张裕Ｂ：2021年年度报告（英文版）.PDF

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1、Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report1Yantai Changyu Pioneer Wine Co., Ltd.2021 Annual ReportFinal 2022-01April 2022Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report2ContentsI、Important Notice, Contents and Definition.3II、Brief Introduction for the Company and Main Financia

2、l Indicators .6III、Management Discussion and Analysis .11IV、Corporate Governance .33V、Environmental and Social Responsibility . 56VI、Major issues .59VII、Changes in Shares and Shareholders Situation . 70VIII、Related Situation of Preferred Shares .79IX、Related Situation of Bonds .79X、Financial Report

3、.79Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report3I. Important Notice, Content and DefinitionThe board of directors， the board of Supervisors， directors, supervisors and senior executives of theCompany guarantee the truthfulness, accuracy and completeness of the contents contained in there

4、port with no false records, misleading statements or significant omissions, and undertakeindividual and joint legal liabilities.Mr. Zhou Hongjiang (Person in charge of the Company), Mr. Jiang Jianxun (Person in charge ofaccounting work) and Ms. Guo Cuimei (Person in charge of accounting organ & Acco

5、untant incharge) assure the truthfulness, accuracy and completeness of the financial report in the annualreport.All directors have personally attended the meeting for deliberating the annual report.Except for the following directors, other directors attended this board meeting for reviewing thisannu

6、al report in personName of director not attendingthe meeting personallyPosition of director not attendingthe meeting personallyReason of not attending themeeting personallyName ofentrusteeAldino MarzoratiDirectorDue to time conflict of workZhou HongjiangStefano BattioniDirectorDue to time conflict o

7、f workLeng BinEnrico SivieriDirectorDue to time conflict of workZhou HongjiangForward-looking statements such as future plans and development strategies covered in this reportdo not constitute a substantial commitment of the Company to investors. Investors are advised topay attention to investment r

8、isks.About significant risks that may be faced in production and operation process, please refer to “(5)Potential Risks” of “11. Expectation for the Companys Future Development” in the “III.Management Discussion and Analysis” of this report. Investors are advised to read carefully andpay attention t

9、o investment risks.The Companys preliminary scheme of profit distribution deliberated and passed by the board ofdirectors this time is shown as following: Based on the Companys total 685,464,000 shares, theCompany plans to pay CNY4.5 (including tax) in cash as dividends for every 10 shares to allsha

10、reholders and send 0 bonus share (including tax); capital reserve will not be transferred toequity.Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report4Reference Documents(1)The original of Annual Report autographed by the chairman.(2)The Financial Statements autographed and signed by the chairm

11、an, chief accountant andaccountants in charge.(3)The Prospectus and Public Offering Announcement for Stock B in 1997; The Prospectus and TheShares Change & Public Offering Announcement for Stock A in 2000.(4) The originals of all documents and announcements that the Company made public during therep

12、ort period in the newspapers designated by China Securities Regulatory Commission.Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report5DefinitionDefinition ItemRefers toDefinition ContentCompany/The CompanyRefers toYantai Changyu Pioneer Wine Co., Ltd.Changyu Group/Controlling ShareholderRefers

13、toYantai Changyu Group Co., Ltd.CSRCRefers toChina Securities Regulatory CommissionSSERefers toShenzhen Stock ExchangeKPMG HuazhenRefers toKPMG Huazhen LLP (Limited Liability Partnership)CNYRefers toChinese YuanYantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report6II. Brief Introduction for the C

14、ompany and Main Financial Indicators1. Companys informationStock AbbreviationChangyu A, Changyu BStock Code000869, 200869Stock Abbreviation after Alteration-Place of Stock ListingShenzhen Stock ExchangeLegal Name in Chinese烟台张裕葡萄酿酒股份有限公司Abbreviation of Chinese Name张裕Legal Name in EnglishYANTAI CHANG

15、YU PIONEER WINE COMPANY LIMITEDAbbreviation of English NameCHANGYULegal RepresentativeZhou HongjiangRegistered Address56 Dama Road, Yantai, Shandong, ChinaPostal Code of Registered Address264000Historical Change in Registered Address NoOffice Address56 Dama Road, Yantai, Shandong, ChinaPostal Code o

16、f Office Address264000Websitehttp:/E-2. Contact person and informationSecretary to the Board of DirectorsAuthorized Representative of Securities AffairsNameMr. Jiang JianxunMr. Li TingguoAddress56 Dama Road, Yantai, Shandong, China56 Dama Road, Yantai, Shandong, ChinaTel.0086-535-66027610086-535-663

17、3656Fax.0086-535-66336390086-535-6633639E-3. Information disclosure and filing locationStock exchange website for disclosing annualreportShenzhen Stock Exchange (http:/)Media name and website for disclosingannual reportChina Securities Newspaper , Securities Times, Hong KongCommercial Daily and CNIN

18、FO website(http:/)Filing location of the Companys annualreportBoard of Directors Office of the Company, 56 Dama Road,Yantai, ShandongYantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report74. Registration changesOrganization Code913700002671000358Changes for the main businessesof the Company since

19、it was listedThe business scope determined by the Company when it was establishedon September 18th, 1997 is production, processing and sales of wine,distilled liquor, healthy liquor, fruit liquor, non-alcohol beverage, fruitjam, packing material and winemaking machine.On April 17th, 2008,approved by

20、 the 2007 Shareholders Meeting, the Companys businessscope was changed to production, processing and sales of wine, distilledliquor, medicinal liquor, fruit liqueur, non-alcohol beverage, fruit jam,packing material and winemaking machines; licensed import and export.On May12th, 2010, approved by the

21、 2009 Shareholders Meeting, theCompanys business scope was changed to production, processing andsalesofwine,distilledliquor,medicinalliquor,fruitliqueur,non-alcohol beverage, fruit jam, packing material and its products andwinemaking machinery; licensed import and export; external investmentsubject

22、to national policy. On September 23rd, 2016, approved by the2016 annual 1stInterim Shareholders Meeting, the Companys businessscope was changed to production of wine and fruit wine (bulk wine,processing and filling); production of blending liquor and other blendingliquors (grape liqueur); production

23、 of other liquors (other distilledliquors); production, processing and sales of packing material andwinemaking machines; grape plantation and procurement; tourismresources development (excluding tourism); packaging design; activityof building rental; licensed import and export; warehouse business;ex

24、ternal investment subject to national policy.Changes for all previouscontrolling shareholdersNo5. Other relevant informationThe accounting firm appointed by the CompanyNameKPMG Huazhen LLPAddressLevel 8, No.2 East Wing of Dongfang Square, No.1 East ChanganStreet, Dongcheng District, BeijingName of s

25、ignatory accountantsMs. Wang Ting, Ms. Xu WeiranThe sponsor institution appointed by the Company to perform the duty of continuous supervisionduring the report periodAvailableNot availableThe financial adviser appointed by the Company to perform the duty of continuous supervisionduring the report pe

26、riodAvailableNot availableYantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report86. Key accounting data and financial indicatorsWhether the Company needs to retrospectively adjust or restate the accounting data of previousfiscal years.YesNoThe lower of the net profit before and after non-recurring

27、 gains and losses in recent three fiscalyears is negative and the audit report in recent one year indicates there is uncertainty in theCompanys sustainable operation abilityYesNoThe lower of the net profit before and after non-recurring gains and losses is negativeYesNo7. Differences in accounting d

28、ata under PRC accounting standards and internationalaccounting standards(1) Differences between net profits and net assets in the financial report disclosed according toboth international accounting standards and PRC accounting standards20212020Increase/decrease comparedwith last year (%)2019Operati

29、ng revenue (CNY)3,953,067,5833,395,402,00116.42%5,074,025,899Net profit attributed to shareholdersof the listed company (CNY)500,102,606470,860,5876.21%1,141,367,296Net profit attributed to shareholdersof the listed company afterdeducting non-recurring profits andlosses (CNY)472,235,962397,655,18718

30、.76%892,496,644Net cash flows from operatingactivities (CNY)1,125,382,658505,146,673122.78%848,852,360Basic earnings per share (CNY)0.730.695.80%1.67Diluted earnings per share (CNY)0.730.695.80%1.67Weighted average for earning rateof net assets (CNY)4.84%4.57%0.27%11.40%December 31,2021December 31,2

31、020Increase/decrease comparedwith last year-end (%)December 31,2019Total assets (CNY)13,472,009,75413,102,481,5412.82%13,647,932,568Net Assets attributed toshareholders of the listed company(CNY)10,447,884,18310,267,832,6441.75%10,308,910,198Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report9A

32、vailableNot availableThere are no differences between net profits and net assets in the financial report disclosedaccording to both international accounting standards and PRC accounting standards during thereport period.(2) Differences between net profits and net assets in the financial report discl

33、osed according toboth foreign accounting standards and PRC accounting standardsAvailableNot availableThere are no differences between net profits and net assets in the financial report disclosedaccording to both foreign accounting standards and PRC accounting standards during the reportperiod.8. Key

34、 financial indicators by quarterUnit：CNY1stQuarter2ndQuarter3rdQuarter4thQuarterOperating revenue1,134,006,251740,454,186796,762,0471,281,845,099Net profit attributed to shareholders of thelisted company286,745,34085,076,47979,742,46048,538,327Net profit attributed to shareholders of thelisted compa

35、ny after deducting non-recurringprofits and losses280,760,22272,915,82067,549,12451,010,796Net cash flows from operating activities314,895,523141,039,626336,257,978333,189,531Whether there are significant differences between the above mentioned financial indicators or theirsum and the related financ

36、ial indicators in the quarterly reports and semi-annual reports disclosedby the Company.YesNo9. Item and amount of non-recurring profit and lossAvailableNot availableUnit：CNYItem202120202019ExplanationProfits and losses on disposal of non-current assets, includingthe provision for asset impairment w

37、rite-off part-15,364,993-1,165,1626,272,676Government grants included in the current profits andlosses(except for those recurring government grants that areclosely related to the entitys operation, in line with relatedregulations and have proper basis of calculation)48,240,74173,180,84884,837,581The

38、 subsidiarys net profit and loss for the current periodfrom the beginning of the period to the combining dateresulting from the combination of enterprises under the samecontrol12,715,54416,514,012Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report10Other non-operating revenues and expenditures

39、in addition tothe aforementioned items2,328,16910,098,5517,298,479Other profit and loss projects conforming to the definition ofnon-recurring profit and loss00218,649,636Less：Income tax effect7,306,78721,595,67184,171,927Minority shareholders equity effect (after taxes)30,48628,710529,805Total27,866

40、,64473,205,400248,870,652-Specific situation of other profit and loss projects conforming to the definition of non-recurringprofit and lossAvailableNot availableThere does not exist specific situation of other profit and loss projects conforming to the definitionof non-recurring profit and loss.Expl

41、anation for regarding the non-recurring profit and loss specified in the ExplanatoryAnnouncement on Public Companys Information Disclosure No.1 Non-recurring Profit and Lossas recurrent profit and lossAvailableNot availableThere is no situation regarding the non-recurring profit and loss specified i

42、n the ExplanatoryAnnouncement on Public Companys Information Disclosure No.1 Non-recurring Profit and Lossas recurrent profit and loss.Yantai Changyu Pioneer Wine Co., Ltd. 2021 Annual Report11III. Management Discussion and Analysis1. Situation of industry in which the Company operates during the re

43、port periodIn 2021, a strong wine consumption atmosphere had not yet been formed in China. The wine marketwas still mainly distributed in some developed coastal areas. Most consumers did not develop thehabit of drinking wine frequently. Wine consumption was highly vulnerable to the impact of theepid

44、emic and spirits. The overall scale of domestic wine market continued to decline, the salesvolume of imported wine and domestic wine continued the trend of “double decline”, and the vastmajority of wine production and operation enterprises had difficulties in operation. The domesticwine industry was

45、 still on the verge of loss.Facing these disadvantages, the Company persisted in taking the market as the center, adhered tothe development strategy of “Focus on middle-and-high level, Focus on high quality, Focus on bigproduct” and the marketing philosophy of “obtaining growth from the terminal and

46、 nurturingconsumers”, took market-oriented action to adjust marketing strategies in a timely manner,promoted reform and innovation to stimulate enterprise vitality, and took consumer satisfaction asthe ultimate goal to continuously improve product quality. In 2021, the Company realized theoperating

47、revenue of CNY3,953.06million with a year-on-year increase of 16.42% and the net profitattributable to the parent companys shareholders of CNY500.1million with a year-on-year increaseof 6.21%, maintaining the leading role in the industry.2. Main businesses during the report periodThe Company need to

48、 comply with the disclosure requirements of Food and Liquor ManufacturingRelated Businesses in Shenzhen Stock Exchange Industry Information Disclosure Guideline No. 3 -Industry Information Disclosure.(1) Situation of the industry in which the Company operatesDuring the report period, the Companys ma

49、in businesses are production and operation of wine andbrandy,thusprovidingdomesticandforeignconsumerswithhealthyandfashionablealcoholic drinks. Compared with earlier stage, there are no significant changes happened to theCompanys main businesses. The wine industry that the Company involved in is sti

50、ll in growthstage. Although being affected by many factors including the epidemic for the short-term, thecompetition in the market is fierce, the wine consumption temporarily declines, and a large numberof wine production enterprises are on the brink of loss. However, seen from the long term, with t