663,840.58
Cash repayments for debts 140,351,397.37 222,589,747.85
Cash payments for distribution of dividends, profit and
4,050,392.95 5,218,646.53
interest expenses
Including:dividends or profit paid by subsidiaries to minority
shareholders
Cash paid related to other financing activities
Total cash outflows from financing activities 144,401,790.32 227,808,394.38
Net cash flows from financing activities -31,989,372.26 -3,144,553.80
4.Effect of foreign exchange rate changes on cash and cash -840,471.61 7,787,725.68
equivalents in cash and cash equivalents
5.Net increase 1,836,513.24 35,699,773.66
Add:beginning balance of cash and cash equivalents 182,767,125.48 147,067,351.82
6.Ending balance of cash and cash equivalents 184,603,638.72 182,767,125.48
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 15 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Statement of Cash Flows
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
It Note Year ended 31/12/2019 Year ended 31/12/2018
e
1.Cash flows from operating activitiesm 137,664,498.19 192,640,702.72
Cash received from sales and services
Taxes and surcharges refunds 28,420,446.80 20,435,313.75
Cash received related to other operating activities 166,084,944.99 213,076,016.47
Total cash inflows from operating activities 93,241,677.36 107,932,129.20
Cash paid for goods and services 40,950,588.99 44,366,095.23
Cash paid to and for employees 1,052,869.57 888,132.93
Taxes and surcharges cash payments 15,468,351.42 25,738,044.04
Cash paid related to other operating activities 150,713,487.34 178,924,401.40
Total cash outflows from operating activities 15,371,457.65 34,151,615.07
Net cash flows from operating activities
2.Cash flows from investing activities：
Cash received from withdraw of investments
Cash received from investment income
Net cash received from disposal of \property, plant
and equipement,intangible assets and other
long-termreceived from disposal of subsidiaries and other business units 10,000,000.00
Cash received related to other investing activities 10,000,000.00
Total cash inflows from investing activities 7,046,061.27 1,384,864.55
Cash paid for property, plant and equipement,intangible assets and other
28,000,000.00
long-term assets
Cash payments for investments
Net cash paid for acquiring subsidiaries and other business units 14,595,624.89 11,596,396.40
Cash paid related to other investing activities 21,641,686.16 40,981,260.95
Total cash outflows from investing activities -21,641,686.16 -30,981,260.95
Net cash flows from investing activities
3.Cash flows from financing activities:
Cash received from investments by others
Cash received from borrowings 4,000,000.00 7,000,000.00
Cash received related to other financing activities 4,000,000.00 7,000,000.00
Total cash inflows from financing activities
Cash repayments for debts
Cash payments for distribution of dividends, profit and interest expenses
Cash paid related to other financing activities
Total cash outflows from financing activities 4,000,000.00 7,000,000.00
Net cash flows from financing activities 295,336.02 -24,982.26
4.Effect of foreign exchange rate changes on cash and cash equivalents -1,974,892.49 10,145,371.86
5.Net increase in cash and cash equivalents 58,180,225.27 48,034,853.41
Add:beginning balance of cash and cash equivalents 56,205,332.78 58,180,225.27
6.Ending balance of cash and cash equivalents 137,664,498.19 192,640,702.72
Legal representativeLegal：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 16 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidated Statement of Changes in Equity
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
Year 2019
Equity attributable to shareholders of parent
company
Item Other equity instruments
Other Minority Total equity
Prefere Perpetu Capital Less:treasury comprehe Special Surplus Retained interests
Share capital Other Sub-total
nce al reserve shares nsive reserve reserve earnings
s
1. Ending balance of last year 266,071,320.00 share loans 284,054,997.75 -675,743.05 21,908,064.19 232,148,801.35 803,507,440.24 140,369,312.43 943,876,752.67
s
Add: Impact from changes in accounting policies
Impact from corrections of errors in prior
period
Business combination under common control
Others
2. Beginning balance of current year 266,071,320.00 284,054,997.75 -675,743.05 21,908,064.19 232,148,801.35 803,507,440.24 140,369,312.43 943,876,752.67
3. Movement for current year("-" for decrease） 1,382,899.22 82,311,630.23 83,694,529.45 17,565,348.02 101,259,877.47
(1) Total comprehensive income 1,382,899.22 82,311,630.23 83,694,529.45 17,565,348.02 101,259,877.47
(2) Shareholder's contributions and withdrawals of captial
1) Common stock contributed by shareholders
2) Capital contributed by other equity instruments holders
3) Share-based payment recorded in shareholder's equity
4) Others
(3) Profits distribution
1) Appropriation of surplus reserve
2) Distribution to shareholders
3) Others
(4) Internal transfer within shareholder's equity
1) Conversion of capital reserve into share capital
2) Conversion of surplus reserve into share capital
3) Recover of loss by surplus reserve
4) Change of defined benefit obligations carried forward to
retained earnings
5) Other comprehensive income carried forward to retained
earnings
6) Others
(5) Special reserve
1) Accrual of special reserve
2) Utilization of special reserve
(6) Others
4. Ending balance of current year 266,071,320.00 284,054,997.75 707,156.17 21,908,064.19 314,460,431.58 887,201,969.69 157,934,660.45 1,045,136,630.14
Legal representative：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 17 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidated Statement of Changes in Equity (Continued)
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
Year 2018
Equity attributable to shareholders of parent
company
Other equity instruments
Item Other Minority Total equity
Share capital Prefere Perpetu Capital Less:treasury comprehe Special Surplus Retained Sub-total interests
Other
nce al reserve shares nsive reserve reserve earnings
s
1. Ending balance of last year 266,071,320.00 share loans 279,998,206.82 -6,075,014.12 21,908,064.19 141,867,217.06 703,769,793.95 35,321,101.18 739,090,895.13
s
Add: Impact from changes in accounting policies
Impact from corrections of errors in prior
period
Business combination under common control
Others
2. Beginning balance of current year 266,071,320.00 279,998,206.82 -6,075,014.12 21,908,064.19 141,867,217.06 703,769,793.95 35,321,101.18 739,090,895.13
3. Movement for current year("-" for decrease） 4,056,790.93 5,399,271.07 90,281,584.29 99,737,646.29 105,048,211.25 204,785,857.54
(1) Total comprehensive income 5,399,271.07 90,281,584.29 95,680,855.36 9,105,002.18 104,785,857.54
(2) Shareholder's contributions and withdrawals of captial 4,056,790.93 4,056,790.93 95,943,209.07 100,000,000.00
1) Common stock contributed by shareholders
2) Capital contributed by other equity instruments holders
3) Share-based payment recorded in shareholder's equity
4) Others 4,056,790.93 4,056,790.93 95,943,209.07 100,000,000.00
(3) Profits distribution
1) Appropriation of surplus reserve
2) Distribution to shareholders
3) Others
(4) Internal transfer within shareholder's equity
1) Conversion of capital reserve into share capital
2) Conversion of surplus reserve into share capital
3) Recover of loss by surplus reserve
4) Change of defined benefit obligations carried forward to
retained earnings
5) Other comprehensive income carried forward to retained
earnings
6) Others
(5) Special reserve
1) Accrual of special reserve
2) Utilization of special reserve
(6) Others
4. Ending balance of current year 266,071,320.00 284,054,997.75 -675,743.05 21,908,064.19 232,148,801.35 803,507,440.24 140,369,312.43 943,876,752.67
Legal representative：lulianxing Person in charge of accounting function： fuchuanhai Person in charge of accounting department：leilixin
- 18 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Statement of Changes in Equity
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
Year 2019
Other equity instruments
Item Other
Share capital Prefer Perp Capital reserve Less:treasury Special reserve Surplus Retained Total equity
Others comprehe
enc etu shares reserve earnings
nsive
1. Ending balance of last year 266,071,320.00 e al 279,115,900.17 19,184,672.34 -64,310,165.40 500,061,727.11
income
Add: Impact from changes in accounting policies shar loa
es ns
Impact from corrections of errors in prior period
Others
2. Beginning balance of current year 266,071,320.00 279,115,900.17 19,184,672.34 -64,310,165.40 500,061,727.11
3. Movement for current year("-" for decrease） 24,185,013.53 24,185,013.53
(1) Total comprehensive income 24,185,013.53 24,185,013.53
(2) Shareholder's contributions and withdrawals of captial
1) Common stock contributed by shareholders
2) Capital contributed by other equity instruments holders
3) Share-based payment recorded in shareholder's equity
4) Others
(3) Profits distribution
1) Appropriation of surplus reserve
2) Distribution to shareholders
3) Others
(4) Internal transfer within shareholder's equity
1) Conversion of capital reserve into share capital
2) Conversion of surplus reserve into share capital
3) Recover of loss by surplus reserve
4) Change of defined benefit obligations carried forward to
retained earnings
5) Other comprehensive income carried forward to
retained earnings
6) Others
(5) Special reserve
1) Accrual of special reserve
2) Utilization of special reserve
(6) Others
4. Ending balance of current year 266,071,320.00 279,115,900.17 19,184,672.34 -40,125,151.87 524,246,740.64
Legal representative：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：Leilixin
- 19 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Statement of Changes in Equity (Continued)
Prepared by：Shandong Zhonglu Oceanic Fisheries Co., Ltd. For the year ended 31 December 2019 Unit:RMB Yuan
Year 2018
Other equity instruments
Item Less:treasury Other
Share capital Preference Perpetual Others Capital reserve Special reserve Surplus reserve Retained earnings Total equity
shares comprehensive
shares loans
income
1. Ending balance of last year 266,071,320.00 279,115,900.17 19,184,672.34 -180,183,246.38 384,188,646.13
Add: Impact from changes in accounting policies
Impact from corrections of errors in prior
period
Others
2. Beginning balance of current year 266,071,320.00 279,115,900.17 19,184,672.34 -180,183,246.38 384,188,646.13
3. Movement for current year("-" for decrease） 115,873,080.98 115,873,080.98
(1) Total comprehensive income 115,873,080.98 115,873,080.98
(2) Shareholder's contributions and withdrawals of captial
1) Common stock contributed by shareholders
2) Capital contributed by other equity instruments holders
3) Share-based payment recorded in shareholder's equity
4) Others
(3) Profits distribution
1) Appropriation of surplus reserve
2) Distribution to shareholders
3) Others
(4) Internal transfer within shareholder's equity
1) Conversion of capital reserve into share capital
2) Conversion of surplus reserve into share capital
3) Recover of loss by surplus reserve
4) Change of defined benefit obligations carried
forward to retained earnings
5) Other comprehensive income carried forward to
retained earnings
6) Others
- 20 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
(5) Special reserve
1) Accrual of special reserve
2) Utilization of special reserve
(6) Others
4. Ending balance of current year 266,071,320.00 279,115,900.17 19,184,672.34 -64,310,165.40 500,061,727.11
Legal representative：lulianxing Person in charge of accounting function：fuchuanhai Person in charge of accounting department：leilixin
- 21 -
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
SHANDONG ZHONGLU OCEANIC FISHERIES CO., LTD.
Notes to the Financial Statements
(All amounts in Chinese Renminbi Yuan unless otherwise stated)
1. Company profile
1.1 The Company's registered place, organization structure and the address of head quarter.
Shandong Zhonglu Oceanic Fisheries Co., Ltd. (the “Company”), whose registered address is No.29, Miaoling Road, Qingdao,
Shandong, was incorporated as a liability limited company in the People’s Republic of China on July 30, 1999 according to the
document of Lu Ti Gai Zi [1999] No.85 issued by Shandong Development and Reform Commission, and the holding company of the
Company is Shandong Fisheries Enterprise Group General Corporation. On June 26, 2000, the Company issued 120 million domestic
listed foreign shares (B shares) to foreign investors with face value of 1 Yuan per share according to the document of Zheng Jian Fa
Xing Zi [2000] No.82 issued by the China Securities Regulatory Commission. The B shares, Zhonglu B with stock code of 200992,
have been listed on the Shenzhen Stock Exchange since July 24, 2000.
The basic structure of the company: shareholders committee, board of directors, board of supervisors, the board of directors office,
human resources, financial management department, administration department, audit department, general department,discipline
inspection department.
1.2 The Company's business nature and main operation activities, like its industry, primary product or service, customers' nature,
trading strategy and supervisory environment etc.
Operating activity: ocean fisheries
Main product: tuna and its products.
Operating scope: aquatic products breeding, processing and sale; goods import and export business within approved scope; ice
machine manufacture and sale; refrigeration equipment manufacture, installation, maintenance; refrigeration; load and unload
services; housing lease.
Advance licensed operating scope: marine and oceanic fishing;
1.3 The approver and approval date of the financial reporting.
The financial statement is predetermined and authorized by the board of company on 25th March, 2020.
1.4 The consolidation scope of financial year 2019 consolidated financial statements includes the Company and its subsidiaries
(hereafter referred to as "the Company").
22
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Consolidation scope of financial statement includes: 4 wholly-owned subsidiaries: Shandong Zhonglu Oceanic Fisheries
Transportation Co., Ltd.; Shandong Zhonglu Oceanic (Yantai) Food Co., Ltd.; HABITAT INTERNATIONAL CORP; Shandong
Zhonglu Haiyan Oceanic Fisheries Co., Ltd. ; 4 sub-subsidiaries: LAIF FISHERIES COMPANY LIMITED; Shandong Zhonglu
Oceanic Fisheries Refrigeraton Co., Ltd; AFRICA STAR FISHERIES LIMITED; ZHONG GHA FOODS COMPANY LIMITED; 1
operational entity through control over operating leases: YAW ADDO FISHERIES COMPANY LIMITED. More information is
disclosed in Note.7“ Equity disclosure in other entities”.
2. Basis of preparation of financial statements
2.1 Basis of preparation
On the basis of going concern and transactions and events actually occurred, the Company prepares its financial statements with the
following accounting policies and accounting estimates in accordance with the Accounting Standards for Business Enterprises –
basic Standards, specific accounting standards and other relevant provisions (hereinafter collectively known as "Accounting
Standards for Business Enterprises" or "CAS")
2.2 Going concern
Within at least 12 months of this report, the company should maintain its operational capacity without matters that have potential
impact on ability of the continuing operations.
3. Significant accounting policies and accounting estimates
The Company has made specific accounting policies of recognition of income and other items based on its own operating
characteristic under relevant regulations in Accounting Standard for Business Enterprise:
3.1 Declaration on compliance with the Accounting Standards for Business Enterprises
The financial statements have been prepared in compliance with the Accounting Standards for Business Enterprises to truly and
completely reflect the Company’s financial position as of 31 December 2019 and its operating results, cash flows and other relevant
information for the year ended 31 December 2019.
3.2 Accounting period
The financial year of the Company is from January 1 to December 31 of each calendar year.
3.3 Operating cycle
The Company’s operating cycle is 12 months in each calendar year and it classifies the assets and liabilities' liquidity by operating
cycle.
3.4 Functional currency
The Company's functional currency is Chinese Renminbi (hereafter referred to as "RMB").
23
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
3.5 Business combination
3.5.1 Business combinations involving enterprises under common control
In a business combination involving enterprises under common control, if the acquirer pays for the business combination in cash, by
transferring of non-cash assets or assuming liabilities, the initial investment cost is the holding share of the acquiree's equity in the
ultimate controlling party's consolidated financial statements measured at the carrying amounts at the acquisition date. If the acquirer
issues equity instruments for the business combination, the acquirer measures the share capital by the par value of the shares issued.
The difference between the original investment cost and the carrying amount (or the total par value of shares issued) will be adjusted
to the capital reserve. If the capital reserve is insufficient to absorb the difference, the remaining amount shall be deducted from the
retained earnings.
3.5.2 Business combinations involving enterprises not under uncommon control
In a business combination involving enterprises not under common control, the combination costs are the aggregate of the fair values
of the assets paid, the liabilities incurred or assumed and the equity instruments issued by the acquirer in exchange for control over
the acquiree at the acquisition date. At the acquisition date, the acquired assets, liabilities and contingent liabilities of the acquiree
that meet the recognition criteria are measured at their fair value. The Company recognises the difference of the combination costs in
excess of its interest portion in the fair value of the net identifiable assets acquired from the acquiree as goodwill. The Company
recognises the difference of the combination costs less than its interest portion in the fair value of the net identifiable assets acquired
from the acquiree in the non-operating income for current period after reassessment.
3.6 Preparation of consolidated financial statements
3.6.1 The scope of consolidated financial statements
The Company incorporates all its subsidiaries (including individual entities under its control) into the scope of the consolidated
financial statements, including the enterprises controlled by the Company, divisible part in the investees and structured entities.
3.6.2 Uniform accounting policies, balance sheet date and accounting period
If the subsidiaries adopt different accounting policies or accounting periods compared with those of the Company, the Company
makes necessary adjustments on the subsidiaries' financial statements according to its accounting policies or accounting period when
the consolidated financial statements are prepared.
3.6.3 The elimination in the preparation of consolidated financial statements
The consolidated financial statements are prepared based on the individual financial statements of the Company and its subsidiaries,
after elimination of the transactions incurred among the Company and the subsidiaries. The portion of a subsidiary’s equity that is
24
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
not attributable to the Company is treated as minority interests and presented in the consolidated balance sheet within equity. The
equity investment of the Company held by one subsidiary is treated as the Company's treasury shares and a deduction of the
shareholders' equity which is presented as "less: treasury shares" in the consolidated balance sheet within equity.
3.6.4 The accounting treatment for obtaining subsidiaries through a business combination
Where a subsidiary or business has been acquired through a business combination involving enterprises under common control in the
reporting period, the obtained subsidiary or business is deemed to be included in the consolidated financial statements from the date
they are controlled by the ultimate controlling party. Their assets, liabilities, operating results and cash flows are included in the
consolidated financial statements from the beginning of the accounting period in which the acquisition occurred. Where a subsidiary
or business has been acquired through a business combination not involving enterprises under common control, their individual
financial statements are adjusted based on the fair value of identifiable net assets at the acquisition date when preparing the
consolidated financial statements.
3.6.5 The accounting treatment for disposal of equity investment in a subsidiary
In the consolidated financial statements, when the Company partly disposes its investment in a subsidiary without losing its control
on the subsidiary, the difference between the consideration received and its corresponding portion of the net asset continually
calculated from the purchase date or combination date should be adjusted to the capital reserve and if the capital reserve is
insufficient to absorb the difference, the remaining amount will be deducted from the retained earnings.
If the Company loses its control on a investee because of disposing some portion of its equity investment in the investee, when it
prepares its consolidated financial statements, the remaining balance of its equity investment will be remeasured at the fair value of
the date at which it loses its control. The difference between the sum of the consideration received and the fair value of the remaining
equity investment, and its corresponding interest portion of the net asset continually calculated from the purchase date or the
combination date should be recorded in the investment income of the current period, and be deducted to goodwill simultaneously.
Other comprehensive income (OCI) etc. relating to the investment in the former subsidiary will be transferred to the investment
income in the same period in which it loses its control.
3.7 Joint arrangement classification and accounting treatments
3.7.1 The classification of joint arrangement
Joint arrangements are classified as joint operations or joint ventures. A joint arrangement will be classified as
joint operation when the joint arrangement achieves not through an individual entity. Individual entity is an entity
with individual identifiable finance structure, including single legal entity and entity unqualified as legal entity but
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qualified as lawful entity. A joint arrangement is usually be classified as joint venture when the joint arrangement
achieves through incorporating an individual entity. When changes arising from relevant events or environment
cause changes of the cooperative parties' rights and obligations in the joint arrangements, the cooperative parties
shall reassess the classification of the joint arrangements.
3.7.2 The accounting treatment of joint operations
The Company acted as a party participating in joint operations, recognises the following items relating to its
interests in the joint operations and accounts for them in accordance with related requirements of Accounting
Standards for Business Enterprises: (a) Its solely-held assets and solely-assumed liabilities, and its share of any
assets and liabilities held jointly; (b) Its revenue from the sale of its share of the output arising from the joint
operation; (c) Its share of the revenue from the sale of the output by the joint operation; (d) Its own expenses and
its share of any expenses incurred jointly.
The Company acted as a party involving in joint operations without common control power, accounts for its
investments referring to the treatment method of joint operation participants if it is entitled to relevant assets and
undertake relevant liabilities of the joint operations, otherwise, it accounts for its investments according to related
requirements of Accounting Standards for Business Enterprises.
3.7.3 The accounting treatment of joint ventures
The Company accounts for its investments in accordance with Accounting Standards for Business Enterprises
No.2 - Long-term Equity Investment if it is one of the participating parties with common control power in joint
ventures. And the Company accounts for its investments according to its influence extent on the joint ventures if it
is not one of the participating parties with common control power involved in the joint ventures.
3.8 Cash and cash equivalents
The cash in the Company's statement of cash flows is cash on hand and deposits that can be readily drawn on demand. Cash
equivalents in the statement of cash flows are short-term, highly liquid investments that are readily convertible to known amounts of
cash and which are subject to an insignificant risk of change in value.
3.9 Foreign currency transactions and translation of financial statements denominated in foreign currency
3.9.1 Translation of foreign currency transactions
The Company records foreign currency transactions in RMB for accounting purpose using the spot exchange rate prevailing at the
date when the transactions occurs. At the balance sheet date, monetary items denominated in foreign currency are translated to RMB
by adopting the prevailing exchange rate on that date. Foreign exchange difference between the prevailing exchange rate on that date
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and the prevailing exchange rate on initial recognition or on the previous balance sheet date are recognised in profit or loss for the
current period, except the foreign exchange arising from specific loan denominated in foreign currency qualified as capital
expenditure and included in the cost of related assets. Non-monetary items denominated in foreign currency that are measured at
historical cost are still translated at amount in functional currency exchanged at the prevailing exchange rate at the transaction date.
Non-monetary items denominated in foreign currency that are measured at fair value are translated using the exchange rate at the date
when fair value was determined and the difference between the translated functional currency amount and the prior translated amount
on initial recognition or on the previous balance sheet date are recorded in profit or loss for the current period or other comprehensive
income.
3.9.2 The translation of financial statements denominated in foreign currency
If the Company's controlled subsidiaries, joint ventures and associates etc. adopt different reporting currency, their financial
statements denominated in foreign currency shall be translated to financial statements in RMB when preparing consolidated financial
statements. The assets and liabilities are translated to RMB amounts using the spot exchange rate at the balance sheet date. Items of
the equity, except for "retained earnings ", are translated at the spot exchange rate at the dates when such items occurred. The revenue
and expenditures in the statement of income are translated using the spot exchange rate at the transaction date. The difference arising
from foreign currency financial statements translation is presented in other comprehensive income at the consolidated balance sheet
within equity. Items of the statement of cash flows are translated using the spot exchange rate when they incurred. Effect arising from
changes of exchange rates on cash and cash equivalents is presented separately in the statement of cash flows. When disposing of
foreign operations, exchange differences of foreign currency financial statements attributable to the foreign operations are transferred
to profit or loss for the current period entirely or in proportion with the disposal portion of the foreign operations.
3.10 Financial instruments
3.10.1 Classification and reclassification of financial instruments
Financial instruments are the contracts under which the financial assets of an entity are formed and correspondingly the financial
liabilities or equity instruments of any other entity are formed.
3.10.1.1 Financial assets
The Company classifies a financial asset as subsequently measured at amortised cost that meets both of the following conditions:
a) the financial asset is held within a business model whose objective is to collect contractual cash
flows; and
b) the contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal
amount outstanding.
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The Company classifies a financial asset as subsequently measured at fair value through other comprehensive income that meets both
of the following conditions:
a) the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and
selling the financial asset, and
b) the contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal
amount outstanding.
The Company may make an irrevocable election at initial recognition to designate non-traded equity instruments as subsequently
measured at fair value through other comprehensive income. The designation is made on the basis of single investment which meets
the equity instrument definition from the aspect of the issuer.
The Company classifies a financial asset as subsequently measured at fair value through profit or loss unless it is subsequently
measured at amortised cost or measured at fair value through other comprehensive income. The Company may make an irrevocable
election at initial recognition to designate a financial asset as subsequently measured at fair value through profit or loss if doing so
eliminates or significantly reduces an accounting mismatch.
When the Company changes its business model for managing financial assets, all affected financial assets are reclassified from the
first day of the next subsequent reporting period after the business model changes and the reclassification is applied prospectively
from the reclassification date, meaning that any previously recognised gains, losses (including impairment gains or losses) or interest
will not be restated.
3.10.1.2 Financial liabilities
Financial liabilities are classified at initial recognition as: a) financial liabilities measured at fair value through profit or loss; b)
financial liabilities that arise when transfers of financial assets do not qualify for derecognition or when the continuing involvement
approach applies; and financial liabilities as subsequently measured at amortised cost. All financial liabilities are not be reclassified.
3.10.2 Measurement of financial instruments
The Company measures financial instruments at fair value upon their initial recognition. The related transaction fees for the financial
assets and financial liabilities subsequently measured at fair value through profit or loss are charged in profit or loss directly. The
related transaction fees for other financial assets and financial liabilities are included in their initial costs. The Company measures the
accounts receivable and notes receivable deriving from selling goods or providing services at their transaction price if the accounts
receivable and notes receivable do not contain a significant financing component or the Company applies the practical expedient not
considering the significant financing component. The subsequent measurement of a financial instrument is determined by its
classification.
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3.10.2.1 Financial assets
A. Financial assets measured at amortised cost
The financial assets are measured subsequently at amortised cost using the effective interest method after initial recognition. The
gains or losses calculated by the effective interest method which do not belong to any hedging relationships are recognised in profit
or loss when the financial assets are derecognised, reclassified, amortizied or impaired.
B. Financial assets measured at fair value through profit or loss
After initial recognition, the financial assets are measured subsequently at fair value except that they belong to any hedging
relationships, and any gains or losses including interests and dividends are recognised in profit or loss.
C. Financial assets measured at fair value through other comprehensive income
After initial recognition, the financial assets are measured subsequently at fair value. The interest calculated by the effective interest
method, impairment losses or gains and exchange gains or losses are recognised in profit or loss and other gains or losses are
recognised in other comprehensive income. The accumulated gains or losses recognised in other comprehensive income will be
reclassified in profit or loss upon derecognition of the financial assets.
3.10.2.2 Financial liabilities
A. Financial liabilities measured at fair value through profit or loss
The category includes financial liabilities held for trading, derivative financial liabilities and financial liabilities designated as
measured at fair value through profit or loss. After initial recognition, financial liabilities in this category are measured at fair value
and the gains and losses from changes of fair value of financial liabilities held for trading are recognised in profit or loss except those
relating to hedging accounting. For financial liabilities designated as measured at fair value through profit or loss, the change of fair
value due to the change of the Company's self-credit risk are recognised in other comprehensive income, and other changes of fair
value are recognised in profit or loss. If the recognition in other comprehensive income for the change of fair value due to the change
of the financial liabilities' self-credit risk will cause or enhance an accounting mismatch in profit or loss, the Company recognises all
gains or losses from the financial liabilities in profit or loss.
B. Financial liabilities measured at amortised cost
After initial recognition, financial liabilities in this category are measured at amortised cost using the effective interest method.
3.10.3 Measurement method of financial instruments' fair value
For financial instruments that active markets exist, the Company uses the quoted prices in the active markets to determine their fair
value. If there is no active market for the financial instruments, the Company uses valuation techniques to determine their fair value.
The valuation techniques mainly include market approach, income approach and cost approach. In limited conditions, if there is no
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sufficient updated information to determine the fair value, or the range of estimated fair value is so wide that the cost indicates the
best estimate of the fair value, the cost may represent the appropriate estimate of the fair value within the distribution range. The
Company makes use of all available information concerning the investee's business performance and operation to determine if the
cost may represent its fair value.
3.10.4 The recognition basis and measurement approach for transfer of financial assets and liabilities
3.10.4.1 Financial assets
A financial asset of the Company is derecognised when it meets one of the following conditions: a) the contractual rights to the cash
flows from the financial asset expire, or b) the financial asset has been transferred and the Company transfers substantially all the
risks and rewards of ownership of the financial asset; c) the financial asset has been transferred, although the Company neither
transfers nor retains substantially all the risks and rewards of ownership of the financial asset, it has not retained control.
If the Company neither transfers nor retains substantially all the risks and rewards of ownership of a financial asset, and has retained
control, it continues to recognise the financial asset to the extent of its continuing involvement in the financial asset, and recognises
related financial liabilities correspondingly.
On derecognition of a financial asset in its entirety, the difference between the following two items is recognised in profit or loss:
(a) the carrying amount measured at the date of derecognition.
(b) the sum of the consideration received and the accumulated change amount of fair value recognised directly in other
comprehensive income for the corresponding derecognition financial asset (relating to a financial asset measured at fair value
through other comprehensive income) .
If a financial asset is partly transferred, the entire carrying amount of the financial asset is split into the derecognised part and
retained part according to their respective fair value at the derecognition date, and the difference between the following two items is
recognised in profit or loss:
(a) the carrying amount measured at the date of derecognition which is allocated to the derecognized part; and
(b) the sum of the consideration received for the derecognised part and the accumulated change amount of fair value which has been
recognised in other comprehensive income belonging to the corresponding derecognised part (relating to a financial asset measured
at fair value through other comprehensive income).
3.10.4.2 Financial liabilities
When the present obligation specified in the contract is extinguished, the Company derecognises a financial liability (or a part of a
financial liability).
When a financial liability (or a part of a financial liability) is derecognised, the Company recognises the difference between the
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carrying amount of the financial liability (or a part of the financial liability) and the consideration paid (including any non-cash assets
transferred or liabilities assumed) in profit or loss.
3.11 The approach and accounting treatment of expected credit losses (ECL)
3.11.1 The approach of expected credit losses
The Company recognises loss allowance based on ECL on financial assets that are measured at amortized cost (including accounts
receivable), financial assets measured at fair value through other comprehensive income (including receivables for financing), lease
receivables, and contract assets.
The Company assesses whether the credit risk on financial instruments have increased significantly since initial recognition at each
balance sheet date and divides the credit risk impairment process into three stages and adopts different accounting treatment:
(a) In the first stage, the credit risk on financial instruments has not significantly increased since initial recognition. The Company
measures the loss allowance for the financial instruments at an amount equal to 12month expected credit losses, and calculates
interest income by applying the effective interest rate to the gross carrying amount of the financial assets.
(b) In the second stage, the credit risk on financial instruments has significantly increased since initial recognition which are not
subject to impairment. The Company measures the loss allowance for the financial instruments at an amount equal to the lifetime
expected credit losses, and calculates interest income by applying the effective interest rate to the gross carrying amount of the
financial assets.
(c) In the third stage, the financial instruments are subject to impairment since initial recognition. The Company measures the loss
allowance for the financial instruments at an amount equal to the lifetime expected credit losses, and calculates interest income by
applying the effective interest rate to the net carrying amount (gross carrying amount minus the impairment allowance) of the
financial instruments.
3.11.1.1 The approach of expected credit losses for the financial instruments with a low risk of default
The Company assumes that the credit risk on a financial instrument has not increased significantly since initial recognition directly
without comparing the credit risk with that on initial recognition if the financial instrument is determined to have a low credit risk at
the balance sheet date.
If the financial instrument has a a low risk of default, the debtor has a strong capacity to meet its contractual cash flow obligations in
the near term and adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the
ability of the debtor to fulfil its contractual cash flow obligations, the financial instrument is considered to have a low credit risk.
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3.11.1.2 The approach of expected credit losses for accounts receivable, lease receivables, and contract assets
The Company adopts simplified approach, i.e. the measurement of lifetime ECL, to determine the impairment losses for accounts
receivable and contract assets that result from transactions within the scope of Accounting Standards for Business Enterprises No.
14- Revenue, and the lease receivables that result from transactions within the scope of Accounting Standards for Business
Enterprises No. 21- Lease, regardless whether they contain a significant financing component or not.
The Company assesses whether the credit risk on a financial instrument has increased significantly or not since initial recognition on
an individual or group basis according to the characteristics of the financial instruments. The Company segments notes receivable
and accounts receivable into several groups on the basis of shared credit risk characteristics to calculate ECL, and the segmentation
bases are determined as follows:
(a) The company has combined receivables between all enterprises within the scope of the report, and there are not expected credit
loss or provisions for credit loss.
(b) The company has combined accounts receivable outside of enterprises within the scope of the report, made aging of account
receivable and expected credit loss rate comparison table of the entire duration, also calculated the expected credit loss by referring to
historical credit loss experience, combining with the current situation and predicting economy in the future.
(c) If the sufficient evidence of a significant increase in credit risk from single accounts receivable could be obtained, the company
shall confirm the expected credit loss for the account receivable and make provisions for loss in accordance with the balance between
the carrying amount of account receivables and the present value of the cash flows expected to be received.
3.11.1.3 The approach of expected credit losses for other financial instruments
The Company adopts the normal approach, i.e. the three-stage model, to determine the impairment losses for other financial
instruments except aforementioned financial assets, like debt investments, other debt investments, other receivables, long-term
receivables excluding lease receivables etc.
3.11.2 The accounting treatment of expected credit losses
The Company remeasures ECL at each balance sheet date to reflect the credit risk change of financial instruments after initial
recognition and recognises the additional or reverse amount of the impairment allowance in profit or loss of the current period as
impairment losses or gains, which will be deducted from the carrying amount of the financial assets in the balance sheet, or recorded
to the provisions for loan commitments or financial guarantee contracts or in other comprehensive income for financial assets
measured at fair value through other comprehensive income depending on the category of the financial instruments.
3.12 Inventories
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3.12.1 Categories of inventories
Inventories are the finished goods or commodities that the Company holds to sell, the work in progress in production process, and the
material and goods consumed during the production process or service rendering process in daily operation. Inventories include raw
materials, revolving materials (packaging materials and low-value consumables etc.), commodities and c goods shipped in transit etc.
3.12.2 Measurement of inventories upon delivery
Weighted average method is used to measure the actual costs of inventories upon delivery.
3.12.3 Provision for diminution in value of inventories
At each balance sheet date, inventories are measured at the lower of cost and net realisable value. When the cost of inventory exceeds
its net realizable value, provision for diminution in value of inventories is recognised. The Company usually recognises provision for
diminution in value of inventories on the basis of a single inventory item. For the inventory items of large quantity and low price, the
Company recognises provision for diminution in value of inventories based on inventory categories.
(a) Finished goods’net realizable value is the amount of an estimated price minus the estimated cost of sales and relevant taxes.
(b) Materials held for production are based on cost measurement when the finished products’ net realizable value is higher than cost;
the material price decline shows that the finished products’ net realizable value is lower than cost, net realizable value is calculated
as an estimated sales price minus the estimated cost, the cost of sales and the relevant taxes amount.
(c) the materials held for sale may use the market price as net realizable value.
3.12.4 Inventory count system
The Company adopts the perpetual inventory system.
3.12.5 Amortization methods of low-value consumables and packaging materials
Low-cost consumables and packaging materials are amortized by the equal-split amortization method.
3.13 Long-term equity investment
3.13.1 Determination of initial investment cost
Long-term equity investment acquired through a business combination: For a business combination involving enterprises under
common control, the initial investment cost of a long-term equity investment is the holding share of the acquiree's equity in the
ultimate controlling party's consolidated financial statements measured at the carrying amounts at the acquisition date. For a business
combination not involving enterprises under common control, the initial investment cost of a long-term equity investment is the cost
of acquisition determined at the date of acquisition. For a long-term equity investment acquired in cash, the initial investment cost is
the amount of cash paid. For a long-term equity investment acquired by issuing equity securities, the initial investment cost is the fair
value of the equity securities issued. For a long-term equity investment acquired by debt restructuring, the initial investment cost is
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determined according to related requirements of Accounting Standards for Business Enterprises No. 12- Debt Restructuring. For a
long-term equity investment acquired by exchange of non-cash assets, the initial investment cost is determined according to related
requirements of Accounting Standards for Business Enterprises No. 7- Exchange of Non-monetary Assets .
3.13.2 Subsequent measurement and recognition of profit or loss
Where the Company is able to exercise control over an investee, the long-term equity investment is accounted for using the cost
method. Where the Company has investment in associates and joint ventures, the long-term equity investment is accounted for using
the equity method. Where portion of the long-term equity investment in an associate is indirectly held through venture capital
organizations, mutual funds, trust companies or similar entities including investment-linked insurance funds, regardless whether
these entities can exercise significant influence on the investments, the Company treats the investment portion according to
Accounting Standards for Business Enterprises No. 22- Financial Instrument Recognition and Measurement and accounts for the
remaining portion using the equity method.
3.13.3 Basis for recognition of joint control or significant influence over an investee
Joint control of an investee is that the decision of activities that can significantly affect the arrangement's return must require the
unanimous consent of the parties sharing control, including sale and purchase of goods or services, financial assets management,
purchase and disposal of assets, research and development activity and financing activities etc. The Company holding of 20%-50%
voting capital of the investee presents it can exercise significant influence over the investee. The Company usually can exercise
significant influence over the investee even its voting capital less than 20% if it can meet one of the following situations: a)
Appointing representatives in the board of directors or similar governing body of the investee; b) Participating in the strategy and
policy decision process; c) Delegating management personnel; d) The investee relying on the Company's technique or technical
material; e) Significant transactions occur between the Company and the investee.
3.14 Investment property
Investment property of the Company includes land use rights and buildings leased to other party, and land use rights held for resale
after appreciation. Investment property is initially measured at acquisition cost, and is subsequently measured using the cost method.
The buildings leased to third parties are depreciated using the straight line method according to the same depreciation policy for fixed
assets. The land use rights leased to third parties and land use rights held for resale after appreciation are amortized using the straight
line method according to the same amortization policy for intangible assets.
3.15 Fixed assets
3.15.1 Recognition criteria for fixed assets
Fixed assets refer to tangible assets held for the purpose of producing commodities, services rendering, renting or business
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administration with useful lives exceeding one accounting year. Fixed assets can be recognised when the following criteria are met: a)
It is probable that the economic benefits relating to the fixed assets will flow into the Company; and b) The costs of the fixed assets
can be measured reliably.
3.15.2 Classification and depreciation method of fixed assets
The categories of fixed assets mainly include: buildings, boats & nets, machinery & equipment, transportation equipment, furniture
and office equipment. The Company adopts the straight line method for depreciation. The useful life and residual value of an asset is
assessed based on its nature and the manner of use. At the end of each financial year, the useful lives, residual values and the
depreciation method are reviewed, and adjusted if there are variances with the original estimates. Other than fully depreciated assets
which are still in use and land individually measured and recorded, depreciation is provided for all fixed assets.
Category Depreciation period (years) Residual rate (%) Annual depreciation rate (%)
Buildings 20—40 0—10 2.25-5.00
Boats & nets 5—30 3—5 3.17-19.40
Machinery & equipment 8—20 0—10 4.50-12.50
Transportation equipment 5 0—10 18.00-20.00
Furniture and office equipment 5 0—10 18.00-20.00
3.16 Construction in progress
The construction in progress of the Company includes self-construction and sub-contracting construction. Construction in progress is
transferred to fixed assets when it has reached the working condition for its intended use. The recognition criteria of intended use
include any of the followings: a) The tangible work of fixed assets (including installation) have been entirely or substantively
completed; b) Trial production or trial operation has occurred whose outcome indicates the asset can be operated properly or
manufacture quality product steadily; c) No expenditure or insignificant expenditure occur subsequently for the constructed asset; d)
The constructed asset has achieved or substantively achieved the requirement of design or contract.
3.17 Borrowing costs
3.17.1 Recognition criteria for capitalization of borrowing costs
Borrowing costs are capitalized when they are directly attributable to the acquisition, construction or production of a qualifying asset
and included in the cost of related assets. Other borrowing costs are recognised as expenses and recorded in profit or loss for the
current period when incurred. Qualifying assets that meet conditions for capitalization are fixed assets, investment property,
inventory or other assets that take a substantial period of time for construction or production in order to get ready for their intended
use or sale.
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3.17.2 Calculation of capitalization cost
Capitalization period refers to the period from commencement of capitalization of borrowing costs to its termination. The period
during which capitalization is suspended is excluded. Capitalization of borrowing costs is suspended during periods in which the
acquisition, construction or production of a qualifying asset is suspended abnormally and when the suspension is for a continuous
period of more than 3 months.
For designated borrowings, the amount of interest to be capitalized is the actual interest expense incurred on that borrowing less any
bank interest earned from unused funds of the designated borrowings or any investment income on the temporary investment of those
funds. For funds borrowed for general purpose, the amount of interest to be capitalized on such borrowings is calculated by applying
a capitalization rate to the weighted average of the excess amounts of cumulative expenditures on the asset over and above the
amounts of designated borrowings. Capitalization rate is determined by calculating weighted average interest rate of general
borrowings. If there is any premium or discount of the borrowings, the interest cost shall be adjusted in every accounting period by
the amortized amount of premium or discount calculating by effective interest method.
Effective interest method is the method to calculate the amortization amount of premium or discount or interest expenses by the
effective interest rate of the borrowings. The effective interest rate is the interest rate to discount the future cash flow of the
borrowing during its expected duration to the present carrying amount of the borrowing.
3.18 Intangible assets
3.18.1 The measurement of intangible assets
The intangible assets shall be initially measured according to its cost. Acquisition costs of intangible assets include purchase price
and relevant expenditures. The invested cost of intangible assets contributed by investors shall be determined according to the
conventional value in the investment contract or agreement, except for those of unfair value in the contract or agreement. If the
conventional value in the investment contract or agreement is unfair, the costs of intangible assets shall be their fair value. The costs
of internally generated intangible assets include the total development expenditures to bring the asset to its intended use.
The subsequent measurements for intangible assets are as follows: a) The intangible assets with definite useful life are amor tized by
straight line method and reviewed the useful life and amortization method at the end of each year. Any discrepancy between the
review and initial estimates shall be adjusted accordingly. b) The intangible assets with indefinite useful life are not amor tized, and
reviewed for the useful life at the end of each year. If there are objective evidence indicating their useful life is definite, the Company
shall estimate the useful life of the intangible assets and amortize them by straight line method.
3.18.2 The assessment basis for indefinite useful life
Intangible assets without foreseeable period to bring economic benefits to the Company or with uncertain useful life are classified as
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intangible assets of indefinite life. The judgment basis for indefinite life includes: a) The legal rights are derived from contractual
rights or other legal rights, however there is no explicit useful life indicated in the contracts or regulations; b) Although considering
the industry practice or demonstration from related professionals comprehensively, the benefit period of the intangible assets still
can't be decided.
At the end of each year, the Company reviews the intangible assets with indefinite useful life mainly using bottom-to-top approach.
The related departments who use the intangible assets will perform a basic review and evaluate whether there are changes on t he
basis to determine indefinite useful life.
3.18.3 The specific criteria for research phase and development phase of internally generated projects, and the specific criteria for
capitalization of expenditure incurred during development phase
Expenditure in the research phase is recognised as an expense in profit or loss for current period when it is incurred. Expenditure in
the development phase of internally generated projects is capitalized if they meet the criteria of intangible assets.
3.19 Impairment of long-term assets
At each balance sheet date, if there are impairment indications for the long-term assets including long-term equity investments,
investment property subsequently measured at cost model, fixed assets, construction in progress, productive biological assets
measured at cost, oil and gas assets, and intangible assets etc., the Company performs impairment test. If the outcome of impairment
test indicates the recoverable amount of the asset is lower than its carrying amount, the Company recognises the provision for
impairment based on the amount of the shortfall.
The recoverable amount of an asset is determined by the higher of the net amount after deducting the disposal costs from the asset's
fair value and the present value of the asset's estimated future cash flow. The provision for impairment of asset is estimated and
recognised on individual basis. If it is not possible to estimate the recoverable amount of the individual asset, the Company
determines the recoverable amount of the asset group to which the asset belongs. The asset group is the minimum portfolio of assets
that could generate cash inflow independently.
Impairment tests are conducted for goodwill presented in the financial statements separately at least at the end of every accounting
year regardless whether there are impairment indications or not. The carrying amount of goodwill arising from business combinations
is allocated to relevant asset groups or asset group portfolio. The related impairment loss is recognised if the impairment test
indicates the recoverable amount of the asset groups or asset group portfolio embodied the goodwill is lower than their carrying
amounts. The amount of impairment loss is firstly deducted from the carrying amount of goodwill embodied in the asset groups or
asset group portfolio, then be deducted from the carrying amounts of other assets' based on the proportions of their carrying amounts
in the asset group or asset groups portfolio.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
The impairment losses of assets will not be reversed in subsequent periods once they are recognised.
3.20 Long-term deferred expenses
Long-term deferred expenses refer to expenses that have been paid but their benefit period is more than one year (excluding one
year). Long-term deferred expenses will be amortized in the benefit periods. If one long-term deferred expense can't benefit the
Company in the subsequent periods, the remaining balance of the long-term deferred expense shall be recognised as expense in profit
or loss for the current period.
3.21 Employee benefits
Employee benefits refer to all forms of consideration or compensation given by the Company in exchange for service rendered by
employees or for the termination of employment relationship. Employee benefits include short-term employee benefits,
post-employment benefits, termination benefits and other long-term employee benefits.
3.21.1 Short-time employee benefits
In the accounting period in which employees have rendered services, the Company recognizes the employee benefits as liability, and
charges to profit or loss for the current period, or includes in the cost of relevant assets in accordance with other accounting standards.
Welfare benefit are charged to profit or loss for the current period or included in the cost of relevant assets when incurred. Welfare
benefit in non-monetary forms is measured at fair value. In the accounting period in which employees have rendered services, the
Company recognizes the social security contributions as liability according to regulations such as medical insurance, work injury
insurance and maternity insurance as well as housing funds, and charges to profit or loss for the current period or includes in the cost
of relevant assets.
3.21.2 Post-employment benefits
During the accounting period in which employees provide the service, the Company calculates the defined contribution plans payable
according to the basis and percentage required by local government, recognised as the liability and charges to profit or loss for
current period or includes in the cost of related assets. The Company attributes the obligation incurred by defined benefits plans using
the projected accumulated benefit unit credit method to periods in which the employees rendered services and charges the obligation
to profit or loss for the current period or includes in the cost of related assets.
3.21.3 Termination benefits
Termination benefits provided by the Company to employees are recognised as an employee benefit liability and charged to profit or
loss for the current period at the earlier of the following dates: a) The Company cannot unilaterally withdraw the offer of termination
benefits because of an employment termination plan or a curtailment proposal; and b) When the Company recognizes costs or
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
expenses related to the restructuring that involves the payment of termination benefits.
3.21.4 Other long-term employee benefits
If other long-term employee benefits provided by the Company to the employees meet the conditions for classifying as a defined
contributions plan, those benefits are accounted for in accordance with the above requirements relating to defined contribution plan.
Besides, net obligations or net assets of other long-term employee benefits are recognised and measured in accordance with the above
requirements relating to defined benefits plan.
3.22 Revenues
3.22.1 Revenue from sales goods
Revenue from sales goods is recognized according to the price stipulated in the contract or agreement, only when all of the following
conditions are satisfied:(1) The group has transferred to the buyer the significant risks and rewards of ownership of the goods; (2)
The group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control
over the goods sold; (3) The amount of revenue can be measured reliably; (4) It is probable that the associated economic benefits will
flow in the group; (5) The associated costs incurred or to be incurred can be measured reliably.
The company's purse seine fish is sold at overseas bases. Generally，it is to confirm the income after obtaining the majority of the
customer's payment and delivering the commodities. In the case of export sales through local countries, revenue is recognized when
the shipment order and bill of lading are obtained.
The Company long-line fishery is transported back and sold domestically. Sales department make sales price referring to Japan's
Shimizu transaction prices, and both sides confirm the change of the freight’s ownership according to sales contract and decision
tables based on values. Financial department confirm the revenue on the basis of sales contract, decision tables, and sales invoices .
The process of the company’s aquatic products domestic sales: Domestic Sales Department (tuna sales center) ,according to
domestic customers’ fax or mail orders, issue delivery confirmation and sales department staff will arrange warehouse to stock and
to ship by air, bus transportation, etc. According to the dispatch list, with warehouse department signature and issued by sales
department, the finance department will issue sales invoice and confirm revenue.
The oversea sales of the Company’s aquatic products processing: After obtaining purchase orders from foreign customers, the
International Trade Sector will issue export shipment orders and arrange Transportation Department to prepare stocking. After the
export goods be packed and transported out, Warehousing Sector will sign on the dispatch list issued by International Trade
Department. After the cargo exported, export documents issued by transport department will be delivered, such as packing lists, bills
of lading, etc. and Warehousing Sector will get the export declaration issued by Customs Department. Finance Department issue sales
invoice and confirm sales revenue under the dispatch list, packing slips documents, declarations, etc.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Deferred method should be employed in the charge of the price of contract or agreement. The sales of goods should be determined
according to fair value in receivable contract or agreement that in financing nature.
3.22.2 Revenue from providing sevices
If the outcome of a transaction involving the rendering of services can be estimated reliably, at the balance sheet date, revenue
associated with the transaction is recognized using the percentage of completion method. When the outcome of a transaction
involving the rendering of services cannot be estimated reliably on balance sheet date, different accounting treatments shall be
adopted depending on the circumstances:
a. when the costs incurred are expected to be recoverable, revenue shall be recognized to the extent of costs incurred that are
expected to be recoverable and an equivalent amount shall be charged to profit or loss as service costs.
b. when the costs incurred are not expected to be recoverable, the costs incurred shall be recognized in profit or loss for the current
period and no service revenue shall be recognized.
3.22.3 Revenue from abalienating of right to use assets
Revenue arising from the use by others of enterprise assets shall be recognized only when both of the following conditions are
satisfied:
(1) It is probable that the associated economic benefits will flow to the enterprise; and
(2) The amount of the revenue can be measured reliably.
3.23 Government grants
3.23.1 Category and accounting treatment of government grants
Government grants are the monetary assets and non-monetary assets received from the government without consideration to be paid
which are not including the capital injected by the government acted as an owner role. Government grants in the form of monetary
assets are measured for the received or receivable amount, while government grants in the form of non-monetary assets are measured
at fair value. When the fair value of non-monetary assets can't be obtained reliably, the government grants are measured at nominal
amount.
Government grants related to the Company's routine operation will be recorded in other income based on the nature of its economic
substance and government grants not related to the Company's routine operation will be recorded in non-operating income or
expenses.
If the government documents explicitly state that the government grants will be used to establish or form long-term assets, the
government grants will be classified as government grants related to assets. If there is no explicit subsidy object in the government
document, the portion related to long-term assets will be classified as government grants related to assets and the rest portion will be
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
classified as government grants related to income. If the category of a government grant can't be distinguished reasonably, all the
government grant will be classified as government grants related to income. Government grants related to assets are recognised as
deferred income which are amortized in profit or loss for each period over the related assets' estimated useful period on a systematic
basis.
Except those grants which are classified as government grants related to assets, other government grants are classified as government
grants related to income. If the grant related to income is a compensation for related expenses or losses to be incurred in subsequent
periods, the grant is recognised as deferred income, and amortized in profit or loss over the periods in which the related costs are
recognised. If the grant related to income is a compensation for related expenses or losses already incurred, the grant is recognised
directly in profit or loss for the current period.
When a bank receives the discount interest fund from the financial sector and then provides a loan to the Company with preferential
interest rate, the Company accounts for the loan at the actual received amount and related interest expenses will be calculated based
on the principal and the preferential interest rate. When the Company receives the discount interest fund from the financial sector
directly, the discount interest fund will be deducted from related borrowing cost.
3.23.2 The recognition timing for government grants
The government grants will be recognised when the Company meets the accompanying conditions of the government grants which
are entitled to be received. The receivable government grants will be recognised when there are conclusive evidence to indicate the
Company could meet all related requirements of the government grants and the Company expects to receive the government grants in
the future. Other government grants will be recognised when the grant fund is received.
3.24 Deferred tax asset and deferred tax liability
3.24.1 Temporary differences arising from the difference between the carrying amount of an asset or liability (asset or liability not
recognised in balance sheet but the tax base is ascertained by the current tax laws and regulation, the tax base is the temporary
difference) and its tax base are recognised as deferred tax calculating by the effective tax rate in the expected period to receive the
asset or discharge the liability.
3.24.2 Deferred tax assets are recognised for deductible temporary differences to the extent that it is probable that taxable profit will
be available against which the deductible temporary differences can be utilized and should be recognised for deductible loss or tax
reduction that could be carried forward in subsequent periods to the extent that it is probable that taxable income will be available
against which deductible loss or tax reduction can be utilized. If it is probable that sufficient taxable profits will not be available in
future periods to allow the benefit of the deferred tax asset to be utilized, the carrying amount of the deferred tax asset is reduced.
3.24.3 The taxable temporary differences associated with investments in subsidiaries and associates shall be recognised deferred tax
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
liability; except the Company is able to control the timing of the reversal of the temporary difference and it is probable that the
temporary difference will not reverse in the foreseeable future. The deductible temporary differences associated with investments in
subsidiaries, associates, the corresponding deferred tax asset is recognised when it is probable that the temporary difference will
reverse in the foreseeable future and it is probable that taxable profits will be available in the future against which the t emporary
difference can be utilized.
3.25 Leases
3.25.1 The accounting treatment for operating lease
The Company recognises lease payments for operating leases in profit or loss applying a straight-line basis in each period over the
lease term. The Company capitalized the initial direct expenses incurred which are amortizes in profit or loss over the lease term on
the same recognition basis as the lease income.
3.25.2 The accounting treatment for finance lease
The Company recognises the unearned finance income by the difference between the sum of finance lease receivable and
unguaranteed residual value, and their present value at the commencement date, which will be recognised as lease income in the
periods to collect lease payment. The initial direct expenses incurred relating to the lease transaction will be included in the initial
carrying amount of finance lease receivable.
3.26 Changes of significant accounting policies and accounting estimates
3.26.1 The changes of accounting policies and reason for change
3.26.1.1 On March 3, 2017, the Ministry of Finance issued the “Chinese Accounting Standards for Business Enterprises No.22 -
Determination and measurement of financial instruments (Revised in 2017” (Accounting [2017] No. 7), "Accounting Standards for
Business Enterprises No. 23" Transfer of Financial Assets (Revised in 2017) (Accounting [2017] No. 8), "Accounting Standards for
Business Enterprises No. 24 - Hedge Accounting (Revised in 2017)" (Accounting [2017] No. 9). On May 2 2017, the Ministry of
Finance issued “Accounting Standards for Business Enterprises No. 37 – Financial Instruments Presentation (Revised in 2017)”
(Accounting [2017] No. 14) (the above-mentioned guidelines are collectively referred to as the “New Financial Instruments
Guidelines”), and domestic listed companies are required to implement it from January 1,2019.
On the implementation date of the new financial instrument standard, the business model of managing financial assets is evaluated
based on the facts and circumstances of the company on the implementation date. According to the contractual cash flow
characteristics on the financial assets, which are evaluated based on the facts and circumstances at the initial recognition of the
financial assets, financial assets are classified into three categories: measured at amortised cost, measured at fair value through other
comprehensive income, and measured at fair value through profit or loss. In case of an equity instrument investment measured at fair
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
value through other comprehensive income, when the financial asset is derecognised, the accumulated gain or loss previously
recognised in other comprehensive income is transferred to retained earnings, rather than profit and loss.
Under the new financial instrument standard, the Company accrues impairment provision and recognizes credit impairment losses for
financial assets measured at amortized cost, debt instrument investments measured at fair value through other comprehensive income,
lease receivables, contract assets and the financial guarantee contract based on expected credit losses. Under the new financial
instrument standard, the specific accounting policies of the company are shown in Note 3.10 and 3.11.
3.26.1.2 The Ministry of Finance released < Notice for amendments of financial statements format of industrial and commercial
enterprises>(Caikuai (2019) No.6) (hereinafter referred to as "Financial Statements Format") in April of year 2019 and the enterprises
who adopt Accounting Standards for Business Enterprises should prepare financial statements in according to Accounting Standards
for Business Enterprises and the Notice.
3.26.2 The impact of accounting policies change
3.26.2.1 The application impact of implementing the new financial instrument rules
Consolidated statement item As at 31/12/2018 Amount of impact As at 1/1/2019
Liabilities：
Other payables 7,043,693.95 -245,808.33 6,797,885.62
Short-term loans 78,352,320.05 245,808.33 78,598,128.38
According to the new rules of financial instrument, the company has adjusted classification of financial instruments on its date of
implementation( that is January 1, 2019), available-for-sale financial assets have been reclassified into the investment of other equity
instruments, which has 0 book value, the original book value of financial instruments is not needed to adjust.
3.26.2.2 The application impact of revised Financial Statements Format
The Company has divided "Notes and accounts receivable" into two items of "Notes receivable" and "Accounts receivable" in
accordance with the requirement of Financial Statements Format; and has divided "Notes and accounts payable" into two items of
"Notes payable" and "Accounts payable". The Company retrospectively adjusted the comparative financial statements accordingly
and the accounting policy change has no influence on the consolidated and the parent's net profit and on the shareholders' equity .
4. Taxes
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
4.1 Main taxes categories and tax rates
Tax category Tax base Tax rate
Output tax deducted input tax that can be credited
Value added tax 16%、13%、10%、9%、6%、5%
against the output tax
Urban maintenance and
construction tax
Turnover taxes already paid 7%
Enterprise income tax Taxable income Tax exemption、25%、8%
Income tax rate of taxpayers adopting different incme tax rate
Name of tax enterprise Tax rate of income tax
Shandong Zhonglu Oceanic Fisheries Co., Ltd. Ocean fisheries part is tax exemption; housing lease part is 25%.
Shandong zhonglu Haiyan Oceanic Fisheries Co., Ltd. tax exemption
AFRICA STAR FISHERIES LIMITED Export sales part is 8%, domestic sales part is 25%.
HABITAT INTERNATIONAL CORPORATION tax exemption
LAIF FISHERIES CO.LTD 25%
ZHONG GHA FOODS COMP ANY LIMITED 25%
Shandong Zhonglu Oceanic Fisheries Transportation Co.,
25%
Ltd.
Shandong Zhonglu Oceanic Fisheries Transportation Co., Aquatic products processing part is tax exemption; refrigeration part
Ltd is 25%.
Aquatic products processing part is tax exemption; refrigeration part
Shandong Zhonglu Oceanic (Yantai) Food Co.
is 25%.
4.2 Significant tax incentives and approval documents
4.2.1 Value added tax preferences
According to the government document Cai Shui Zi (1997) No.64 , self trapping aquatic products shipped back for domestic sale are
regarded as the domestic products that are free from tariff and import value added tax. Corresponding, the domestic sale business
belongs to primary agricultural products sale business are free from value added tax accoriding to the rules of value added tax. So,
the company’ revenue from the pelagic fishery is free value added tax.
4.2.2 Enterprise income tax preferences
On the basis of relevant policies in the following documents: Cai Shui Zi (1994) No. 001 < Notice of income tax preferential policies
of the Company>, Cai Shui Zi (1997) No.114 < Notice of income tax of domestic-funded fishery companies engaged in fishing
business>, finance and agriculture document of Ministry of Finance (2000) No.104 < Document of suggestions on development
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
acceleration of pelagic fishery industry in our country>, Order of the Chairman of the People’s Republic of China (2007) No.63
, Decree of the State Council of the People’ Republic of China No.512 <
Enforcement regulations of People’s Republic of China Enterprise Income Tax Law>. Income from activities of pelagic fishery and
preliminary production of agricultural products in which the Company is engaged is exempt from income tax. Income from activities
other than pelagic fishery and preliminary production of agriculture products that the Company is engaged in is taxed 25%.
5. Notes to the consolidated financial statements
5.1 Cash at bank and on hand
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Cash on hand 4,956,965.73 1,213,325.43
Cash at bank 179,646,672.99 181,553,800.05
Other monetary funds 1,408,005.57 685,948.08
Total 186,011,644.29 183,453,073.56
Including: the total balance deposited
32,175,289.98 22,689,473.81
overseas
Note: The other monetary funds of RMB 1,408,005.57 is the credit guarantee of the letter of credit; the deposits outside the territory of
China are the cash and bank deposits of the overseas subsidiaries.
5.2 Accounts receivable
5.2.1 Accounts receivable by category
As at 31/12/2019
Item Balance Allowance for credit losses
Allowance
Amount PCT (%) Amount
rate (%)
Individual assessment subject to allowance for
credit losses
Grouping assessment subject to allowance for
credit losses 80,013,699.94 100.00 10,010,305.64 12.51
Total 80,013,699.94 100.00 10,010,305.64 12.51
As at 1/1/2019
Item Balance Allowance for credit losses
Allowance
Amount PCT(%) Amount
rate (%)
Individual assessment for allowance for credit
losses
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
As at 1/1/2019
Item Balance Allowance for credit losses
Allowance
Amount PCT(%) Amount
rate (%)
Grouping assessment subject to allowance for
73,642,493.01 100.00 9,680,593.01 13.15
credit losses
Total 73,642,493.01 100.00 9,680,593.01 13.15
Accounts receivable that are assessed allowance for credit losses on grouping basis
As at 31/12/2019 As at 1/1/2019
Aging Allowance for Allowance for
Balance ECL rate(%) Balance ECL rate(%)
credit losses credit losses
Within 6
71,744,909.33 5.00 3,587,245.46 65,038,390.05 5.00 3,251,919.50
months
6 months-1
1,168,153.04 10.00 116,815.27 1,435,902.79 10.00 143,590.28
years
1-2 years 800,904.90 30.00 240,271.47 1,258,226.20 30.00 377,467.86
2-3 years 467,518.46 50.00 233,759.23 4,717.20 50.00 2,358.60
More than 3
5,832,214.21 100.00 5,832,214.21 5,905,256.77 100.00 5,905,256.77
years
Total 80,013,699.94 10,010,305.64 73,642,493.01 9,680,593.01
5.2.2 Provision, recovery or reversal of allowance for credit losses during the year
Provision of allowance for credit losses within this year is RMB 329,712.63 and recovery or reversal of provision during the year is
RMB 0.00.
5.2.3 Accounts receivable due from the top five debtors of the Company are as follows:
(%)Percentage in total Balance of allowance for
Company name Balance as at 31/12/2019
accounts receivable (%) credit losses as at 31/12/2019
Haixinshen Co.Ltd 14,289,630.06 17.86 714,481.50
SOCIETE DES
7,026,493.51 8.78 351,324.68
MAREYEURS GROSSISTES
Shenzhen shenzhiyang trading
5,421,984.39 6.78 271,099.22
Co. Ltd
LUEN THAI SEAFOODS
5,331,337.89 6.66 266,566.89
INTERNATIONAL LTD
AFKO FISHERIES
5,327,879.37 6.66 266,393.97
COMPANY LIMITED
Total 37,397,325.22 46.74 1,869,866.26
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
5.3 Prepayments
5.3.1 Aging analysis of prepayments
As at 31/12/2019 As at 1/1/2019
Aging
Balance PCT(%) Balance PCT(%)
Within 1 year 16,715,518.41 96.34 22,072,783.23 98.58
1-2 years 564,788.72 3.26 223,289.45 1.00
2-3 years 69,762.00 0.40 93,711.78 0.42
Total 17,350,069.13 100.00 22,389,784.46 100.00
5.3.2 The top five prepayments are as follows:
Company name Balance as at 31/12/2019 Percentage in total prepayment(%)
DONGYISHIPPING ENTERPRISE PRIVATE
3,168,587.04 18.26
LIMITED
KIRIBATI GOVERNMENT 2,002,797.26 11.54
MECA DIESEL 1,366,636.18 7.88
BOSHUN LOGISTICS LIMITED 1,279,755.43 7.38
DEHUA ANGU LIFE INSURANCE CO.,
1,028,000.00 5.93
LTD YANTAI CENTER BRANCH
Total 8,845,775.91 50.99
5.4 Other receivables
Category Balance as at 31/12/2019 Balance as at 1/1/2019
Interest receivable
Dividends receivable
Other receivables 9,410,449.31 10,598,613.88
Less: Allowance for credit losses 5,067,241.75 5,068,890.08
Total 4,343,207.56 5,529,723.80
Other receivables
5.4.1.1 Category of other receivables by nature
Nature Balance as at 31/12/2019 Balance as at 1/1/2019
Guarantee deposit 571,699.92 974,139.13
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Nature Balance as at 31/12/2019 Balance as at 1/1/2019
Current account and others 8,838,749.39 9,624,474.75
Less: Allowance for credit losses 5,067,241.75 5,068,890.08
Total 4,343,207.56 5,529,723.80
5.4.1.2 Aging analysis of other receivables
Balance as at 31/12/2019 Balance as at 1/1/2019
Aging
Balance PCT (%) Balance PCT (%)
Within 6 months 3,305,959.08 35.13 4,374,247.95 41.27
6 months-1 years 708,988.05 7.53 593,633.99 5.60
1-2 years 433,604.70 4.61 1,031,485.56 9.73
2-3 years 521,868.18 5.55 235,755.69 2.23
More than 3 years 4,440,029.30 47.18 4,363,490.69 41.17
Total 9,410,449.31 100.00 10,598,613.88 100.00
5.4.1.3 The provision of allowance for credit losses
Stage one Stage two Stage three
The allowance for credit
Lifetime ECL Lifetime ECL Total
losses 12-month ECL
(credit-unimpaired) (credit-impaired)
Beginning balance 705,399.39 4,363,490.69 5,068,890.08
Revaluation of beginning
705,399.39 4,363,490.69 5,068,890.08
balance
Provision -68,989.19 83,186.34 14,197.15
Reversal
Write-off 9,197.75 6,647.73 15,845.48
Other changes
Ending balance 627,212.45 4,440,029.30 5,067,241.75
5.4.1.4 Significant recovery or reversal of allowance for credit losses during the year
Provision of allowance for credit losses within this year is RMB 14,197.15and recovery or reversal of provision during the year is
RMB 15,845.48.
5.4.1.5Other receivables due from the top five debtors are as follows:
Balance of
Percentage in total
Balance as at allowance for
Debtor name Nature of balance Aging other
31/12/2019 credit losses as at
receivables(%)
31/12/2019
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Balance of
Percentage in total
Balance as at allowance for
Debtor name Nature of balance Aging other
31/12/2019 credit losses as at
receivables(%)
31/12/2019
BAK SEONG HO Employee loan 607,013.25 Within 6 months 6.45 30,350.66
CHINA
SHIPOWNERS
Advance money
MUTUAL 371,477.80 0-3 years 3.95 60,714.23
for another
ASSURANCE
ASSOCIATION
ALEXANDER 6 months-1 years、
Employee loan 365,325.25 3.88 78,041.75
PERCIVAL 2-3 years
Within 6 months、
JU IL SU Employee loan 293,494.11 3.12 26,807.22
1-2 years
TINGLE WANG Employee loan 250,328.45 More than 3 years 2.66 250,328.45
Total 1,887,638.86 20.06 446,242.31
5.5 Inventories
5.5.1 Inventories by categories
As at 31/12/2019 As at 1/1/2019
Category Provision for Provision for
Carrying
Book balance diminution in Carrying amount Book balance diminution in
amount
value value
Raw materials 139,142,998.02 1,506,520.94 137,636,477.08 135,309,542.43 135,309,542.43
Low-value
803,538.67 803,538.67 764,872.41 764,872.41
consumables
Finished goods 236,151,661.21 3,116,468.80 233,035,192.41 190,905,725.74 2,596,127.95 188,309,597.79
Revolving
materials work in 989,692.35 989,692.35 1,199,427.12 1,199,427.12
progress
Goods in transit 3,279,215.85 3,279,215.85 5,007,680.25 5,007,680.25
Total 380,367,106.10 4,622,989.74 375,744,116.36 333,187,247.95 2,596,127.95 330,591,120.00
5.5.2 Provision for diminution in value of inventories
As at Provision Reductions during the year
Category As at 31/12/2019
1/1/2019 for the year Reversal Write-down
Raw materials 1,506,520.94 1,506,520.94
Finished goods 2,596,127.95 3,123,812.88 2,603,472.03 3,116,468.80
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
As at Provision Reductions during the year
Category As at 31/12/2019
1/1/2019 for the year Reversal Write-down
Total 2,596,127.95 4,630,333.82 2,603,472.03 4,622,989.74
Note1: The basis of determining inventory net realizable value is described in Note 3.12.3 Provision for diminution in value of
inventories.
Note2: The reversal of provision for diminution is induced by the finished goods which were sold.
5.6 Other current assets
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Input tax of value added tax 31,837,201.31 32,221,986.22
Prepaid income tax 177,922.66 88,480.55
Prepaid other taxs 12,463.61
Total 32,027,587.58 32,310,466.77
5.7 Other equity instrument investments
The aggregated amount
Balance Dividends Reason for
Investment Balance carried forward from
Item as at income in carrying
cost as at 1/1/2019 OCI to retained
31/12/2019 year 2019 forward
earnings
Equity
investment-China 33,000,000.00
Southern Securities
Total 33,000,000.00
Note: On 29th April, 2005, China Southern Securities received its administrative penalty, and its security business license was
cancelled by China Securities Regulatory Commission. On 16th August, 2006, Shenzhen Intermediate People’s court announced its
bankruptcy.
5.8 Investment property
Investment property measured by cost
Item Buildings Total
ⅠCost
1.Balance as at 1/1/2019 47,701,971.19 47,701,971.19
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
2.Additions 3,606,607.16 3,606,607.16
Fixed assets transfer in 3,606,607.16 3,606,607.16
3. Reductions
4. Balance as at 31/12/2019 51,308,578.35 51,308,578.35
Ⅱ Accumulated depreciation or
amortization
1.Balance as at 1/1/2019 16,350,940.24 16,350,940.24
2.Additions 1,310,039.94 1,310,039.94
Depreciation or amortization 1,310,039.94 1,310,039.94
3. Reductions
4. Balance as at 31/12/2019 17,660,980.18 17,660,980.18
III. Provision for impairment
1. Balance as at 1/1/2019 886,512.06 886,512.06
2. Additions
3. Reductions
4. Balance as at 31/12/2019 886,512.06 886,512.06
IV. Carrying amount
1. As at 31/12/2019 32,761,086.11 32,761,086.11
2. As at 1/1/2019 30,464,518.89 30,464,518.89
5.9 Fixed assets
Balance Balance
Category
as at 31/12/2019 as at 1/1/2019
Fixed assets 539,836,438.92 514,490,325.78
Disposal of fixed assets 11,488,734.07
Less: Provision for impairment 157,573.50 157,573.50
Total 551,167,599.49 514,332,752.28
Note: The fixed assets liquidation company has prepared to clean up the ship that has caught fire belong to its subsidiary HABITAT
INTERNATIONAL CORPORATION, but not yet. For more details, please refer to the attachment "12. Other important matters (3)".
Fixed assets
Furniture and
Machinery & Transportation
Item Buildings Boats & nets office Total
equipment vehicles
equipment
Ⅰ. Cost
51
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Furniture and
Machinery & Transportation
Item Buildings Boats & nets office Total
equipment vehicles
equipment
1. Balance as at 1/1/2019 117,959,528.18 627,875,972.13 44,678,963.52 7,442,646.99 11,975,650.33 809,932,761.15
2. Additions 82,381,860.00 3,745,234.19 1,757,941.27 295,372.43 88,180,407.89
(1) Purchase 10,111,057.20 3,744,353.60 1,705,293.84 286,123.18 15,846,827.82
(2) Transfer from construction in
69,408,076.40 69,408,076.40
process
(3) Impact of exchange rate
2,862,726.40 880.59 52,647.43 9,249.25 2,925,503.67
fluctuations
3. Reductions 3,723,928.91 31,318,029.01 728,287.18 53,442.00 343,788.94 36,167,476.04
(1) Disposals or scrap 117,321.75 31,318,029.01 728,287.18 53,442.00 343,788.94 32,560,868.88
(2) Others 3,606,607.16 3,606,607.16
4. Balance as at 31/12/2019 114,235,599.27 678,939,803.12 47,695,910.53 9,147,146.26 11,927,233.82 861,945,693.00
II. Accumulated depreciation
1. Balance as at 1/1/2019 28,860,728.72 233,594,946.75 20,358,817.99 4,224,455.94 8,403,485.97 295,442,435.37
2. Additions 3,091,530.00 39,447,870.76 2,920,087.54 1,147,969.33 787,520.59 47,394,978.22
Provision 3,091,530.00 39,447,870.76 2,920,087.54 1,147,969.33 787,520.59 47,394,978.22
3. Reductions 19,829,294.94 512,621.36 48,097.80 338,145.41 20,728,159.51
Disposals or scrap 19,829,294.94 512,621.36 48,097.80 338,145.41 20,728,159.51
4. Balance as at 31/12/2019 31,952,258.72 253,213,522.57 22,766,284.17 5,324,327.47 8,852,861.15 322,109,254.08
III. Provision for impairment
1. Balance as at 1/1/2019 157,573.50 157,573.50
2. Additions
3. Reductions
4. Balance as at 31/12/2019 157,573.50 157,573.50
IV. Carrying amount
1. As at 31/12/2019 82,283,340.55 425,568,707.05 24,929,626.36 3,822,818.79 3,074,372.67 539,678,865.42
2. As at 1/1/2019 89,098,799.46 394,123,451.88 24,320,145.53 3,218,191.05 3,572,164.36 514,332,752.28
Note1: The original value of fixed assets that has been fully depreciated but still in use is RMB 78,847,052.41 as at December 31
2019.
Note2: According to the Debt Repayment Advice signed between the Company and Shandong Fishery Group Corporation in April
2006, and Civil Ruling Li Zhi Zi No.1299 published by Lixia District People's Court of Jinan in 2005, the building of Shandong
52
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Fishery Group Corporation located at Heping road No.43 Lixia District of Jinan was used to repay debt. The transfer procedure of the
property right certificate is not yet accomplished.
Note3: Other reductions in buildings during the period were transferred to Investment property.
5.10 Construction in process
Balance Balance
Category
as at 31/12/2019 as at 1/1/2019
Projects constructed in process 4,077,658.55 15,151,134.92
Construction materials
Less: Provision for impairment 4,077,658.55 4,077,658.55
Total 11,073,476.37
5.10.1 Projects constructed in process
5.10.1.1 Construction in process
As at 31/12/2019 As at 1/1/2019
Item Provision for Provision for
Book balance Carrying amount Book balance Carrying amount
impairment impairment
The Atlantic Seine
project 4,077,658.55 4,077,658.55 4,077,658.55 4,077,658.55
Long line fishing
boat tai xiang 11,073,476.37 11,073,476.37
NO.11
Total 4,077,658.55 4,077,658.55 15,151,134.92 4,077,658.55 11,073,476.37
5.10.1.2 Movement of significant construction in progress
Transfer to fixed
Project name Budget As at 1/1/2019 Additions Other reductions As at 31/12/2019
assets
Long line fishing
boat tai xiang 16,000,000.00 11,073,476.37 6,971,086.44 18,044,562.81
NO.11
“Sea mark”
45,000,000.00 45,327,450.89 45,327,450.89
wheel
The improved
overhaul project 7,831,400.00 6,036,062.70 6,036,062.70
of”tailing NO.1”
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Transfer to fixed
Project name Budget As at 1/1/2019 Additions Other reductions As at 31/12/2019
assets
Total 68,831,400.00 11,073,476.37 58,334,600.03 69,408,076.40
Movement of significant construction in progress(Continued)
(%)Percentage of Including:
Accumulated (%)Capitalization Sources of
Project name current input over (%)Construction Interest capitalized in
capitalized interest rate in current funds
budget (%) progress(%) current period
period (%)
Long line fishing
self-raised
boat tai xiang 112.78 100.00
funds
NO.11
“ Sea mark ” self-raised
100.73 100.00
wheel funds
The improved
self-raised
overhaul project 77.08 100.00
funds
of”tailing NO.1”
Total
5.10.1.3 Provision for impairment of construction in progress
Balance as at Balance as at Reason for
Item Additions Reductions
1/1/2019 31/12/2019 provision
The Atlantic Seine project 4,077,658.55 4,077,658.55 Suspend project
Total 4,077,658.55 4,077,658.55
5.11 Intangible assets
Item Land use rights Computer software Total
ⅠCost
1. Balance as at 1/1/2019 17,154,729.00 1,751,396.71 18,906,125.71
2. Additions 199,375.13 199,375.13
Purchase 199,375.13 199,375.13
3. Reductions
4. Balance as at 31/12/2019 17,154,729.00 1,950,771.84 19,105,500.84
II. Accumulated depreciation
1. Balance as at 1/1/2019 4,837,642.49 403,106.40 5,240,748.89
2. Additions 383,870.16 284,597.25 668,467.41
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Provision 383,870.16 284,597.25 668,467.41
3. Reductions
4. Balance as at 31/12/2019 5,221,512.65 687,703.65 5,909,216.30
III. Provision for impairment
1. Balance as at 1/1/2019
2. Additions
3. Reductions
4. Balance as at 31/12/2019
IV. Carrying amount
1. As at 31/12/2019 11,933,216.35 1,263,068.19 13,196,284.54
2. As at 1/1/2019 12,317,086.51 1,348,290.31 13,665,376.82
5.12 Long-term deferred expenses
Balance as at Balance as at
Item Additions Amortization Reductions
1/1/2019 31/12/2019
Office renovation costs 524,811.27 274,093.33 363,770.47 435,134.13
Total 524,811.27 274,093.33 363,770.47 435,134.13
5.13 Deferred tax assets
5.13.1 Deferred tax assets and deferred tax liabilities before offsetting
As at 31/12/2019 As at 1/1/2019
Item Deductible Deductible
Deferred tax
Deferred tax assets temporary temporary
assets
differences differences
Deferred tax assets:
Provisions for impairment of assets 239,339.79 957,359.10 226,163.26 904,653.01
Deferred income 1,606,533.03 6,426,132.12 1,700,000.00 6,800,000.00
Sub-total 1,845,872.82 7,383,491.22 1,926,163.26 7,704,653.01
5.13.2 The items not recognised deferred tax assets
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Provisions for impairment of assets 14,173,205.87 13,844,830.08
Allowance for doubtful debts 4,569,972.16 2,596,127.95
Provision for impairment of construction in progress 4,077,658.55 4,077,658.55
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Deductible tax losses 2,186,759.26
Total 22,820,836.58 22,705,375.84
Note: No deferred income tax assets are recognized for deductible temporary differences and deductible losses, due to the exemption
of corporate income tax for those companies that form deductible temporary differences and deductible losses. There is uncertainty
about whether some companies will be able to generate sufficient taxable income in the future.
5.14 Other non-current assets
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Prepaid for land 2,000,000.00 2,000,000.00
Prepaid for construction in process 1,640,847.49 1,059,416.20
Total 3,640,847.49 3,059,416.20
5.15 Short-term loans
Borrowing condition Balance as at 31/12/2019 Balance as at 1/1/2019
Pledge loans 28,038,983.33 36,052,731.67
Loans on credit 23,623,381.67 42,545,396.71
Total 51,662,365.00 78,598,128.38
Note: the current loan includes interest expense of RMB 255,546.53.
5.16 Accounts payable
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Within 1 year(including 1 year) 89,503,027.66 101,802,514.32
More than 1 year 5,222,204.02 6,569,085.34
Total 94,725,231.68 108,371,599.66
5.17 Advances from customers
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Within 1 year(including 1 year) 17,765,800.17 16,738,922.45
More than 1 year 711,846.37 822,406.56
Total 18,477,646.54 17,561,329.01
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
5.18 Employee benefits payable
5.18.1 Movement of employee benefits payable
Item As at 1/1/2019 Increase Decrease As at 31/12/2019
I. Short-term employee benefits 43,969,399.58 163,596,252.99 161,835,620.99 45,730,031.58
Ⅱ . Post-employment benefits — defined
39.60 14,938,016.94 11,586,454.00 3,351,602.54
contribution plans
Ⅲ. Termination benefits 36,077.22 253,701.35 255,155.68 34,622.89
Ⅳ.Other benefits due within one year 10,547.56 81,554.11 58,704.36 33,397.31
Total 44,016,063.96 178,869,525.39 173,735,935.03 49,149,654.32
5.18.2 Details of the short-term employee benefits
Item As at 1/1/2019 Accrued Paid As at 31/12/2019
Salaries, bonus, and allowances 42,512,492.76 149,794,460.04 148,034,134.04 44,272,818.76
Staff welfare 4,464,191.71 4,464,191.71
Social insurances 4,863,509.83 4,863,509.83
Including: Medical insurance 3,980,336.95 3,980,336.95
Work injury insurance 244,405.17 244,405.17
Maternity insurance 638,767.71 638,767.71
Housing Fund 3,814,517.49 3,814,517.49
Union funds and employee education
1,456,906.82 659,573.92 659,267.92 1,457,212.82
fee
Total 43,969,399.58 163,596,252.99 161,835,620.99 45,730,031.58
5.18.3 Defined contribution plans
Item As at 1/1/2019 Accrued Paid As at 31/12/2019
Primary endowment insurance 39.60 7,851,606.77 7,851,646.37
Unemployment insurance 329,292.13 329,292.13
Pension insurance 6,668,139.68 3,316,537.14 3,351,602.54
Social security and subsidies for retired
88,978.36 88,978.36
workers
Total 39.60 14,938,016.94 11,586,454.00 3,351,602.54
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5.19 Taxes and surcharges payable
Category Balance as at 31/12/2019 Balance as at 1/1/2019
Value added tax 239,608.16 271,436.90
Enterprise income tax 1,802,946.98 1,461,511.10
Urban maintenance and construction tax 9,769.37 8,627.10
Estate tax 207,304.90 247,500.87
Land use tax 133,639.72 157,965.18
Individual income tax 399,027.16 148,253.52
Educational surtax 4,186.87 3,697.33
Other taxes and surcharges 801,442.38 542,402.90
Total 3,597,925.54 2,841,394.90
5.20 Other payables
Category Balance as at 31/12/2019 Balance as at 1/1/2019
Interest payable
Dividends payable
Other payables 8,634,438.40 6,797,885.62
Total 8,634,438.40 6,797,885.62
Other payables
Other payables by nature
Nature Balance as at 31/12/2019 Balance as at 1/1/2019
Deposit 1,270,350.00 338,541.67
Staff cost 1,409,892.00 926,783.09
Others 5,954,196.40 5,532,560.86
Total 8,634,438.40 6,797,885.62
5.21 Non-current liabilities due within one year
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Deferred income due within one year 866,585.48
Total 866,585.48
5.22 Long-term employee benefits payable
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Category Balance as at 31/12/2019 Balance as at 1/1/2019
Post -employment benefits—defined benefits plans 448,146.54 482,769.43
Other long-term benefits 930,325.16 1,030,790.91
Total 1,378,471.70 1,513,560.34
5.23 Deferred income
5.23.1 Deferred income by category
Balance as at Balance as at Reason for the deferred
Increase Decrease
Item 1/1/2019 31/12/2019 income
Government Government grants
8,839,283.66 7,996,585.48 1,071,388.66 15,764,480.48
grants related asset
8,839,283.66 7,996,585.48 1,071,388.66 15,764,480.48
Total
5.23.2 Deferred income from government grants
Recorded in profit
Balance as at Other Balance as at Related to
Item Increase or loss for current
1/1/2019 movement 31/12/2019 assets/income
period
Construction special
8,191,363.02 2,000,000.00 986,012.66 838,209.48 10,043,559.84 Assets
fund
Subsidy of boat
647,920.64 5,130,000.00 85,376.00 28,376.00 5,720,920.64 Assets
manufacture
Total 8,839,283.66 7,130,000.00 1,071,388.66 866,585.48 15,764,480.48
5.24 Share capital
Movement
Balance as at Issuance Capital Balance as at
Item Bonus
1/1/2019 of new reserve Others sub-total 31/12/2019
shares
share transfer in
Total shares 266,071,320.00 266,071,320.00
5.25 Capital reserve
Balance as at
Category Balance as at 1/1/2019 Increase Decrease
31/12/2019
Ⅰ. Share premiums 189,093,492.79 189,093,492.79
Ⅱ. Other capital reserve 94,961,504.96 94,961,504.96
59
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Balance as at
Category Balance as at 1/1/2019 Increase Decrease
31/12/2019
Total 284,054,997.75 284,054,997.75
5.26 Other comprehensive income
Movement in the year
Less: OCI in Less: OCI in Amount Amount after Balance as
Balance as prior periods prior periods Less: after tax tax
Item Amount at
at 1/1/2019 transfer in profit carried forward to income attributable attributable to
before tax 31/12/2019
or loss for the retained earnings tax to the minority
current period Company interests
OCI items which
will be reclassified
-675,743.05 2,485,332.76 1,382,899.22 1,102,433.54 707,156.17
subsequently to
profit or loss
Translation
differences from
translation of -675,743.05 2,485,332.76 1,382,899.22 1,102,433.54 707,156.17
foreign currency
financial statements
Total of OCI -675,743.05 2,485,332.76 1,382,899.22 1,102,433.54 707,156.17
5.27 Surplus reserve
Balance as at
Category Balance as at 1/1/2019 Increase Decrease
31/12/2019
Statutory surplus reserve 21,908,064.19 21,908,064.19
Total 21,908,064.19 21,908,064.19
5.28 Retained earnings
As at 31/12/2019
Item
Amount Appropriation proportion
Retained earnings as at 1/1/2019 before adjustment 232,148,801.35
The total adjustment of retained earnings as at 1/1/2019
（Increase+，decrease-）
Retained earnings as at 1/1/2019 after adjustment 232,148,801.35
Add: Net profit attributable to the Company during the year 82,311,630.23
Less: Appropriation of statutory surplus reserve
Appropriation of discretionary surplus reserve
Common share dividends payable
Common share dividends converted to share capital
Retained earnings as at 31/12/2019 314,460,431.58
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
5.29 Operating income and operating costs
Year ended 31/12/2019 Year ended 31/12/2018
Item
Income Costs Income Costs
Ⅰ. Primary operating business 1,120,738,842.04 946,989,300.61 1,017,063,512.24 849,379,908.98
Ⅱ. Other operating business 8,213,060.64 1,864,630.29 6,284,543.29 1,724,329.79
Total 1,128,951,902.68 948,853,930.90 1,023,348,055.53 851,104,238.77
5.30 Taxes and surcharges
Item Year ended 31/12/2019 Year ended 31/12/2018
Urban maintenance and construction tax 536,116.79 378,299.19
Educational surcharge 229,764.31 162,128.24
Local educational surcharge 153,176.25 108,085.50
Local water conservancy construction fund 38,294.06 26,592.79
Property tax 1,299,489.61 1,214,804.99
Land use tax 535,449.76 631,860.72
Stamp duty 305,583.83 395,798.81
Vehicle and vessel tax 35,164.36 34,972.72
Others 154.04
Total 3,133,193.01 2,952,542.96
5.31 Selling and distribution expenses
Item Year ended 31/12/2019 Year ended 31/12/2018
Port charges 13,007,276.29 20,516,081.40
Employee compensation expenditure 2,987,027.62 1,744,289.71
Transport charges 4,658,598.15 5,187,559.78
Business promotion fees 816,361.72 781,426.37
Travelling expenses 495,396.75 423,463.39
Depreciation charges 79,121.02 58,765.57
Communication expenses 14,981.46 16,544.98
Agency fees 1,636,396.22 3,457,585.78
Handling charges 507,169.59 457,237.66
Others 725,671.22 2,614,072.50
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Item Year ended 31/12/2019 Year ended 31/12/2018
Total 24,928,000.04 35,257,027.14
5.32 General and administrative expenses
Item Year ended 31/12/2019 Year ended 31/12/2018
Employee compensation expenditure 43,276,129.10 33,260,890.97
Depreciation and amortization charges 1,857,224.86 4,281,775.32
Travelling expenses 2,081,023.00 2,542,831.55
Business entertainment 1,287,516.23 1,325,256.28
Vehicle expenses 1,299,675.12 1,050,963.84
Agent service fees 1,101,745.19 1,432,241.85
Office expenses 4,550,320.09 4,134,080.68
Water and electricity expenses 1,416,329.41 1,195,817.62
Fishing moratorium costs 7,260,623.46
Others 6,743,602.72 4,816,236.09
Total 63,613,565.72 61,300,717.66
5.33 Research and development expenses
Item Year ended 31/12/2019 Year ended 31/12/2018
Materials 26,338.75
Others 248,000.00
Total 274,338.75
5.34 Finance expenses
Item Year ended 31/12/2019 Year ended 31/12/2018
Interest expenses 4,119,308.06 5,170,331.97
Less: interest income 1,032,203.87 513,573.16
Losses or gains from foreign exchange 95,531.07 -10,165,843.64
Finance charges 1,322,486.27 1,101,369.19
Others 143,131.08 120,669.58
Total 4,648,252.61 -4,287,046.06
5.35 Other income
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Related to assets/Related to
Item Year ended 31/12/2019 Year ended 31/12/2018
income
International Fisheries Resources
20,504,756.24 25,677,010.02 Related to income
Development and Utilization Grants
Tuna backhaul subsidy 1,621,411.00 2,624,900.00 Related to income
Ciq science and technology
17,220.00 Related to income
innovation subsidy
Financial shipbuilding subsidy fund 85,376.00 28,376.00 Related to assets
Financial subsidy for Special
Construction funds in Blue Economic 747,735.76 838,209.48 Related to assets
Zone
Special fund for cold chain logistics 238,276.90 Related to assets
Return of individual income tax
12,052.12 Related to income
service charge
Total 23,209,608.02 29,185,715.50
Note 1: The company received RMB 20,504,756.24government grants about development and utilization of international fishery
resources from Qingdao finance bureau;
Note 2: The company received RMB1,621,411.00government grants about tuna transportation;
Note 3: According to (NO. 【2011】464) issued by Yantai Development and Reform
Commission and Yantai Finance Bureau，（NO【2011】514）issued by Yantai
Economic and Technological Development Zone Finance Bureau, Yantai Development Zone Finance Bureau issued a special
indicator of the company blue economic zone construction RMB 13,600,000.00, RMB 6,800,000.00 in 2012, RMB 6,800,000.00 in
2013, the company kept accounts in deferred income when receiving the funds and are amortized in profit and loss for each period
over the asset's estimated useful period on a systematic basis. Other income amounts to 747,735.76 in 2019.
5.36 Credit impairment losses
Item Year ended 31/12/2019 Year ended 31/12/2018
Allowance for credit losses of accounts receivable -244,850.74
Allowance for credit losses of other receivables -119,394.66
Total -364,245.40
5.37 Impairment on assets
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Item Year ended 31/12/2019 Year ended 31/12/2018
Allowance for doubtful debts -1,625,574.46
Provision for diminution in value of inventory -4,630,333.82 - 2,574,536.68
Total -4,630,333.82 - 4,200,111.14
5.38 Gains from disposal of assets
Item Year ended 31/12/2019 Year ended 31/12/2018
Gains (Losses) from disposal of fixed assets -144,859.41
Total -144,859.41
5.39 Non-operating income
Non-operating income by category
Amount to be included in
Item Year ended 31/12/2019 Year ended 31/12/2018 non-recurring gain or loss for
the year
Reparations income 289,655.03 289,655.03
Others 46,416.67 325,858.06 46,416.67
Total 336,071.70 325,858.06 336,071.70
5.40 Non-operating expenses
Amount to be included in
Item Year ended 31/12/2019 Year ended 31/12/2018 non-recurring gain or loss for
the year
Loss of scrapped fixed assets 218,418.18 7,071.65 218,418.18
Employee's compensation for
78,000.00
industrial injury
donating 108,000.00 190,000.00 108,000.00
Late fees 200.00 353,335.93 200.00
Others 32,000.00 46,000.00 32,000.00
Total 358,618.18 674,407.58 358,618.18
5.41 Income tax expenses
5.41.1 Details of income tax expenses
Item Year ended 31/12/2019 Year ended 31/12/2018
Current income tax expense calculated according to tax laws 2,838,268.82 5,089,661.48
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Item Year ended 31/12/2019 Year ended 31/12/2018
Deferred income tax 80,290.44 -1,639,467.21
Total 2,918,559.26 3,450,194.27
5.41.2 Reconciliation between income tax expenses and accounting profit is as follows:
Item Amount
Profit before tax 101,693,103.97
Income tax expenses calculated at statutory/applicable tax rates 25,423,275.99
Effect of different tax rate of subsidiaries -6,567,480.85
Effect of adjustment for income tax in prior year 51,044.20
Effect of income not subject to income tax -17,838,189.68
Effect of expenses nondeductible for tax purposes 833,570.72
Additional deductions for r & d expenditures -51,438.51
Effect of utilization of deductible temporary differences or deductible
-546,689.82
losses in prior years which haven't been recognised deferred tax assets
Effect of unrecognised deductible temporary differences and deductible
1,614,467.21
losses in current period
Income tax expenses 2,918,559.26
5.42 Notes to statement of cash flows
Cash received or paid relating to other operating activities
Item Year ended 31/12/2019 Year ended 31/12/2018
Cash received related to other operating activities 42,110,856.39 40,209,712.63
Including:Finance expenses- interest income 1,032,203.87 513,573.16
Government grants and others 29,604,291.06 28,706,478.06
Credit deposit 8,249,651.54 4,088,888.54
Current account and other 3,224,709.92 6,900,772.87
Cash paid related to other operating activities 50,720,086.41 63,867,337.54
Including: Cash payment to selling expenses 21,861,851.40 33,453,971.86
Cash payment to administrative expense 18,149,500.96 23,792,355.02
Cash payment to research and development expenses 274,338.75
Security deposit 8,971,709.03 4,352,344.90
Current account and other 1,462,686.27 2,268,665.76
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
5.43 Supplement to statement of cash flows
5.43.1 Supplement to statement of cash flows
Item Year ended 31/12/2019 Year ended 31/12/2018
1.Net profit adjusted to cash flows from operating activities
Net profit 98,774,544.71 98,062,576.22
Add:credit impairment losses 364,245.40
Provision for asset impairment 4,630,333.82 4,200,111.14
Depreciation of fixed assets, depletion of oil and gas assets,
depreciation of productive biological assets and depreciation of 48,705,018.16 43,303,777.20
investment property
Amortization of intangible assets 668,467.41 550,570.94
Amortization of long-term deferred expenses 363,770.47 241,369.98
Losses on disposal of fixed assets, intangible assets and other
144,859.41
long-term assets ("-" for gains)
Losses on write-down of fixed assets ("-" for gains） 218,418.18 7,071.65
Losses from changes in fair value ("-" for gains)
Financial expenses ("-" for income) 6,200,569.12 952,213.20
Investments losses ("-" for gains)
Decreases in the deferred tax assets ("-" for increases) 80,290.44 -1,639,467.21
Increases in the deferred tax liabilities ("-" for decreases)
Decreases in inventories ("-" for increases) -49,783,330.18 -89,421,066.61
Decreases in operating receivables ("-" for increases) -582,505.33 -27,345,443.33
Increases in operating payables ("-" for decreases) 656,720.47 40,579,323.06
Others
Net cash flows from operating activities 110,296,542.67 69,635,895.65
2. Significant investing and financing activities not involving cash
inflow and outflow
Conversion of debt into capital
Convertible corporate bonds maturing within one year
Fixed assets acquired under financial lease
3. Net change in cash and cash equivalents
Cash as at 31/12/2019 184,603,638.72 182,767,125.48
Less: cash as at 1/1/2019 182,767,125.48 147,067,351.82
Add: cash equivalents as at 31/12/2019
Less: cash equivalents as at 1/1/2019
Net increase in cash and cash equivalents 1,836,513.24 35,699,773.66
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
5.43.2 Cash and cash equivalents
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Ⅰ. Cash 184,603,638.72 182,767,125.48
Including: cash on hand 4,956,965.73 1,213,325.43
Unrestricted bank deposits 179,646,672.99 181,553,800.05
Unrestricted other cash and cash equivalents
Ⅱ. Cash equivalents
Ⅲ. Cash and cash equivalents as at 31/12/2019 184,603,638.72 182,767,125.48
5.44 Ownership or using rights of assets subject to restriction
Item Carrying amount as at 31/12/2019 Restriction reason
Cash at bank and on hand 1,408,005.57 Marginal deposit
Fixed assets 31,604,235.43 Pledge loans
Intangible assets 5,506,720.75 Pledge loans
Total 38,518,961.75 --
5.45 Monetary items denominated in foreign currency
5.45.1 Monetary items denominated in foreign currency
Balance in foreign currency Balance translated into
Item Exchange rate
as at 31/12/2019 RMB as at 31/12/2019
Cash at hand and in banks 114,256,176.88
Including: USD 14,598,949.05 6.9762 101,845,188.36
Euro 928,775.78 7.8155 7,258,847.11
JPY 23,447,614.00 0.0641 1,502,992.06
GHS 2,892,834.63 1.2597 3,644,103.78
XAF 423,997.43 0.0119 5,045.57
Accounts receivable 56,023,387.00
Including: USD 6,731,417.25 6.9762 46,959,713.02
JPY 49,584,032.00 0.0641 3,178,336.45
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GHS 1,908,311.65 1.2597 2,403,900.19
XAF 292,557,760.00 0.0119 3,481,437.34
Accounts receivable 289,101,140.09
Including: USD 37,533,588.16 6.9762 261,841,817.72
JPY 2,724,412.00 0.0641 174,634.81
GHS 21,500,903.04 1.2597 27,084,687.56
Accounts payable 29,097,830.04
Including: USD 3,944,601.99 6.9762 27,518,332.40
Euro 234.43 7.8155 1,832.19
JPY 18,272,696.00 0.0641 1,171,279.81
XAF 34,150,054.00 0.0119 406,385.64
Other payables 285,141,856.59
Including: USD 40,220,085.92 6.9762 280,583,363.40
GHS 3,618,713.34 1.2597 4,558,493.19
5.45.2 Reporting currencies of significant foreign operating entities
Significant foreign operating Overseas location of
Reporting currency Basis for determination
entity primary operation
HABITAT INTERNATIONAL
The Republic of Panama RMB Business environment
CORPORATION
LAIF FISHERIES COMPANY
The Republic of Ghana USD Business environment
LIMITED
YAW ADDO FISHERIES
The Republic of Ghana USD Business environment
COMPANY LIMITED
ZHONG GHA FOODS
The Republic of Ghana USD Business environment
COMPANY LIMITED
AFRICA STAR FISHERIES
The Republic of Ghana USD Business environment
LIMITED
6. Changes in consolidation scope
The scope of merger of the company has not changed in the current period.
7. Interest in other entities
7.1 Interest in subsidiaries
7.1.1 Constitution of the Company
Registration Principal place of Shareholding (%) Acquisition
Subsidiary name Business nature
place business Direct Indirect method
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Subsidiary name Registration Principal place of Business nature Shareholding (%) Acquisition
place business method
Shandong Zhonglu Oceanic
Shandong Shandong Refrigeration
Fisheries Transportation Co., 100.00 Investment
Qingdao Qingdao transportation
Ltd.
Shandong Zhonglu Oceanic Shandong
Shandong Yantai Food processing 74.23 25.77 Investment
(Yantai) Food Co., Ltd. Yantai
Shandong Zhonglu Haiyan Shandong Shandong
Oceanic fishing 59.05 Investment
Oceanic Fisheries Co., Ltd. Qingdao Qingdao
HABITAT INTERNATIONAL The Republic The Republic of Refrigeration
100.00 Investment
CORPORATION of Panama Panama transportation
LAIF FISHERIES COMPANY The Republic The Republic of
Oceanic fishing 100.00 Investment
LIMITED of Ghana Ghana
AFRICA STAR FISHERIES The Republic The Republic of
Oceanic fishing 100.00 Investment
LIMITED of Ghana Ghana
ZHONG GHA FOODS The Republic The Republic of
Oceanic fishing 100.00 Investment
COMPANY LIMITED of Ghana Ghana
Shandong zhonglu ocean Shandong
Shandong Yantai Food processing 100.00 Investment
refrigeration co. LTD Yantai
YAW ADDO FISHERIES The Republic The Republic of Operating
Oceanic fishing
COMPANY LIMITED of Ghana Ghana lease
7.1.2 Significant non-wholly owned subsidiary
Profit or loss attributable Dividends announced Balance of the
Minority
No. Company name to the minority for the to distribute to the minority interests as
shareholding (%)
current period minority at 31/12/2019
Shandong Zhonglu
1 Haiyan Oceanic 40.95% 16,462,914.48 157,934,660.45
Fisheries Co., Ltd.
7.1.3 Main financial information of significant non-wholly owned subsidiary
As at 31/12/2019
Subsidiary name Non-current Current Non-current
Current assets Total assets Total liabilities
assets liabilities liabilities
Shandong Zhonglu Haiyan
250,897,851.01 247,531,784.99 498,429,636.00 107,042,602.15 5,720,920.64 112,763,522.79
Oceanic Fisheries Co., Ltd.
(Continued)
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
As at 1/1/2019
Subsidiary name Non-current Current Non-current
Current assets Total assets Total liabilities
assets liabilities liabilities
Shandong Zhonglu Haiyan
205,643,783.93 246,339,332.14 451,983,116.07 108,563,704.98 647,920.64 109,211,625.62
Oceanic Fisheries Co., Ltd.
Year ended 31/12/2019
Subsidiary name Total comprehensive Cash flows from
Operating income Net profit
income operating activities
Shandong Zhonglu Haiyan
305,764,051.82 40,202,477.37 2,692,145.39 17,467,091.39
Oceanic Fisheries Co., Ltd.
(Continued)
Year ended 31/12/2018
Subsidiary name Total comprehensive Cash flows from
Operating income Net profit
income operating activities
Shandong Zhonglu Haiyan
186,558,098.23 19,010,738.33 7,325,273.67 -545,827.98
Oceanic Fisheries Co., Ltd.
8. Related risks of financial instruments
The financial assets of the Company include notes receivable, account receivable and other receivables, the financial liabilities
include notes payable, account payable, other payables and long-term loan, for details see Notes V. Company is faced with Various
risks in operating activities, including credit risk, liquidity risk and market risk, board of directors establish and supervise company’
ERM architecture, establish and supervise company’s risk management policy with full authority.
The goals of Company engaged in the risk management is to achieve the proper balance between the risks and benefits, reduced the
negative impact to the Company operating performance risk to a minimum, maximized the profits of shareholders and other equit y
investors.
1. Credit risk
Credit risk what may lead to the financial losses was the other party of the contract failed to fulfill the obligations and causes loss of
the Company‘s financial assets. Credit risk is mainly from the customers’ receivables. The book value of account receivable, note
receivable and other account receivable are the biggest credit risk of the company’s financial assets.
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
2. Liquidity Risk
Liquidity risk is the risk that the company is in short of capital when fulfilling its obligations related to financial liabilities. In the
capital normal and stressful situation, the company ensures that there is sufficient liquidity to fulfill the due debt, and consult with the
financial institutions to maintain a certain level of reserve credit line to reduce liquidity risk.
3. Market risk
(1) Foreign exchange risk
Foreign exchange risk is referred to the risk incurred due to loss of changes in exchange rate. The company's foreign exchange risk is
mainly derived from the dollar denominated financial assets. The amount of foreign currency denominated financial assets to be
converted into RMB is as V.45 the foreign currency monetary items stated.
(2) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flow of the financial instruments fluctuate due to the fluctuation of
market interest rate. The company's interest rate risk is mainly derived from long-term bank borrowings, the company's borrowing
are floating interest rates, there is a risk of RMB benchmark interest rate changes.
9. Related parties and transactions
9.1 The parent company of the Company
(%)Shareholding (%)Voting rights
Name of parent Registration Registered
Type of business ratio of the proportion % of the
company place capital
Company(%) Company
Investment and management,
Shandong asset management and capital
State-owned Shandong
operation, entrustment 450,000 47.25 47.25
assets investment Jinan
Co. Ltd management, investment
consulting
Note: Shandong State-owned assets investment Co. Ltd is the ultimate controller of the Company.
9.2 Subsidiaries of the Company
Details of subsidiaries refer to Note 7 Interest in other entities.
9.3 Other related parties
Entity name Relationship
Inspur General Software co., Ltd. A company that has a transaction in the current period controlled by the
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Entity name Relationship
same parent company
Bank of Texas co., LTD. A company that has a transaction in the current period controlled by the
same parent company
9.4 Transactions with related parties
9.4.1 Purchase of goods/receipt of services and sales of goods/rendering of services
Pricing mode Year ended 31/12/2019 Year ended 31/12/2018
and
Name Type Contents Pct. of the same
determination . of the same type
Amount Amount type transactions
transactions (%)
process (%)
Purchase of
goods/receipt of
services:
Inspur General
Purchase Software Market price 720,000.00 100.00
Software co., Ltd.
9.4.2 Remuneration of key management
Remuneration of key management Year ended 31/12/2019 Year ended 31/12/2018
Total 2,053,124.00 1,804,800.00
9.4.3 Other related transactions
9.4.3.1 Deposit of monetary funds of related parties
Account name Related party Balance as at 31/12/2019 Balance as at 1/1/2019
Cash at bank Bank of Texas co., LTD. 3,201,870.61
Total 3,201,870.61
9.4.3.2 Others
Account name Related party Year ended 31/12/2019 Year ended 31/12/2018
Interest revenue Bank of Texas co., LTD. 3,284.72
Total 3,284.72
9.5 Receivables due from and payables due to related parties
9.5.1 Receivables due from related parties
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Account name Related party Balance as at 31/12/2019 Balance as at 1/1/2019
Inspur general software co.
Prepayments
LTD 394,857.06
Total 394,857.06
9.5.2 Payables due to related parties
Account name Related party Balance as at 31/12/2019 Balance as at 1/1/2019
Inspur general software co.
Other payables 16,024.00
LTD
Total 16,024.00
10. Commitments and contingencies
10.1 Commitments
None
10.2 Contingencies
None
11. Post balance sheet events
None
12. Other significant events
12.1 Pension scheme
According to relative laws, regulations and policies, the pension system of the company has been established to pay
supplementary endowment insurance for employees (namely enterprise annuity) on the basis of attending primary endowment
insurance lawfully. The company has set the operating efficiency coefficient in accordance with the actual operating conditions every
year, and calculated the total amount paid by the enterprise through it. In the enterprise pension, the borne expenses of the company
have been disclosed in the case of employee pay payable and the condition of the established escrow plan, and the individual cost has
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
been paid by the company from their salary. This year, the enterprise pension has been increased RMB 6.67 million, relevant
information shall be referred to "Attachment 5 (18) employee pay payable".
12.2 Segment reporting
12.2.1 Determination basis of segment reporting and related accounting policy
The company’s mainly business are oceanic fishing, aquatic products processing, vessels leasing and others. The company
disclosure the branches reports by the character and plate of its main bussiness.
12.2.2 Financial information of segment reporting
Aquatic Elimination
Oceanic Vessels
products Others between Total
fishing leasing
processing branches
1.Operating income 478,523,402.07 101,294,857.68 669,347,611.32 611,786.40 -129,038,815.43 1,120,738,842.04
2. Operating cost 375,102,964.63 63,289,589.21 637,242,915.37 392,646.83 -129,038,815.43 946,989,300.61
3. Credit impairment
-932,220.86 -41,631.75 657,411.90 -47,804.69 -364,245.40
losses
4. Impairment of
-887,430.25 -3,729,901.77 -13,001.80 -4,630,333.82
assets
5. Depreciation and
31,723,211.68 9,026,249.96 6,780,634.14 1,843,389.79 49,373,485.57
amortization
6. Profit before tax 81,873,996.50 32,488,150.63 7,507,067.77 -20,176,110.93 101,693,103.97
7. Income tax
1,611,474.86 1,307,084.40 2,918,559.26
expenses
8. Net profit 81,873,996.50 30,876,675.77 6,199,983.37 -20,176,110.93 98,774,544.71
9. Total assets 827,846,708.78 302,355,475.20 419,827,740.40 141,787,676.56 -403,290,757.14 1,288,526,843.80
10. Total liabilities 221,509,747.67 32,403,124.27 200,076,436.75 196,235,167.41 -406,834,262.44 243,390,213.66
12.3 Others
The panamanian ship named ‘SEA MARK’, which belonged to wholly-owned subsidiary HABITAT INTERNATIONAL
CORPORATION, had been caught fire in the engine room caused by mechanical equipment when sailed to waters near the
Ogasawara islands southeast of Japan. The ship initiated emergency response procedures immediately to rescue and put out the fire,
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
but unfortunately, it was difficult to control the dangerous situation, therefore the ship had to be abandoned. Then, the 23 people were
moved to the survival craft safely. At the same time, the company adopted the contingency plan immediately, working with Maritime
Safety Bureau of The Ministry of Transport Search and Rescue Center, Japan coast guard and the US coast guard. Finally, the 23
people were rescued successfully at 21:30 on that day. As of now, according to the agreed sailing range, insurance conditions and
insurance amount specified in the contract with China Shipowners Mutual Assurance Association and PICC Property and Casualty
Company Limited, the people and property of the ‘SEA MARK’ are within the scope of contract by the insurance company, and
the company is negotiating with the insurance company about the insurance payment.
Apart from the above, there are no other important matters to be disclosed by the company
13. Notes to the financial statements of the Company
13.1 Accounts receivable
13.1.1 Accounts receivable by category
As at 31/12/2019
Item Balance Allowance for credit losses
Allowance
Amount PCT (%) Amount
rate (%)
Individually assessment subject to allowance for
credit losses
Grouping assessment subject to allowance for
35,605,161.90 100.00 6,534,010.26 18.35
credit losses
Group 1：Non-affiliated party customer portfolio 20,823,141.90 58.48 6,534,010.26 31.38
Group 2: Combination of related parties 14,782,020.00 41.52
Total 35,605,161.90 100.00 6,534,010.26 18.35
As at 1/1/2019
Item Balance Allowance for credit losses
Allowance
Amount PCT(%) Amount
rate (%)
Individually assessment for allowance for credit
losses
Grouping assessment subject to allowance for
10,378,632.53 100.00 5,737,786.29 55.28
credit losses
Group 1：Non-affiliated party customer portfolio 6,664,383.53 64.21 5,737,786.29 86.10
Group 2: Combination of related parties 3,714,249.00 35.79
Total 10,378,632.53 100.00 5,737,786.29 55.28
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Accounts receivable that are assessed allowance for credit losses on grouping basis
①Group 1: Accounts receivable due from non-affiliated party customer portfolio:
As at 31/12/2019 As at 1/1/2019
Aging Allowance for Allowance for
Balance ECL rate(%) Balance ECL rate(%)
credit losses credit losses
Within 6
14,465,969.20 5.00 723,298.46 975,365.52 5.00 48,768.28
months
6 months-1
393,763.10 10.00 39,376.31 10.00
years
1-2 years 274,391.59 30.00 82,317.48 30.00
More than 3
5,689,018.01 100.00 5,689,018.01 5,689,018.01 100.00 5,689,018.01
years
Total 20,823,141.90 6,534,010.26 6,664,383.53 5,737,786.29
②Group 2: Accounts receivable due from combination of related parties :
As at 31/12/2019 As at 1/1/2019
Aging Allowance for Allowance for
Balance ECL rate(%) Balance ECL rate(%)
credit losses credit losses
combination of
14,782,020.00 3,714,249.00
related parties
Total 14,782,020.00 3,714,249.00
13.1.2 Provision, recovery or reversal of allowance for credit losses during the year
Provision of allowance for credit losses within this year is RMB 796,223.97 and recovery or reversal of provision during the
year is RMB 0.00.
13.1.3 Accounts receivable due from the top five debtors of the Company are as follows:
Balance as at (%)Percentage in total Balance of allowance for
Company name
31/12/2019 accounts receivable (%) credit losses as at 31/12/2019
Shandong Zhonglu Oceanic
14,782,020.00 41.52
(Yantai) Food Co., Ltd.
AFKO FISHERIES COMPANY
4,399,294.20 12.36 219,964.71
LIMITED
HAIXINSHEN CO.,LTD 3,718,020.20 10.44 185,901.01
PACIFIC PANDA.INC 3,600,962.12 10.11 3,600,962.12
SOCIETE DES MAREYEURS
3,551,148.31 9.97 177,557.42
GROSSISTES
Total 30,051,444.83 84.40 4,184,385.26
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13.2 Other receivables
Category Balance as at 31/12/2019 Balance as at 1/1/2019
Interest receivable
Dividends receivable 94,566,287.92 92,964,132.10
Other receivables 90,924,556.66 84,884,082.37
Less: Allowance for credit losses 3,721,971.88 3,715,866.33
Total 181,768,872.70 174,132,348.14
13.2.1 Dividends receivable
Item Balance as at 31/12/2019 Balance as at 1/1/2019
Subsidiary dividend 94,566,287.92 92,964,132.10
Less: Allowance for credit losses
Total 94,566,287.92 92,964,132.10
13.2.2 Other receivables
13.2.2.1 Category of other receivables by nature
Nature Balance as at 31/12/2019 Balance as at 1/1/2019
Internal current account 86,430,396.31 80,308,190.23
Revolving fund and other 4,494,160.35 4,575,892.14
Total 90,924,556.66 84,884,082.37
13.2.2.2 Aging analysis of other receivables
Balance as at 31/12/2019 Balance as at 1/1/2019
Aging
Balance PCT (%) Balance PCT (%)
Within 6 months 28,899,712.54 31.79 38,060,553.71 44.84
6 months-1 years 10,532,528.69 11.58 6,746,776.53 7.95
1-2 years 19,060,919.56 20.96 6,780,110.02 7.99
2-3 years 5,249,795.25 5.77 4,321,610.27 5.09
More than 3 years 27,181,600.62 29.90 28,975,031.84 34.13
Total 90,924,556.66 100.00 84,884,082.37 100.00
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
13.2.2.3 The provision of allowance for credit losses
Stage one Stage two Stage three
The allowance for credit
Lifetime ECL Lifetime ECL Total
losses 12-month ECL
(credit-unimpaired) (credit-impaired)
Beginning balance 223,504.35 3,492,361.98 3,715,866.33
Revaluation of beginning
223,504.35 3,492,361.98 3,715,866.33
balance
Provision -4,568.30 10,673.85 6,105.55
Reversal
Write-off
Other changes
Ending balance 218,936.05 3,503,035.83 3,721,971.88
13.2.2.4 Provision, recovery or reversal of allowance for credit losses during the year
Provision of allowance for credit losses within this year is RMB6,105.55 and recovery or reversal of provision during the year
is RMB 0.00.
13.2.2.5 Other receivables due from the top five debtors are as follows:
Balance of
Percentage in
Balance as at allowance for
Debtor name Nature of balance Aging total other
31/12/2019 credit losses as at
receivables(%)
31/12/2019
AFRICA STAR FISHERIES Internal current
18,152,664.71 0-3 years 19.96
LIMITED account
Shandong Zhonglu Oceanic
Internal current
Fisheries Transportation Co., 17,253,355.96 0-3 years 18.98
account
Ltd.
Shandong Zhonglu Haiyan Internal current Within 1
13,549,901.34 14.90
Oceanic Fisheries Co., Ltd. account years
YAW ADDO FISHERIES Internal current
11,674,713.50 0-3 years 12.84
COMPANY LIMITED account
ZHONG GHA FOODS Internal current
8,844,012.27 0-3 years 9.73
COMPANY LIMITED account
Total 69,474,647.78 76.41
13.3 Long-term equity investments
78
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
As at 31/12/2019 As at 1/1/2019
Provision Provision
Item Carrying Carrying
Balance for Balance for
amount amount
impairment impairment
Investment
to 232,189,455.23 232,189,455.23 232,189,455.23 232,189,455.23
subsidiaries
Total 232,189,455.23 232,189,455.23 232,189,455.23 232,189,455.23
13.3.1 Investment to subsidiaries
Provision
Balance of
Balance as at Additi Reduction Balance as at for provision
Investee impairment
1/1/2019 ons s 31/12/2019 for impairment as
in current
at 31/12/2019
period
HABITAT
INTERNATIONAL 12,476,145.60 12,476,145.60
CORP.
Shandong Zhonglu
Oceanic Fisheries
22,869,513.38 22,869,513.38
Transportation Co.,
Ltd.
Shandong Zhonglu
Oceanic (Yantai) 55,448,185.24 55,448,185.24
Food Co., Ltd.
Shandong zhonglu
Haiyan Oceanic 141,395,611.01 141,395,611.01
Fisheries Co., Ltd.
Total 232,189,455.23 232,189,455.23
13.4 Operating income and operating costs
Operating income and operating costs by category
Year ended 31/12/2019 Year ended 31/12/2018
Item
Income Cost Income Cost
Ⅰ. Primary operating business 165,454,472.43 120,934,031.01 192,706,902.46 144,156,077.91
Ⅱ. Other operating business 4,902,160.57 1,864,630.29 4,088,306.93 1,724,329.79
Total 170,356,633.00 122,798,661.30 196,795,209.39 145,880,407.70
13.5 Investment income
Item Year ended 31/12/2019 Year ended 31/12/2018
Gain/(Loss) from long-term equity investments in cost method 2,725,025.89 92,964,132.10
Total 2,725,025.89 92,964,132.10
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山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
14. Supplementary information
14.1 Details of non-recurring gain or loss for the year
备注
Item Amount
Remark
Government grants (except the government grants closely related to the business of the
2,704,851.78
Company and enjoyed according to unified quota or ration standards)
Other non-operating income/(expenses) except the above items -22,546.48
Other gain or loss items qualified the definition of non-recurring item
Effects of income tax on non-recurring items -229,456.99
Effects of non-recurring items attributable to the minority shareholders of the Company -552,118.10
Total 1,900,730.21
The Company identifies that some "other items qualified the definition of non-recurring gain or loss" should be classified as
"recurring gain or loss items" considering nature and character of the Company's normal operation activities:
Item Amount Remark
Government grants of national standard
International Fisheries Resources
20,504,756.24 quota and related to operating activities of
Development and Utilization Grants
the Company
14.2 Return on equity and earnings per share
Weighted average return on Earnings per share
equity(%) Basic earnings per share Diluted earnings per share
Profit in report period
Year ended Year ended Year ended Year ended Year ended Year ended
31/12/2019 31/12/2018 31/12/2019 31/12/2018 31/12/2019 31/12/2018
Net profit attributable to
the common share 9.74 12.06 0.3094 0.3393 0.3094 0.3393
holders
Net profit attributable to
the common shareholders
after deducting 9.52 11.79 0.3022 0.3314 0.3022 0.3314
non-recurring gain or loss
items
80
山东省中鲁远洋渔业股份有限公司 2019 年年度报告全文
Section XIII. Documents available for reference
I. The financial statement of the Company with signature and seal from the person in charge of the Company,
person in charge of the accounting works and person in charge of accounting;
II. Original audit report seal with accounting firms and signature and seal from CPA;
III. Original text of all documents of the Company as well as manuscript of the announcement that disclosed on
website appointed by CSRC.
Shandong Zhonglu Oceanic Fisheries Co., Ltd.
Chairman: Lu Lianxing
25 March 2020
81
