冰山B：2021年年度报告（英文版）.PDF

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1、 1 / 188 Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd. 2021 Annual Report April, 2022 2 / 188 Section 1 Important Notice, Table of Contents, and Definitions The directors and the Board of Directors, the supervisors and the Supervisory Board, and Senior staff members of Bingshan Refri

2、geration & Heat Transfer Technologies Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are not any important omissions, fictitious statements or serious misleading carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accur

3、acy and completeness of the whole contents. Chairman of the Board of Directors of the Company Mr. Ji Zhijian, Financial Majordomo Mrs. Wang Jinxiu and the head of Accounting Department Mr. Li Sheng hereby confirm that the financial report of the annual report is true and complete. All the directors

4、have attended this Board meeting of the Company. There is no significant risk having adverse influence on attainment of the Companys future development strategy and business targets. The paragraph The prospect of the Companys future development in Section 3 of this Annual Report describes major risk

5、s the Company may be confronted with, including the risk of Increasing market competition risk, the market promotion for new product and new technology slow, the Accounts receivable is on the high side and rising prices of raw materials. See the related sections for the countermeasures to be taken b

6、y the Company. The profit distribution proposal reviewed and adopted at this Board meeting of the Company is: Based on the total capital stock of 843,212,507 shares, the dividend of RMB 0.1 in cash (including tax) will be distributed for every 10 shares; The Company will not transfer the capital res

7、erve to increase capital stock. This report is written respectively in Chinese and in English. In the event of any discrepancy between the two above-mentioned versions, the Chinese version shall prevail. 3 / 188 CONTENTS Section 1 Important Notice, Table of Contents, and Definitions.2 Section 2 Abou

8、t the Company and Main Financial Indicators .6 Section 3 Management discussion and analysis . 10 Section 4 Corporate governance . 23 Section 5 Environmental and social responsibility . 33 Section 7 Change in Share Capital and Shareholders Information . 38 Section 8 Information on Preferred Stock. 42

9、 Section 9 Information on Corporate bonds . 43 Section 10 Financial Report. 44 Section 11 Reference Documents . 188 4 / 188 Reference Documents 1. The accounting statements bearing the signatures and seals of the legal representative, the financial majordomo and the accountants in charge. 2. The ori

10、ginal copies of all the Companys documents and the original copies of the bulletins published on the newspapers designated by the China Securities Regulatory Commission in the report period. 3. Time for reference: from Monday to Friday 8:00 - 11:30 (am) 1:00 - 4:30 (pm) Liaison persons: Mr. Song Wen

11、bao, Ms Du Yu Tel: 0086-411-87968130 Fax: 0086-411-87968125 5 / 188 Definitions Defined item Stands for Meaning Reporting period Stands for From Jan. 1, 2021 to Dec. 31 2021 The Company, this Company Stands for Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd. Wuxin Refrigeration Stands

12、for Wuhan New World Refrigeration Industry Co., Ltd., one of the subsidiaries of the Company where the Company holds 100% of its shares. Bingshan Engineering Company Stands for Dalian Bingshan Group Engineering Co., Ltd., one of the subsidiaries of the Company where the Company holds 100% of its sha

13、res. Bingshan Guardian Stands for Dalian Bingshan Guardian Automation Co., Ltd. one of the subsidiaries of the Company where the Company holds 100% of its shares. Panasonic Compressor Stands for Panasonic Appliances Compressor (Dalian) Co., Ltd. one of the associated companies of the Company, where

14、the Company holds 40% of its shares. Panasonic Cold-Chain Stands for Panasonic Appliances Cold-Chain (Dalian) Co., Ltd. one of the associated companies of the Company, where the Company holds 40% of its shares. Panasonic Refrigerating System Stands for Panasonic Appliances Refrigerating System (Dali

15、an) Co., Ltd., one of the associated company of the Company, where the Company holds 20% of its shares Fuji-Bingshan Stands for Dalian Fuji-Bingshan Vending Machine Co., Ltd., one of the associated companies of the Company, where the Company holds 49% of its shares. Jingxue Insulation Stands for Jia

16、ngsu Jingxue Insulation Technology Co., Ltd., one of the associated companies of the Company, where the Company holds 21.91% of its shares. 6 / 188 Section 2 About the Company and Main Financial Indicators I. Company information Short form of the stock Bingshan; Bingshan B Stock code 000530; 200530

17、Listed stock exchange Shenzhen Stock Exchange Legal name in Chinese 冰山冷热科技股份有限公司 Legal name abbreviation in Chinese 冰山冷热 Legal English name Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd. Legal English name abbreviation Bingshan Legal representative Ji Zhijian Registered address No.106

18、, Liaohe East Road, Dalian Economic and Technological Development Zone Post code of Registered address 116630 Historical changes of the Companys registered address Due to the overall relocation, the registered address of the Company was changed from 888 Southwest Road, Shahekou District, Dalian to 1

19、06 Liaohe East Road, Dalian Economic and Technological Development Zone in March 2017. Office address No.106, Liaohe East Road, Dalian Economic and Technological Development Zone Post code of Office address 116630 Internet web site of the Company E-mail of the Company II. Contact persons and informa

20、tion Secretary of the Board of Directors Authorized representative for securities affairs Name Song Wenbao Du Yu Address Bingshan SecuritiesLegal Affairs No.106, Liaohe East Road, Dalian Economic and Technological Development Zone Bingshan SecuritiesLegal AffairsNo.106, Liaohe East Road, Dalian Econ

21、omic and Technological Development Zone Tel. 0411-87968130 0411-87968822 Fax 0411-87968125 0411-87968125 E-mail III. Information disclosure and place of preparation for inquiry Name of the newspaper designated by the Company for information disclosure China Securities Daily, Securities Times and Hon

22、g Kong Commercial Daily Address of the website designated by China Securities Regulatory Commission for publishing this Annual Report http:/ Place where this Annual Report was prepared for inquiry SecuritiesLegal Affairs Department of the Company IV. Alteration to the registration Organization code

23、912102002423613009 Change in main business since the Company was listed No change Changes in the holding shareholder No change 7 / 188 V. Other related information Accounting firm engaged by the Company Name of accounting firm ShineWing CPAs (Special General Partnership) Office location of accountin

24、g firm 9/F,A Building No.,8 north street of Chao Yang Men, Dong Cheng District Beijing, China Name of signing certified public accountant Lin Li, Zhang Shizhuo Sponsor the Company appointed for performance of the consistent supervision duty in the reporting period Applicable Not applicable Financial

25、 consultant the Company appointed for performance of the consistent supervision duty in the reporting period Applicable Not applicable VI. Main accounting data and financial indicators Did the Company retroactively adjust or restate the accounting data of previous years due to change in the accounti

26、ng policy and correction of accounting mistakes? Applicable Not applicable 2021 2020 Increase/decrease compared with previous year 2019 Operating revenue 2,089,208,256.22 1,727,267,935.15 20.95% 1,831,851,280.70 Net profit attributable to shareholders of listed companies -269,059,849.96 21,341,133.3

27、9 -1,360.76% 89,112,113.43 Net profit belonging to the shareholders of listed companies after the deduction of non-recurring profit and loss -355,049,953.56 6,128,351.99 -5,893.56% 21,406,535.65 Net cash flow from operating activities 1,518,218.37 -13,142,427.45 111.55% 12,695,071.81 Basic earnings

28、per share -0.319 0.025 -1,376.00% 0.106 Diluted earnings per share -0.319 0.025 -1,376.00% 0.106 Weighted average return on net asset yield -8.31% 0.64% Decrease 8.95 percentage points 2.63% 2021.12.31 2020.12.31 Increase/decrease compared with previous year 2019.12.31 Total assets 5,735,570,604.67

29、5,681,568,328.36 0.95% 5,525,503,256.26 Owners equity attributable to shareholders of listed companies 3,002,842,837.47 3,375,609,788.07 -11.04% 3,379,565,029.89 The net profit attributable to the shareholders of the listed company suffered a significant loss, mainly due to the following reasons: 1.

30、 Affected by the sharp rise in the price of raw materials and the intensification of market competition, the gross profit margin decreased by 5.59 percentage points year-on-year; 2. Due to the increase of long-term accounts receivable, the Companys provision for credit impairment loss increased acco

31、rding to the Companys asset impairment provision policy; 3, in antithetical couplet enterprises, the joint venture has implemented new financial instruments standards since January 1, 2021, and the credit loss has been increased considerably. Meanwhile, the price of the raw materials has been greatl

32、y increased and the impact of COVID-19 on the new retail equipment leasing business has been greatly affected. The investment income of the joint venture has dropped by 149.93 million yuan. The lower of the Companys net profit before and after deduction of non-recurring gains and losses in the most

33、8 / 188 recent three fiscal years are all negative, and the audit report in the last year shows that the Companys ability to continue operations is uncertain Applicable Not applicable The lower of the net profit before and after non-recurring gains and losses is negative Applicable Not applicable It

34、em 2021 2020 notes Operating income (yuan) 2,089,208,256.22 1,727,267,935.15 Amount deducted from operating income (yuan) 62,109,983.70 59,331,578.30 Income from sales of materials, rental of fixed assets and labor services other than normal operation. Amount after deduction of operating income (yua

35、n) 2,027,098,272.52 1,667,936,356.85 VII.1.Difference of accounting data between as per Chinese accounting standards and as per International Accounting Standards Applicable Not applicable 2. Difference of accounting data between as per Chinese accounting standards and as per Foreign Accounting Stan

36、dards The difference of accounting data between as per Chinese Accounting Standards and as per International Accounting Standards was 0. 3.Explanation of reasons for differences in accounting data under domestic and foreign accounting standards Applicable Not applicable The difference of accounting

37、data between as per Chinese Accounting Standards and as per International Accounting Standards was 0. VIII. The quarter main financial indicators the first quarter the second quarter the third quarter the fourth quarter Operating revenue 491,609,773.09 602,675,847.88 657,628,182.17 337,294,453.08 Ne

38、t profit attributable to shareholders of listed companies -28,904,736.89 14,320,526.88 -26,965,424.33 -227,510,215.62 Net profit belonging to the shareholders of listed companies after the deduction of non-recurring profit and loss -16,049,142.03 4,166,467.42 -39,026,942.89 -304,140,336.06 Net cash

39、flow from operating activities 17,535,066.89 -46,422,903.17 33,753,508.29 -3,347,453.64 IX. Non-recurring profits and losses and their amounts item 2021 2020 2019 Disposal gains and losses of non-current asset 27,724,344.91 -169,550.05 1,132,131.30 Government subsidies included in current profit or

40、loss 15,993,001.31 17,952,461.57 3,707,100.00 Debt restructuring gains and losses 819,297.68 1,999,241.94 Disposal gains from investments on financial assets available for sale, and gains from fair value change of financial assets available for sale 55,245,024.14 4,362,148.57 72,282,942.52 Other non

41、-operating revenue or expense -5,129,941.48 -4,643,229.90 481,549.43 Others 554,176.99 Influence on income tax 8,490,868.44 1,995,261.63 12,122,009.11 Influence on minority shareholders 170,754.52 293,787.16 329,555.29 Total 85,990,103.60 15,212,781.40 67,705,577.78 Based on the changes in the contr

42、olling shareholders of Thermoking Container Temperature Control (Suzhou) Co., 9 / 188 Ltd. (Suzhou Thermoking ), as well as the trend of business growth and profit improvement, the Company adopted the price to book ratio method of comparable companies and considered the liquidity discount to measure

43、 the fair value of Suzhou Thermoking in 2021. The income from changes in fair value was 47,971,962.90 yuan. 10 / 188 Section 3 Management discussion and analysis I. The industry situation of the Company during the reporting period 1. Industry development trend In recent years, the influence of refri

44、geration and air conditioning industry in Chinas national economy is growing, conferring increasing influence upon consumption upgrade, food safety and livelihood improvement. Besides, development model under high-end, intelligent, green and service is experiencing rapid growth. The field of competi

45、tion, competitors, products, connotation is constantly changing. In 2021, the refrigeration and air-conditioning industry was facing a complex and severe market situation at home and abroad. The problems of intensified market competition, increased cost pressure, and difficulty in improving efficien

46、cy continued to plague the operation and development of the industry. In 2022, the industry will continue to differentiate, competition will continue to intensify, difficulties and opportunities coexist. Actively respond to the national double carbon strategy, the transformation and upgrading of maj

47、or enterprises in the industry will be further accelerated. Intelligent manufacturing, green manufacturing and service-oriented manufacturing will become increasingly prominent, and the pace of high-quality development will be more robust. 2. Challenges and opportunities faced by the Company (1)Oppo

48、rtunities faced by the Company Energy conservation, carbon reduction and improving energy efficiency have become the consensus of the whole society; Overall promotion of the national double carbon strategy; The carbon trading market was officially launched and gradually expanded; Regional energy sys

49、tem and comprehensive energy utilization are encouraged and supported by the state; The 14th five year plan for the development of cold chain logistics has been issued, and the market demand for cold chain equipment is expected to grow rapidly; With the promulgation of the new cold storage design st

50、andard, the use opportunities of ammonia refrigerant have increased. With the strong technology bases, innovative business model, and system advantages, the Company is capable of capturing the above opportunities in a good position. (2)Challenges faced by the Company The production license system is