老板电器：2019年年度报告（英文版）.PDF

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1、Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 1 Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report April 2020 Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 2 Section 1 Important Notes, Contents and Definitions The board of directors, the board of supervisors and

2、directors, supervisors and senior management of the Company hereby guarantee that no false or misleading statement or major omission was made to the materials in this report and that they will assume all the responsibility, individually and jointly, for the authenticity, accuracy and completeness of

3、 the contents of the annual report. Ren Jianhua, the head of the Company, Zhang Guofu, the head of accounting work, and Zhang Guofu, the head of accounting body (accountant in charge), guarantee the authenticity, accuracy and completeness of the financial report in the annual report. All directors o

4、f the Company personally attended the board meeting for reviewing this report. The Company has risks such as fluctuations in the real estate market, price fluctuations of raw materials and intensifying market competition. See Section IV IX risk factors in this report for details. Please pay attentio

5、n to the investment risks. The preplanned profit distribution deliberated and approved by the board of directors is as follows: taking 949,024,050 shares as the radix, the Company will send cash dividends of 5 yuan (tax included) and 0 bonus share (tax included) to all shareholders for every 10 shar

6、es, and instead of converting capital reserve into share capital. Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 3 Contents Section 1 Important Notes, Contents and Definitions . 2 Section 2 Company Profile and Major Financial Indicators . 5 Section 3 Business Summary . 10 Section 4: Dis

7、cussion and Analysis of Operation . 14 Section 5 Important Matters . 32 Section 6 Changes in Shares and Shareholders . 48 Section 7 Preferred Shares . 55 Section 8 Convertible Bonds . 56 Section 9 Directors, Supervisors, Senior Management and Employees . 57 Section 10 Corporate Governance . 70 Secti

8、on 11: Corporate Bonds . 77 Section 12: Financial Report . 78 Section 13: Reference file directory . 203 Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 4 Definitions Terms Refers to Definition The Company, company, Robam Appliances Refers to Hangzhou Robam Appliances Co., Ltd. Mingqi Re

9、fers to Hangzhou Mingqi Electric Co., Ltd. Kinde Intelligent Refers to Shengzhou Kinde Intelligent Kitchen Electric Co., Ltd. This group Refers to Robam Appliances, Mingqi, Beijing Robam Electric Appliance Sales Co., Ltd., Shanghai Robam Electric Appliance Sales Co., Ltd. and Kinde Intelligent Robam

10、 Group Refers to Hangzhou Robam Industrial Group Co., Ltd., controlling shareholder of the Company Reporting period Refers to Year 2019 CMM Refers to China Market Monitor Co., Ltd., an authoritative domestic home appliance market research company AVC Refers to Beijing All View Cloud Data Technology

11、Co., Ltd. Industry online Refers to Beijing Zhixindao Sci-tech Corp., Ltd. Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 5 Section 2 Company Profile and Major Financial Indicators I. Company Profile Stock abbreviation Robam Stock code 002508 Stock exchange for stock listing Shenzhen St

12、ock Exchange Company name in Chinese 杭州老板电器股份有限公司 Company short name in Chinese 老板电器 Company name in foreign language (if any) HANGZHOU ROBAM APPLIANCES CO.,LTD. Company short name in foreign language (if any) ROBAM Legal representative of the Company Ren Jianhua Registered address No. 592 Linping A

13、v., Yuhang Economic Development Zone, Hangzhou, China Postal code of the registered address 311100 Office address No. 592 Linping Av., Yuhang Economic Development Zone, Hangzhou, China Postal code of the office address 311100 Company website http:/ Email II. Contact person and contact information Se

14、cretary to the board of directors Securities affairs representative Name Wang Gang Jiang Yu Contact address: No. 592 Linping Av., Yuhang Economic Development Zone, Hangzhou, China No. 592 Linping Av., Yuhang Economic Development Zone, Hangzhou, China Tel 0571-86187810 0571-86187810 Fax 0571-86187769

15、 0571-86187769 Email Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 6 III. Information disclosure and keeping place Name of media selected by the Company for information disclosure Securities Times, China Securities Journal, Securities Daily Website designated by China Securities Regula

16、tory Commission for annual report http:/ Place of preparation of the Companys annual report Board office IV. Registration Changes Organization code 725252053 Changes in main business since the Companys listing (if any) No changes Changes of controlling shareholders (if any) No changes V. Other Relev

17、ant Information Accounting firm engaged by the Company Name of the accounting firm Shinewing Certified Public Accountants (special general partnership) Office address of the accounting firm 9/F, Block A, Fuhua Mansion, No.8 Chaoyangmen North Street, Dongcheng District, Beijing Name of signatory acco

18、untant Lei Yongxin, Gao Zhiying The sponsor institution engaged by the Company to perform the continuous supervision responsibility during the reporting period Applicable Not applicable The financial advisor engaged by the Company to perform the continuous supervision responsibility during the repor

19、ting period Applicable Not applicable VI. Major Accounting Data and Financial Indicators Whether the Company needs to retroactively adjust or restate the accounting data of the previous years Yes No 2019 2018 Increase/decrease this year compared to the previous year 2017 Operating income (yuan) 7,76

20、0,581,855.53 7,424,885,274.14 4.52% 7,017,397,057.99 Net profits attributable to 1,589,814,847.80 1,473,579,665.62 7.89% 1,461,213,518.63 Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 7 shareholders of listed companies (yuan) Net profits attributable to shareholders of the listed compa

21、ny after deduction of non-recurring profits and losses (yuan) 1,516,979,830.78 1,390,626,550.21 9.09% 1,406,448,536.49 Net cash flow from operating activities (yuan) 1,555,220,926.90 1,508,960,311.29 3.07% 1,272,482,554.23 Basic EPS (yuan/share) 1.68 1.55 8.39% 1.54 Diluted EPS (yuan/share) 1.68 1.5

22、5 8.39% 1.54 Weighted average return on net assets 25.10% 26.40% -1.30% 31.66% End of 2019 End of 2018 Increase/decrease at the end of this year compared to the end of the previous year End of 2017 Total assets (yuan) 10,651,922,572.87 9,455,361,508.83 12.65% 7,926,615,151.63 Net assets attributable

23、 to shareholders of listed companies (yuan) 6,864,388,881.46 6,045,384,387.57 13.55% 5,260,800,800.91 VII. Differences in Accounting Data under Domestic and Foreign Accounting Standards 1. Differences between net profits and net assets in financial statements disclosed according to the International

24、 Accounting Standards (IAS) and Chinese Accounting Standards simultaneously Applicable Not applicable No difference between net profits and net assets in financial statements disclosed according to the International Accounting Standards (IAS) and Chinese Accounting Standards during the reporting per

25、iod. 2. Differences between net profits and net assets in financial statements disclosed according to the Overseas Accounting Standards and Chinese Accounting Standards simultaneously Applicable Not applicable No difference between net profits and net assets in financial statements disclosed accordi

26、ng to the Overseas Accounting Standards and Chinese Accounting Standards during the reporting period. VIII. Key Quarterly Financial Indicators Unit: yuan Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 8 Q1 Q2 Q3 Q4 Operating income 1,660,339,786.05 1,867,074,096.91 2,097,606,924.30 2,13

27、5,561,048.27 Net profits attributable to shareholders of listed companies 319,653,959.87 350,750,034.33 415,223,408.27 504,187,445.33 Net profits attributable to shareholders of the listed company after deduction of non-recurring profits and losses 274,850,672.48 347,688,906.53 410,778,645.33 483,66

28、1,606.44 Net cash flow from operating activities 169,903,804.03 488,787,280.55 376,523,778.18 520,006,064.14 Whether there is significant difference between the above financial indicators or the total sum of them and the financial indicators related to the quarterly report and semiannual report disc

29、losed by the Company Yes No IX. Non-recurring Profit and Loss Items and Amount Applicable Not applicable Unit: yuan Item Amount in 2019 Amount in 2018 Amount in 2017 Description Profits and losses on the disposal of non-current assets (including the write-off part of the provision for asset impairme

30、nt) -158,607.19 -27,525.06 140,679.28 Government subsidies included into the current profits and losses, except those government subsidies, which are closely related to the business of a company and enjoyed in accordance with a certain standard quota or quantity of the state 88,113,806.09 98,235,805

31、.08 63,256,777.88 Profits and losses from investment or management assets entrusted to others 285,386.29 1,133,150.69 Income and expenditure other than those mentioned above -1,884,306.56 1,916,399.82 -347,030.63 Less: Amount affected by income tax 13,290,725.11 17,276,844.91 9,418,595.08 Amount of

32、minority shareholders equity affected (after tax) -54,849.79 180,105.81 Total 72,835,017.02 82,953,115.41 54,764,982.14 - Explain the non-recurrent profit and loss items defined by the Company according to the Interpretative Announcement No. 1 on Information Disclosure of Public Securities Issuing C

33、ompanies - Non-recurrent Profits and Losses and defined from Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 9 the non-recurrent profit and loss items enumerated in the Interpretative Announcement No. 1 on Information Disclosure of Public Securities Issuing Companies - Non-recurrent Prof

34、its and Losses Applicable Not applicable No definition of non-recurrent profit and loss items defined and enumerated in the Interpretative Announcement No. 1 on Information Disclosure of Public Securities Issuing Companies - Non-recurrent Profits and Losses as non-recurrent profit and loss items dur

35、ing the reporting period. Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 10 Section 3 Business Summary I. Main Business of the Company during Reporting Period (I) Main business Dedicated to creating a new quality kitchen for millions of families, the Company takes foot in the kitchen fi

36、eld and focuses on the development, production, sales and comprehensive services of kitchen appliances, including range hoods, gas hobs, disinfection cabinets, steam ovens, ovens, dishwashers, water purifiers, water heaters, microwaves and integrated hobs. After 40 years of development and growth, t

37、he Company has become the manufacturer with the longest history, the highest market share and the largest production capacity in the Chinese kitchen appliance industry. The Company has achieved the best sales of range hoods in China for 22 years and the world for five consecutive years. (II) Develop

38、ment Stage of Industry According to the National Economic and Social Development Statistics Bulletin 2019 issued by the National Bureau of statistics, by the end of 2019, the urbanization rate of the countrys permanent population was 60.60%, 1.02 percentage points higher than that at the end of the

39、previous year. In the long run, according to the State Councils population development plan, by 2030, Chinas urbanization rate will reach 70%. Thanks to the increasing urbanization rate, there is still a huge space in the kitchen appliance industry. According to industry online data, in 2019, the in

40、ternal sales volume of range hoods was only 17.43 million, down 2.73% year-on-year from 2018. However, in general, the penetration rate of range hoods is still low. According to Chinas industrial information data, in 2018, the urban retention rate of range hoods was 79.09 sets / 100 households, whil

41、e in rural areas, it was 26.00 sets / 100 households. Compared with the urban retention rate of refrigerators and washing machines, they were respectively 100.92 and 97.69 sets / 100 households, with the rural retention rate of 95.87 and 88.55 sets / 100 households, respectively. The penetration rat

42、e of range hoods is expected to further improve, and the kitchen appliance industry is still promising. In recent years, the government has proposed to strengthen the renovation of old urban areas, and planed to start 39,000 new projects for old urban areas and 7 million new projects for old urban h

43、ouses. At the same time, the market has accumulated a large number of needs to be updated, the renewal of Hangzhou Robam Appliances Co., Ltd. 2019 Full Annual Report 11 traditional products such as range hoods and gas hobs, and the increasing popularity of new categories such as steamers, steam oven

44、-ovens and dishwashers. With the transaction of second-hand houses and the renovation of old residential areas, the renewal needs will be released step by step. According to the 13th Five-year Plan for Development of Construction Industry, the encouraging policies for the delivery of full decoration

45、 of new buildings should be formulated to increase the delivery ratio of full decoration in new buildings, and it is clearly proposed that by 2020, the area of newly commenced full decoration finished houses will reach 30%. Compared with 70-80% of the refined decoration ratio in developed countries,

46、 the refined decoration rate in China still has a large room for improvement. In addition, the refined decoration kitchen appliance products are still mainly two-piece set of range hood and gas hob. With the increasing demand for kitchen functions, the matching rate of new categories such as steamer

47、, oven and dishwasher will gradually increase. The new market and stock market will jointly support the future development space of the kitchen appliance industry. Meanwhile, the consumption upgrade of the kitchen appliance industry is still continuing. In the short term, integrated technology produ

48、cts will focus on solving the contradiction between peoples demand for the expansion of kitchen appliances and kitchen space. Integrated products such as integrated hobs and steam oven-ovens have been more and more recognized by consumers. In the long run, artificial intelligence, Internet of Things

49、 and other technologies will lead the upgrade of intelligent products and the transformation of kitchen appliance industry. II. Significant Changes in Prime Assets 1. Significant Changes in Prime Assets Prime assets Significant changes Equity assets The long-term equity investment increased by 59.23

50、% year on year in the reporting period, and the profits of the Companys equity asset joint venture De Dietrich Trading (Shanghai) Co., Ltd. in the current period was caused by the corresponding increase in investment income attributed to the Company. Fixed assets No significant change in the Company