首钢股份：2021年年度报告（英文版）.PDF

《首钢股份：2021年年度报告（英文版）.PDF》由会员分享，可在线阅读，更多相关《首钢股份：2021年年度报告（英文版）.PDF（238页珍藏版）》请在淘文阁 - 分享文档赚钱的网站上搜索。

1、Beijing Shougang Co. Ltd Annual Report 2021 1 Beijing Shougang Company Limited 2021 Annual Report 27 April 2022 Beijing Shougang Co. Ltd Annual Report 2021 2 Section I. Important notice, Content, Definitions The board of directors (the “Board”), the supervisory committee, all directors, supervisors

2、and senior executives of the Company warrant that there are no false representations, misleading statements or material omissions in this annual report; and are jointly and individually responsible for the truthfulness, accuracy and completeness of the information contained in this annual report. Mr

3、. Zhao Minge, representative of the Company, Mr. Liu Jianhui, general manager, Mr. Li Baizheng, person overseeing the accounting operations, and Ms. Gong Juanjuan, head of Accounting Department, made representations in respect of the truthfulness, accuracy and completeness of the financial report co

4、ntained in the annual report. All directors have attended the board meeting to review of and deliberate on this report. Forward-looking statements contained in this annual report do not constitute any substantive commitments to investors by the Company. Investors should be aware of the relevant inve

5、stment risks. Certain risks that may exist have been elaborated by the Company in this report. Please refer to Discussion and Analysis of Business Operations for details. Notes to the profit distribution plan or the plan for converting capital reserve into share capital during the report period: On

6、18 March 2022, the Company has received the“Approval for Beijing Shougang Co., Ltd. to Issue Shares to Shougang Group Co., Ltd. to Purchase Assets and Raise Supporting Funds” (zjxk 2022 No. 553) from China Securities Regulatory Commission. The Company is proceeding with this transaction in accordanc

7、e with the regulations of Measures for the Administration of Securities Issuance and Underwriting issued by the China Securities Regulatory Commission. The Company neither distributes cash nor convert capital reserve into share capital this year. The Company intends to review and arrange relatedprof

8、it distribution plan in accordance with the provisions of relevant laws, regulations, rules, normative documents and Articles of Association as soon as this transaction is completed. This report is prepared based on Chinese text and is prepared in both Chinese and English versions. In the event of a

9、ny discrepancy between Chinese and English versions, please subject to the Chinese text. Beijing Shougang Co. Ltd Annual Report 2021 3 CONTENTS SECTION I. IMPORTANT NOTICE, CONTENT, DEFINITIONS . 2 SECTION II. COMPANY PROFILE AND MAJOR FINANCIAL INDICATORS . 6 SECTION III. MANAGEMENT DISCUSSION AND

10、ANALYSIS . 10 SECTION IV. CORPORATE GOVERNANCE . 32 SECTION V. ENVIRONMENT AND SOCIAL RESPONSIBILITY . 54 SECTION VI. SIGNIFICANT EVENTS . 63 SECTION VII. MOVEMENTS IN SHARE CAPITAL AND SHAREHOLDERS . 71 SECTION VIII. PREFERRED SHARES . 80 SECTION IX. BONDS RELATED INFORMATION . 81 SECTION X. FINANC

11、IAL REPORT . 85 Beijing Shougang Co. Ltd Annual Report 2021 4 File directory for reference 1.Accounting statements with signatures and seals of Chairman, general manager, chief accountant and person in charge of accounting institution. 2. Original audit report with seals of accounting firm and signa

12、ture and seals of CPA. 3. All the original documents and announcements publicly disclosed in newspapers designated by China Securities Regulatory Commission during the reporting period. 4. The Articles of Association of the Company, etc.Beijing Shougang Co. Ltd Annual Report 2021 5 INTERPRETATION It

13、ems Refers to Contents CSRC Refers to China Securities Regulatory Commission SZSE Refers to Shenzhen Stock Exchange Company, the Company or Shougang Co. Refers to Beijing Shougang Company Limited Shougang or Shougang Group Refers to Shougang Group (Reforming from an enterprise owned by the whole peo

14、ple to exclusively state-owned companies, name of Shougang Group is changed from Shougang Corporation. The specific content is detailed in 15 June 2017 public announcement.) Listing Rules of SZSE Refers to Listing Rules of Shenzhen Stock Exchange The Articles of Association Refers to The Articles of

15、 Association of Beijing Shougang Company Limited Board of Directors or the Board Refers to The board of directors of Beijing Shougang Company Limited Supervisory Committee Refers to The supervisory committee of Beijing Shougang Company Limited Shareholders General Meeting Refers to The Shareholders

16、General Meeting of Beijing Shougang Company Limited Qiangang Co. Refers to Shougang Qianan Iron&Steel Co., Ltd. (Branch of the Company) Cold-R Co. Refers to Beijing Shougang Cold Rolling Co., Ltd. (Holding subsidiary of the Company, holds 70.2806%) Zhixin Co. Refers to Shougang Zhixin Qianan Electro

17、magnetic Materials Co., Ltd. (Holding subsidiary of the Company, holds 82.7688%) New-E Co. Refers to Beijing Shougang New Energy Automobile Material Technology Co., Ltd. (Holding subsidiary of the Company, holds 45.9184%) Steel Trading Refers to Beijing Shougang Steel Trading Investment Management C

18、o., Ltd. (Holding subsidiary of the Company, holds 51%) Qianshun production line Refers to Qiangang Co, Zhixin Co., located in Qian-an, Hebei province, and Cold-R Co., located in Shunyi District, Beijing, establishing an upstream and downstream integrate production management system and research and

19、 development system. Jingtang Co. Refers to Shougang Jingtang United Iron&Steel Co., Ltd. (Holding subsidiary of the Company, the Company holds 70.1823%, Steel Trading Co. holds 29.8177%) First Reorganization, and Previous Major Assets Reorganization Refers to Since the shut down of the main process

20、 of iron and steel manufacturing in late 2010, which was operated in Shijingshan District, Beijing, a transaction between the Company and Shougang carried out. The transaction event was announced as Related Party Transactions between Beijing Shougang Co., Ltd. and Shougang Corporation - Major Assets

21、 Swap and Asset Purchase through Issue of Shares. The event was unconditional approved by China Securities Regulatory Commission Restructuring Committee on 16 January 2013. On 29 January 2014, the Company received the approval document, named The Approval of Related Party Transactions between Beijin

22、g Shougang Co., Ltd. and Shougang Corporation - Major Assets Reorganization and Asset Purchase through Issue of Shares, which was issued by China Securities Regulatory Commission. On 25 April 2014, the reorganization was accomplished. Second Reorganization Refers to On 23 April 2015, trading in the

23、shares of the Company was suspended and the major assets swap launched. Main content of the swap is: 100% shareholding of Guizhou Investment Co., Ltd. was replaced with 51% shareholding of Jingtang Co., any insufficiency was paid in cash. This major assets swap was accomplished at the end of 2015. O

24、n 27 April 2016, re-election of the board of directors and amendment of Articles of Association of Jingtang Co. was accomplished and the Company was qualified to consolidate the financial statements of Jingtang Co. The second swap was then accomplished. EVI Refers to Early Vendor Involvement means i

25、nvolving the downstream users at early stage of product development process and fully understanding clients requirements for raw material so that high-performance materials and personalized services could be offered to users. Reporting Period Refers to From 1 January 2021 to 31 December 2021 Thousan

26、d, Million, Billion Refers to RMB Thousand, RMB Million, RMB Billion Beijing Shougang Co. Ltd Annual Report 2021 6 Section II. Company Profile and Major Financial Indicators I. Company information Short name of stock Shougang Stock Stock code 000959 Stock exchange for listing of shares The Shenzhen

27、Stock Exchange Statutory Chinese name of the Company 北京首钢股份有限公司 Statutory Chinese name of the Company 首钢股份 Statutory English name of the Company (if any) Beijing Shougang Co., Ltd. Legal representative of the Company Zhao Minge Registered address Shijingshan Road, Shijingshan District, Beijing, PRC

28、Postal code of the registered address 100041 Historical changes of the companys registered address N/A Office address No. 99 Shijingshan Road, Shijingshan District, Beijing, PRC Postal code of the office address 100041 The Companys website Email address II. Contact information Secretary of the board

29、 Name Chen Yi Correspondence address No. 99 Shijingshan Road, Shijingshan District, Beijing, PRC Telephone 010-88293727 Fax 010-88292055 Email address C III. Information disclosure and place for inspection The website of the stock exchange for disclosing the annual report of the Company China Securi

30、ties Journal, Securities Times, Shanghai Securities News, Securities Daily The media name and website for disclosing the annual report of the Company http:/ Place for inspection of the annual report Secretary office of the board of the Company, The Shenzhen Stock Exchange IV. Changes of registration

31、 Organization code 911100007002343182 Changes of the core business since listing (if any) No changes Changes of controlling shareholder (if any) No changes V. Other relevant information Accounting firm engaged by the company Name of accounting firm Grant Thornton LLP Address of accounting firm 5th F

32、loor of Scitech Plaza, No. 22 Jianguomenwai Avenue, Chaoyang District, Beijing Signed CPA Qian Bin, LiuYiwei Beijing Shougang Co. Ltd Annual Report 2021 7 Sponsor engaged by the Company for performing continuous supervision duties in reporting period Applicable Not applicable Name Office address Rep

33、resentatives Supervision period Huatai United Securities Co., Ltd. Room 401, Building B7, Qianhai Shenzhen-Hong Kong Fund Town, No.128 guiwan Fifth Road, Nanshan Street, Qianhai Shenzhen-Hong Kong Joint Development Zone, Shenzhen Chai Qizhi,Zhang Zhanpei 1 May 2021- 31 December 2022 China Securities

34、 Co., Ltd. Building 4, 66 Anli Road, Chaoyang District, Beijing Wang Bo, Lv Jia 1 May 2021- 31 December 2022 Financial consultant engaged by the Company for performing continuous supervision duties in reporting period Applicable Not applicable Name Office address Representatives Supervision period H

35、uatai United Securities Co., Ltd. Room 401, Building B7, Qianhai Shenzhen-Hong Kong Fund Town, No.128 guiwan Fifth Road, Nanshan Street, Qianhai Shenzhen-Hong Kong Joint Development Zone, Shenzhen Chai Qizhi,Zhang Zhanpei 1 May 2021- 31 December 2022 China Securities Co., Ltd. Building 4, 66 Anli Ro

36、ad, Chaoyang District, Beijing Wang Bo, Lv Jia 1 May 2021- 31 December 2022 VI. Major accounting data and financial indicators Whether the Company has retroactive adjustment or re-statement on previous accounting data or not YES NO Reasons for retroactive adjustment or restatement Business combinati

37、on under common control 2021 2020 Changes over last year 2019 Operating revenue 134,034,486,136.13 79,951,181,948.10 67.65% 68,841,307,821.91 Net profit attributable to shareholders of the listed company 7,014,335,009.45 1,786,452,832.06 292.64% 1,185,589,702.44 Net profit attributable to shareholde

38、rs of the listed company after deducting non-recurring profit and loss 7,014,226,910.72 1,714,439,720.83 309.13% 1,237,189,576.69 Net cash flows from operating activities 15,043,727,257.76 10,274,678,796.19 46.42% 3,415,002,015.35 Basic earnings per share 1.1291 0.3377 234.35% 0.2241 Diluted earning

39、s per share 1.1291 0.3377 234.35% 0.2241 Weighted average return on net assets 19.07% 6.40% Increase 12.67% 4.52% 31 December 2021 31 December 2020 Changes over end of last year 31 December 2019 Total assets 147,211,560,696.41 144,367,221,971.10 1.97% 146,872,471,898.20 Net assets attributable tosha

40、reholders of the listed company 41,827,745,395.60 28,959,395,268.02 44.44% 26,881,935,733.01 Thelower of the net profit before and after deducting non-recurring profit and loss of the Company in the last three fiscal years is negative, and the audit profit of the latest year presents that the Compan

41、ys ability of continuing operations is uncertain. YES NO Beijing Shougang Co. Ltd Annual Report 2021 8 The lower of the net profit before and the after deducting non - recurring profit and loss is negative. YES NO VII. Difference of accounting data under accounting rules in and out of China 1. Diffe

42、rences of net profit and net assets in financial statements disclosed according to International Financial Reporting Standards and Chinese Accounting Standards Applicable Not applicable There is no difference between the net profit and net assets in the financial statements disclosed in accordance w

43、ith International Financial Reporting Standards and Chinese Accounting Standards during the reporting period of the Company. 2. Difference of net profit and net assets in financial statements disclosed according to foreign accounting standards and Chinese Accounting Standards Applicable Not applicab

44、le There is no difference between the net profit and net assets in the financial statements disclosed in accordance with foreign accounting standards and Chinese Accounting Standards during the reporting period of the Company. VIII. Major financial indicators by quarter in 2021 Unit: RMB Yuan Q1 Q2

45、Q3 Q4 Total revenue 29,273,170,720.26 34,104,708,653.01 36,173,744,194.09 34,482,862,568.77 Net profit attributable to shareholders of the listed company 1,043,625,582.45 2,389,794,383.86 2,383,191,483.97 1,197,723,559.17 Net profit attributable to shareholders of the listed company after deducting

46、non-recurring profit and loss 1,037,069,586.95 2,381,580,854.14 2,370,740,330.95 1,224,836,138.68 Net cash flows from operating activities 1,489,334,634.79 3,340,766,089.66 5,041,958,026.41 5,171,668,506.90 Whether there are significant differences between the above-mentioned financial indicators or

47、 the sum and the relevant financial indicators disclosed in the Companys quarterly report and semi-annual report YES NO IX. Items and amounts of non-recurring profit and loss Applicable Not applicable Unit: RMB Yuan Item 2021 2020 2019 Note Gains and losses on disposal of non-current assets (includi

48、ng the write-off that accrued for impairment of assets) -55,726,886.68 -633,491.79 -7,684,491.35 Government grant included in the current profit and loss (except for the government grant which are closely related to the business of the company and are in accordance with the national unified standard

49、 quota) 48,447,356.52 58,640,213.30 42,102,501.30 Current net profit and loss of subsidiaries from the beginning of the period to the date of business combination under the common control 61,522,051.81 5,124,466.43 Profit and loss from external entrusted loans 10,518,170.49 10,361,268.74 8,187,426.6

50、9 Other non-operating income and expenses except the above items 1,941,256.62 -289,865.40 -18,673,930.68 Other profit and loss items conforming to the definition of non-recurring profit and loss -6,922,580.64 -66,820,816.33 Less: The impact of income tax -950,188.41 7,022,263.80 4,039,236.83 The imp