京东方Ｂ：2018年年度报告（英文版）.PDF

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1、 ANNUAL REPORT 2018 March 2019 BOE Technology Group Co., Ltd. Annual Report 2018 2 Part I Important Notes, Table of Contents and Definitions The Board of Directors (or the “Board”), the Supervisory Committee as well as the directors, supervisors and senior management of BOE Technology Group Co., Ltd

2、. (hereinafter referred to as the “Company”) hereby guarantee the factuality, accuracy and completeness of the contents of this Report and its summary, and shall be jointly and severally liable for any misrepresentations, misleading statements or material omissions therein. Mr. Wang Dongsheng, the C

3、ompanys legal representative, Mr. Chen Yanshun, president of the Companys Execution Committee (Chief Executive Officer), Ms. Sun Yun, the Companys Chief Financial Officer, and Ms. Yang Xiaoping, head of the Companys financial department (equivalent to financial manager) hereby guarantee that the Fin

4、ancial Statements carried in this Report are factual, accurate and complete. All the Companys directors have attended the Board meeting for the review of this Report and its summary. Any plans for the future and other forward-looking statements mentioned in this Report shall NOT be considered as abs

5、olute promises of the Company to investors. Investors, among others, shall be sufficiently aware of the risk and shall differentiate between plans and forecasts and promises. The Board has approved a final dividend plan for the Reporting Period. Based on the Companys total shares of 34,798,398,763,

6、a cash dividend of RMB0.30 (tax inclusive) per 10 shares is to be distributed to all the shareholders, with no bonus issue from either profit or capital reserves. This Report has been prepared as per the Chinese Accounting Standards for Business Enterprises and other relevant regulations. KPMG Huazh

7、en LLP has issued an independent auditors report with unmodified unqualified opinion for the Company. This Report and its summary have been prepared in both Chinese and English. Should there be any discrepancies or misunderstandings between the two versions, the Chinese versions shall prevail. BOE T

8、echnology Group Co., Ltd. Annual Report 2018 3 Table of Contents Part I Important Notes, Table of Contents and Definitions . 2 Part II Corporate Information and Key Financial Information . 6 Part III Business Summary . 12 Part IV Operating Performance Discussion and Analysis . 15 Part V Significant

9、Events . 33 Part VI Share Changes and Shareholder Information . 53 Part VII Preferred Shares . 63 Part VIII Directors, Supervisors, Senior Management and Staff . 64 Part IX Corporate Governance . 80 Part X Corporate Bonds . 88 Part XI Financial Statements . 93 Part XII Documents Available for Refere

10、nce . 99BOE Technology Group Co., Ltd. Annual Report 2018 4 Definitions Term Definition “BOE”, the “Company”, the “Group” or “we” BOE Technology Group Co., Ltd. and its consolidated subsidiaries, except where the context otherwise requires The cninfo website http:/ CSRC The China Securities Regulato

11、ry Commission The Stock Listing Rules The Stock Listing Rules of the Shenzhen Stock Exchange (Revised in November 2018) SZSE, the Stock Exchange The Shenzhen Stock Exchange The Articles of Association The Articles of Association of BOE Technology Group Co., Ltd. The Company Law The Company Law of th

12、e Peoples Republic of China The Securities Law The Securities Law of the Peoples Republic of China OASIS Hospital OASIS International Hospital KPMG KPMG Huazhen LLP IHS Markit Information Handling Services, Inc. & Markit Ltd. AMOLED Active-matrix Organic Light Emitting Diode AMQLED Active Matrix Qua

13、ntum-dot Light Emitting Diode OLED Organic Light Emitting Diode VR/AR Virtual Reality /Augmented Reality IoT Internet of Things AI Artificial Intelligence IFI IFI CLAIMS Patent Services IEC International Electrotechnical Commission LCD Liquid Crystal Display LTPS Low Temperature Poly-silicon FPXD Fl

14、at Panel X-ray Detector TDDI Touch and Display Driver Integration WQHD Wide Quad High Definition, i.e. 2560 1440 definition COF+COB Chip On Film + Chip On Board WXGA Wide Extended Graphics Array, i.e. 1280 800 definition WUXGA Widescreen Ultra eXtended Graphics Array, i.e. 1920 1200 definition BOE T

15、echnology Group Co., Ltd. Annual Report 2018 5 OGM Tilt Active Pen One Glass of Metal-mesh Tilt Active Pen MSMX-ray Metal-Silicon-Metal X-ray d-PCR Digital Polymerase Chain Reaction ITU International Telecommunication Union ICT Information and Communication Technology The “Reporting Period” or “Curr

16、ent Period” The period from 1 January 2018 to 31 December 2018 RMB, RMB0,000 Expressed in the Chinese currency of Renminbi, expressed in tens of thousands of Renminbi BOE Technology Group Co., Ltd. Annual Report 2018 6 Part II Corporate Information and Key Financial Information I Corporate Informati

17、on Stock name BOE-A, BOE-B Stock code 000725, 200725 Changed stock name (if any) N/A Stock exchange for stock listing Shenzhen Stock Exchange Company name in Chinese 京东方科技集团股份有限公司 Abbr. 京东方 Company name in English (if any) BOE TECHNOLOGY GROUP CO., LTD. Abbr. (if any) BOE Legal representative Wang D

18、ongsheng Registered address 10 Jiuxianqiao Road, Chaoyang District, Beijing, P.R.China Zip code 100015 Office address 12 Xihuan Middle Road, Beijing Economic-Technological Development Area, P.R.China Zip code 100176 Company website Email address II Contact Information Item Board Secretary Securities

19、 Representative Name Liu Hongfeng - Office Address 12 Xihuan Middle Road, Beijing Economic-Technological Development Area, P.R.China - Tel. 01064318888 ext. - Fax 01064366264 - E-mail address - III Media for Information Disclosure and Place where this Report Is Lodged Newspapers designated by the Co

20、mpany for information disclosure China Securities Journal, Shanghai Securities News, Securities Times, Ta Kung Pao (HK) Website designated by CSRC for publication of this Report http:/ Place where this Report is lodged Board Secretarys Office BOE Technology Group Co., Ltd. Annual Report 2018 7 IV Ch

21、anges to Company Registered Information Unified social credit code No change Change to principal activity of the Company since going public (if any) No change Every change of controlling shareholder since incorporation (if any) No change V Other Information The independent audit firm hired by the Co

22、mpany: Name KPMG Huazhen LLP Office address 8/F, KPMG Tower, Oriental Plaza, 1 East Chang An Avenue, Beijing, P.R.China Accountants writing signatures Zhang Huan and Liu Jingyuan The independent sponsor hired by the Company to exercise constant supervision over the Company in the Reporting Period: A

23、pplicable Not applicable The independent financial advisor hired by the Company to exercise constant supervision over the Company in the Reporting Period: Applicable Not applicable VI Key Financial Information Indicate by tick mark whether there is any retrospectively restated datum in the table bel

24、ow. Yes No Reason for retrospective restatement: accounting policy changes Item 2018 2017 2018-over-2017 change (%) 2016 Before After After Before After Operating revenue (RMB) 97,108,864,935.00 93,800,479,215.00 93,800,479,215.00 3.53% 68,895,658,963.00 68,895,658,963.00 Net profit attributable to

25、the listed companys shareholders (RMB) 3,435,127,975.00 7,567,682,493.00 7,567,682,493.00 -54.61% 1,882,571,674.00 1,882,571,674.00 Net profit attributable to the listed companys shareholders before exceptional items 1,517,702,353.00 6,679,211,138.00 6,679,211,138.00 -77.28% 12,534,878.00 12,534,878

26、.00 BOE Technology Group Co., Ltd. Annual Report 2018 8 (RMB) Net cash generated from/used in operating activities (RMB) 25,684,047,196.00 26,266,986,015.00 26,726,929,655.00 -3.90% 10,073,287,120.00 10,813,865,197.00 Basic earnings per share (RMB/share) 0.10 0.22 0.22 -54.55% 0.05 0.05 Diluted earn

27、ings per share (RMB/share) 0.10 0.22 0.22 -54.55% 0.05 0.05 Weighted average return on equity (%) 4.00% 9.25% 9.25% -5.25% 2.40% 2.40% Item 31 December 2018 31 December 2017 Change of 31 December 2018 over 31 December 2017 (%) 31 December 2016 Before After After Before After Total assets (RMB) 304,0

28、28,491,385.00 256,108,741,849.00 256,108,741,849.00 18.71% 205,135,011,042.00 205,135,011,042.00 Equity attributable to the listed companys shareholders (RMB) 85,856,748,703.00 84,809,816,377.00 84,809,816,377.00 1.23% 78,699,988,493.00 78,699,988,493.00 Reason for accounting policy changes and situ

29、ation for accounting error corrects: According to relevant interpretations of stipulated in CK 2018 No.15, the Group will adjust the government subsidies received related to assets from “cash inflows from investing activities” to “cash inflows from operating activities” and present. VII Accounting D

30、ata Differences under Chinas Accounting Standards for Business Enterprises (CAS) and International Financial Reporting Standards (IFRS) and Foreign Accounting Standards 1. Net Profit and Equity under CAS and IFRS Applicable Not applicable No difference for the Reporting Period. 2. Net Profit and Equ

31、ity under CAS and Foreign Accounting Standards Applicable Not applicable No difference for the Reporting Period. BOE Technology Group Co., Ltd. Annual Report 2018 9 VIII Key Financial Information by Quarter Unit: RMB Item Q1 Q2 Q3 Q4 Operating revenue 21,566,813,037.00 21,907,091,929.00 25,990,508,3

32、23.00 27,644,451,646.00 Net profit attributable to the listed companys shareholders 2,018,692,554.00 956,513,946.00 403,860,235.00 56,061,240.00 Net profit attributable to the listed companys shareholders before exceptional items 1,238,599,228.00 264,421,249.00 362,034,925.00 -347,353,049.00 Net cas

33、h generated from/used in operating activities 7,198,088,816.00 4,241,517,030.00 6,857,996,566.00 7,386,444,784.00 Indicate by tick mark whether any of the quarterly financial data in the table above or their summations differs materially from what have been disclosed in the Companys quarterly or int

34、erim reports. Yes No Reclassification of the net profit attributable to the listed companys shareholders before exceptional items according to the audited data IX Exceptional Gains and Losses Applicable Not applicable Unit: RMB Item 2018 2017 2016 Note Gain or loss on disposal of non-current assets

35、(inclusive of impairment allowance write-offs) -21,684,121.00 -87,930,698.00 -46,754,352.00 N/A Tax rebates, reductions and exemptions given with ultra vires approval or in lack of official approval documents 0.00 0.00 0.00 N/A Government subsidies charged to current profit or loss (exclusive of gov

36、ernment subsidies given in the Companys ordinary course of business at fixed quotas or amounts as per the governments uniform standards) 2,073,709,661.00 962,283,001.00 1,914,531,603.00 N/A Capital occupation charges on non-financial enterprises that are charged to current profit or loss 0.00 0.00 0

37、.00 N/A Gain equal to the amount by which investment costs for the Company to obtain subsidiaries, associates and joint ventures are lower than the Companys enjoyable fair value of identifiable net assets of investees when making investments 0.00 0.00 105,228,293.00 N/A Gain or loss on non-monetary

38、asset swaps 0.00 0.00 0.00 N/A BOE Technology Group Co., Ltd. Annual Report 2018 10 Gain or loss on investments or assets entrusted to other entities for management 0.00 0.00 0.00 N/A Allowance for asset impairments due to acts of God such as natural disasters 0.00 0.00 0.00 N/A Gain or loss on debt

39、 restructuring 0.00 0.00 0.00 N/A Restructuring costs in staff arrangement, integration, etc. 0.00 0.00 0.00 N/A Gain or loss on the over-fair value amount as a result of transactions with distinctly unfair prices 0.00 0.00 0.00 N/A Current profit or loss on subsidiaries obtained in business combina

40、tions involving enterprises under common control from the period-beginning to combination dates, net 0.00 0.00 0.00 N/A Gain or loss on contingencies that do not arise in the Companys ordinary course of business 0.00 0.00 0.00 N/A Gain or loss on fair-value changes in trading financial assets and li

41、abilities & investment income from disposal of trading financial assets and liabilities and available-for-sale financial assets (exclusive of effective portion of hedges that arise in the Companys ordinary course of business) 315,279,377.00 134,810,181.00 149,197,609.00 N/A Reversed portion of impai

42、rment allowance for accounts receivable which are tested individually for impairment 1,779,710.00 2,616,024.00 24,547,083.00 N/A Gain or loss on loan entrustments 0.00 0.00 0.00 N/A Gain or loss on fair-value changes in investment property of which subsequent measurement is carried out using the fai

43、r value method 0.00 0.00 0.00 N/A Effects of all adjustments required by taxation, accounting and other applicable laws and regulations on current profit or loss 0.00 0.00 0.00 N/A Income from charges on entrusted management 0.00 0.00 0.00 N/A Non-operating income and expense other than the above 63

44、,734,628.00 46,503,917.00 40,206,943.00 N/A Other gains and losses that meet the definition of exceptional gain/loss 0.00 0.00 0.00 N/A Less: Income tax effects 328,634,385.00 126,533,931.00 305,399,453.00 N/A Non-controlling interests effects (net of tax) 182,810,608.00 43,277,139.00 11,520,930.00

45、N/A Total 1,917,425,622.00 888,471,355.00 1,870,036,796.00 - Explanation of why the Company reclassifies as recurrent an exceptional gain/loss item defined or listed in the Explanatory BOE Technology Group Co., Ltd. Annual Report 2018 11 Announcement No. 1 on Information Disclosure for Companies Off

46、ering Their Securities to the PublicExceptional Gain/Loss Items: Applicable Not applicable No such cases for the Reporting Period. BOE Technology Group Co., Ltd. Annual Report 2018 12 Part III Business Summary I Principal Activity of the Company in the Reporting Period Is the Company subject to any

47、disclosure requirements for special industries? No. Founded in April 1993, BOE Technology Group Co., Ltd. (“BOE”) is an IoT company providing intelligent interface products and services for information interaction and human health. In order to further promote the IoT transformation, satisfy differen

48、t IoT application needs, and sharpen its competitive edges in market segments, BOE has restructured itself in 2018 into three major business divisions with seven business groups. Meanwhile, to further strengthen core marketing and technology abilities, as well as stimulate faster growth in the three

49、 business divisions of interface devices (D), smart IoT (S) and Smart Medicine and Engineering (H), specialized organizations have been set up, including the B2B Chief Sales Platform Officer, the OMO Chief Sales Platform Officer, the Branding and Global Market Center, the Information Technology Deve

50、lopment Center, and the IoT AI&Big Data Center. 1. Interface Devices (D) Division D consists of the Display and Sensor BG, and the Sensor and Application Solution BG. The Display and Sensor BG designs and manufactures related devices with a B2B model. The display device business offers TFT-LCD, AMOL