特力Ｂ：2022年半年度报告（英文版）.PDF

SHENZHEN TELLUS HOLDING CO.,LTD.Semi-Annual Report 2022 August 2022 -1-Section I.Important Notice,Contents and Interpretation Board of Directors,Supervisory Committee,all directors,supervisors and senior executives of Shenzhen Tellus Holding 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.Fu Chunlong,Principal of the Company,Lou Hong,person in charge of accounting works and Lou Hong,person in charge of accounting organ(accounting principal)hereby confirm that the Financial Report of Semi-Annual Report 2022 is authentic,accurate and complete.All directors are attended the Board Meeting for report deliberation.The possible risks faced by the Company have been well-described in the Report,investors are advised to pay attention to them.Be sure to note that in“X.Risks of the Company and countermeasures”contained in Section III Management Discussion and Analysis.The Company plans not to pay cash dividends,not to issue bonus and not to increase the share capital from accumulation funds.-1-ContentsSection I Important Notice,Contents and Interpretation.-1-Section II Company Profile and Main Financial Indexes.-5-Section III Management Discussion andAnalysis.-9-Section IV Corporate Governance.-19-Section V Enviornmental and Social Responsibility.-21-Section VI Important Event.-22-Section VII Changes in Shares and Particular about Shareholders.-35-Section VIII Preferred Stock.-40-Section IX Corporate Bonds.-41-Section X Financial Report.-42-深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -3-Documents Available for Reference 1.The Accounting Statement containing the signature and seals of the legal representative,the person in charge of the accounting works and person in charger of the accounting organization.2.Original copies of all documents and announcements that have been released publicly during the reporting period.3.The above documents are available at:office of the Board Secretariat 深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -4-Interpretation Items Refers to Contents CSRC Refers to China Securities Regulatory Commission SZE Refers to Shenzhen Stock Exchange Shenzhen Branch of CSDC Refers to China Securities Depository and Clearing Corporation Limited-Shenzhen Branch Company,the Company,our Company,Tellus Group Refers to Shenzhen Tellus Holding Co.,Ltd.Reporting period,this reporting period Refers to January to June of 2022 Auto Industry and Trade Company Refers to Shenzhen Auto Industry and Trade Corporation Zhongtian Company Refers to Shenzhen Zhongtian Industrial Co,.Ltd.GAC Refers to Gems&Jewelry Trade Association of China Huari Company,SDG Huari Refers to Shenzhen SDG Huari Auto Enterprise Co.,Ltd.Huari Toyota Refers to Shenzhen Huari Toyota Auto Sales Co.,Ltd Zung Fu Tellus Refers to Shenzhen Zung Fu Tellus Auto Service Co.,Ltd.Tellus Property Refers to Shenzhen SDG Tellus Property Management Co.,Ltd.Special Development,SDG,Controlling Shareholder Refers to Shenzhen Special Development Group Co.,Ltd.Treasury Supply Chain Company Refers to Shenzhen Tellus Treasury Supply Chain Tech.Co.,Ltd.Shenzhen Jewelry Company Refers to Shenzhen Jewelry Industry Service Co.,LTD Shanghai Fanyue Refers to Shanghai Fanyue Diamond Co.,Ltd.深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -5-Section II Company Profile and Main Financial Indexes I.Company profile Short form of the stock Tellus-A,Tellus-B Stock code 000025,200025 Stock exchange for listing Shenzhen Stock Exchange Name of the Company(in Chinese)深圳市特力(集团)股份有限公司 Short form of the Company(in Chinese)特力 A Foreign name of the Company(if applicable)Shenzhen Tellus Holding Co.,Ltd Legal representative Fu Chunlong II.Person/Way to contact Secretary of the Board Rep.of security affairs Name Qi Peng Liu Menglei Contact add.3/F,Tellus Building,Shui Bei Er Road,Luohu District,Shenzhen 3/F,Tellus Building,Shui Bei Er Road,Luohu District,Shenzhen Tel.(0755)83989390(0755)88394183 Fax.(0755)83989386(0755)83989386 E-mail III.Others 1.Way of contact Whether registrations address,offices address and codes as well as website and email of the Company changed in reporting period or not Applicable Not applicable The registrations address,offices address and codes as well as website and email of the Company have no change in reporting period,found more details in Annual Report 2021.2.Information disclosure and preparation place Whether information disclosure and preparation place changed in reporting period or not Applicable Not applicable The newspaper appointed for information disclosure,website for semi-annual report publish appointed by CSRC and preparation place for semi-annual report have no change in reporting period,found more details in Annual Report 2021 3.Other relevant information Whether other relevant information has changed during the reporting period 深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -6-Applicable Not applicable IV.Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data or not Yes No Current period Same period of last year Changes in the current period compared with the same period of the previous year(+,-)Operating revenue(Yuan)250,015,152.23 249,492,261.24 0.21%Net profit attributable to shareholders of the listed Company(Yuan)43,480,236.19 44,542,715.32-2.39%Net profit attributable to shareholders of the listed Company after deducting non-recurring gains and losses(Yuan)31,023,156.36 41,590,592.47-25.41%Net cash flow arising from operating activities(Yuan)-11,318,295.41 59,571,399.02-119.00%Basic earnings per share(RMB/Share)0.1009 0.1033-2.32%Diluted earnings per share(RMB/Share)0.1009 0.1033-2.32%Weighted average ROE 3.00%3.34%-0.34%Current Period-end Period-end of last year Changes at the end of the current period compared with the end of the previous year Total assets(Yuan)1,901,811,890.21 1,859,645,205.43 2.27%Net assets attributable to shareholder of listed Company(Yuan)1,465,622,963.89 1,432,924,273.45 2.28%V.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.深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -7-2.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.VI.Items and amounts of extraordinary profit(gains)/loss Applicable Not applicable Unit:RMB/CNY Item Amount Note Governmental subsidy calculated into current gains and losses(while closely related with the normal business of the Company,the government subsidy that accord with the provision of national policies and are continuously enjoyed in line with a certain standard quota or quantity are excluded)1,575,990.30 The government subsidy Gains/losses of fair value changes arising from holding of the trading financial asset,trading financial liability and investment earnings obtained from disposing the trading financial asset,trading financial liability,and financial assets available for sale,except for the effective hedging business related to normal operation of the Company 6,157,679.97 Financial income Other non-operating income and expenditure except for the aforementioned items 295,569.76 The leasing deposit transferred to non-operating income upon early surrender of lease by the tenant Gain/loss on transfer of equity 8,785,410.47 Less:Impact on income tax 4,124,792.46 Impact on minority shareholders equity(post-tax)232,778.21 Total 12,457,079.83 Details of other gains/losses items that meets the definition of non-recurring gains/losses:Applicable Not applicable There are no other gains/losses items that meet the definition of non-recurring gains/losses in the Company.Explain 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 Applicable Not applicable 深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -8-There are no 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 深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -9-Section III Management Discussion and Analysis I.Main businesses of the Company during the reporting period The main business of the Company during the reporting period was jewelry service business;commercial operation management;sales,testing and maintenance of motor vehicle and accessories sales.Jewelry service business:At present,the integration of all subdivisions of the jewelry service business has achieved initial results,and the overall solution integrating the service contents of all subdivisions has gradually gained market recognition.In the first half of 2022,the company invested in the establishment of a gold circulation platform,which aims to break through the bottleneck of domestic gold circulation,solve the pain points of the gold circulation industry,standardize the industry service standards,and further improve the companys layout in the gold jewelry industry.Commercial operation management:In 2022,the effect of Tellus Gman Gold Jewelry Industrial Park on the Shuibei jewelry industry continues to expand,especially that the headquarters of leading enterprises in the jewelry industry continue to gather in the park,the occupancy rate and rental price level of the park have an advantage over those around the park.As the largest owner of the park,the company continuously improves the operation system,enhances service quality,and seizes opportunities to actively expand customers.As the last Grade A office building of the company,Tellus Jinzuan Trading Building has achieved good results in preparatory investments attraction despite the double strike of the pandemic and the poor prosperity of the jewelry industry.Automobile sales,testing,maintenance and parts sales:The companys automobile business is mainly operating FAW Toyota 4S stores.Affected by the repeated and sporadic pandemics in Shenzhen,the impact of new energy vehicles,and the late introduction of the regional subsidy policy for stores,the new car sales volume decreased slightly on a year-on-year basis.II.Core Competitiveness Analysis 1.Solidly promoted the third-party ecosystem construction of the jewelry,which rapidly improved the companys popularity and influence in the jewelry industry.Relying on the physical platform resources in the Shuibei area,where the jewelry industry gathers,the company gives full play to the credit advantages of a state-owned listed company,constantly tries to innovate business models,steadily promotes the implementation of transformation projects,deeply penetrates into the jewelry industry chain,and enables the third-party business of jewelry to achieve leapfrog development.In 2019,Shenzhen Tellus Treasury Supply Chain Tech.Co.,Ltd.was established to carry out jewelry supply chain business,which consolidated the third-party service foundation for jewelry.Established Shenzhen Jewelry Industry Service Co.,Ltd in 2020 to 深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -10 provide services such as bonded exhibition,bonded warehousing,testing,customs declaration,logistics,and settlement,which shall be built into a comprehensive element trading service platform with international influence integrating jewelry raw materials and finished products exhibition,spot trading,identification,design,processing,e-commerce,financial services,insurance and so on.The successful operation of Shen Jewelry has been highly recognized by the municipal and district governments and the customs in Shenzhen,which has enhanced the companys position in the jewelry industry chain.In 2021,the company established Shanghai Fanyue,and realized a closed loop of diamonds from the bonded display transactions to the general trade import.In the first half of 2022,the company invested in the establishment of a gold circulation platform-Guorun Gold(Shenzhen)Co.,Ltd.,which further improved its layout in the gold jewelry industry.With the solid advancement of the strategic transformation,the companys ability and level to provide third-party jewelry services has been continuously improved,and the brand influence in the national jewelry industry chain has been significantly enhanced,becoming the companys core competitiveness.2.Possess abundant property resources and provide stable business income and financial support The Company is the largest owner of the Tellus Gman Gold Jewelry Industrial Park in the Shuibei area,Tellus Jewelry Building has been fully put into use,and the construction project of the Tellus Jinzuan Trading Building is progressing as planned.At the same time,the company will construct an innovative industrial projects in Buxin area that conform to the overall strategic layout of the city,district and the Company through renovation.In addition,the Company has a large number of property resources in Luohu and Futian district of Shenzhen,on the basis of maintaining the stability of the original leasing business,the company actively promotes the improvement of property quality and transform its old properties from the traditional method of simple leasing to the direction of property asset operation,so as to fully enhance and tap the added value of the property brand,bring stable business income and cash flow to the company,and provide a solid foundation for the companys long-term development.IV.Main business analysis Overview See the“I-Main businesses of the Company during the reporting period”Change of main financial data on a y-o-y basis Unit:RMB/CNY Current period Same period of last year y-o-y changes(+,-)Reasons Operating revenue 250,015,152.23 249,492,261.24 0.21%Operation costs 188,344,177.55 173,313,253.96 8.67%Sales expense 10,947,318.15 12,002,312.02-8.79%Management expense 19,832,917.21 20,807,474.69-4.68%Financial expense-2,701,556.39-404,559.89-567.78%Decrease in interest costs,there was an bond interest from equity 深圳市特力(集团)股份有限公司 2022 年半年度报告全文 -11 performance occurred in the same period of previous year Income tax expense 10,808,747.89 11,085,413.51-2.50%Decrease in operation profit