振华重工：2018年年度报告（英文版）.PDF

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1、1. Stock code: 600320 900947 Stock Name: Zhenhua Heavy Zhenhua B-share1. Shanghai Zhenhua Heavy Industries Co., Ltd. Annual Report 20184591020364142485051185DefinitionsCompany Profile and Principal Financial IndexesBusiness ProfileDiscussion and Analysis of the PerformanceImportant EventsChanges in

2、Ordinary Shares and Information about ShareholdersPreference SharesDirectors, Supervisors, Senior Management and EmployeesCorporate GovernanceCorporate BondsFinancial StatementContents of Reference Files Section ISection IISection III Section IVSection VSection VISection VIISection VIII Section IXSe

3、ction XSection XI Section XII31. The Board of Directors, Board of Supervisors, directors, supervisors and senior executives of the Company hereby guarantee the truthfulness, accuracy and completeness of the contents carried in this annual report, guarantee no false record, serious misleading stateme

4、nt or great omission carried in this annual report and guarantee to assume the legal responsibilities jointly and separately.2. All directors of the Company are present at the board meeting.3. Ernst & Young LLP. (Special General Partnership) issues the standard audit report without qualified opinion

5、 for the Company.4. Zhu Lianyu, the chairman of the Company, Huang Qingfeng, responsible person for accounting, and Zhu Xiaohuai , the person in charge of accounting organ (accountant in charge) hereby declare that the financial statements in this Annual Report are true, accurate and complete.5. Pro

6、posal for profit distribution or common reserves capitalizing during the reporting period reviewed by the board of directorsProfit distribution proposal for 2018: based on the total share capital of 5,268,353,501 shares by Dec. 31, 2018, a cash dividend of RMB 0.5 Yuan per 10 shares (tax-included) w

7、ill be distributed to all shareholders from the undistributed profit by Dec. 31, 2018 and the total cash dividend to be distributed will be RMB 263,417,675.05 Yuan. The Company will not distribute the bonus shares or transfer the capital public reserves into the paid-in capital. 6. Risk declaration

8、of forward-looking statementsApplicable Not applicable 7. Does the Company have non-operating funds occupied by the holding shareholder and its related parties?No8. Does the Company provide the external guarantees in breach of the stipulated decision-making procedure?No9. Major Risk WarningThe compa

9、ny has described the related potential risks in this annual report. Please refer to discussion and analysis of the performance and related chapters for the risks the company may be confronted with in the future development.10. OthersApplicable Not applicableThis English version is converted from the

10、 Chinese version. In case of any discrepancy between the Chinese version and the English version, the Chinese version shall prevail. Important Notice 4The terms used in this report shall be defined as follows, unless otherwise specified:Definitions of high frequency termsCompany, the CompanyRefers t

11、oShanghai Zhenhua Heavy Industries Co., Ltd.CCCCRefers toChina Communications Construction Company Ltd.CCCGRefers toChina Communications Construction GroupCCCG HKRefers toCCCG (HK) Holding LimitedPPPRefers toPublic-Private-Partnership, a cooperation mode between the government and the social capital

12、, which means the pooling of interest, allocation of risks and the long-term cooperation relationship established by and between the government and the social capital by means of licensed operation, service procurement and stock equity cooperation in order to increase the supply capability of the pu

13、blic goods and service and improve the supply efficiency.Reporting periodRefers toFrom Jan. 1, 2018 to Dec. 31, 2018I.DefinitionsSection IDefinitions51.Company InformationCompany name in Chinese上海振华重工（集团）股份有限公司Abbreviation of the Company name in Chinese振华重工Company name in EnglishShanghai Zhenhua Hea

14、vy Industries Co., Ltd.Abbreviation of the Company name in EnglishZPMCLegal representative of the CompanyZhu Lianyu2.Contact informationBoard SecretaryNameSun LiAddressNo. 3261, Dongfang Road, ShanghaiTelephone021-50390727Fax021-31193316E-mailIRZPMC.COM3.Basic informationRegistered addressNo. 3470,

15、Pudong South Road, ShanghaiPostal code of registered address200125Office addressNo. 3261, Dongfang Road, ShanghaiPostal code of office address200125Websitehttp:/E-mailIRZPMC.COM4.Information disclosure and placement locationNewspaper designated by the Company for information disclosureShanghai Secur

16、ities News, Hong Kong Wen Wei PoWebsite designated by China Securities Regulatory Commission (CSRC) for publishing the annual report of the CPlacement location of the annual report of the CompanySecurities Affairs OfficeSection II Company Profile and Principal Financial Indexes65.Stock informationSt

17、ock InformationStock typeStock exchangeStock abbreviationStock codeStock abbreviation before changeA-shareShanghai Stock Exchange (SSE)Zhenhua Heavy600320ZPMC IndustriesB-shareShanghai Stock Exchange (SSE)Zhenhua B-share900947-6.Other relevant informationPublic accounting firm engaged by the Company

18、 (domestic)NameErnst & Young LLP. Office addressRoom 01-12, Floor 17th, Ernst & Young Tower Oriental Plaza, No.1 East Changan Street, Dongcheng District, BeijingSigned by the AccountantsYang Lei, Liu Wei(I) Main accounting data7.Main accounting data and financial indexes in recent three yearsUnit: Y

19、uan Currency: RMBMain accounting data20182017Year-on-year change (%)2016Operating revenue21,812,389,64421,858,814,000-0.2124,348,087,928Net profit attributable to the shareholders of the listed company443,005,092300,195,42247.57212,419,946Net profit attributable to the shareholders of the listed com

20、pany after deducting the non-recurring profits and losses121,335,528277,837,568-56.33157,445,435Net cash flows from operating activities553,943,9791,332,209,274-58.421,658,422,636At the end of 2018At the end of 2017Year-on-year change (%)At the end of 2016Net assets attributable to the shareholders

21、of the listed company15,185,861,95215,011,306,3661.1615,196,736,263Total assets 70,598,364,62767,519,953,8294.5660,823,819,098(II) Major financial indexesMajor financial indexes20182017Year-on-year change (%)2016Basic earnings per share (Yuan/share)0.0840.05747.370.040Diluted earnings per share (Yua

22、n/share)0.0840.05747.370.040Basic earnings per share after deducting non-recurring profits and losses (Yuan/share)0.0230.053-56.600.030Weighted average ROE (%)2.921.99+0.931.41Weighted average ROE after deducting non-recurring gains and losses (%)0.801.84-1.041.057Notes to the main accounting data a

23、nd financial indexes in the past 3 years before the end of the reporting periodApplicable Not applicableIn this year, the Company adopted the profit distribution plan for 2017. Based on the total shares of the Company by Dec. 31, 2017, 2 shares per 10 shares were transferred to all of the shareholde

24、rs with the capital public reserves and the total shares after transfer were 5,268,353,501 shares. According to the related rules, the Company recalculated the basic EPS, diluted EPS and EPS after deducting the non-recurring profits and losses in 2016 and 2017. 8.Differences in accounting data under

25、 domestic and overseas accounting standards(I) Difference in net profits and net assets attributable to the shareholders of the listed company in the financial statement synchronously disclosed under the international and national accounting standardsApplicable Not applicable(II) Difference in net p

26、rofits and net assets attributable to the shareholders of the listed company in the financial statement synchronously disclosed under the domestic and overseas accounting standardsApplicable Not applicable(III) Explanation for differences between the domestic and overseas accounting standards:Applic

27、able Not applicable9.Main financial data in 2018 by quartersUnit: Yuan Currency: RMBQ1(Jan. to Mar.)Q2(Apr. to Jun.)Q3 (Jul. to Sep.)Q4 (Oct. to Dec.)Operating revenue4,689,586,6345,382,013,2974,717,407,6737,023,382,040Net profit attributable to the shareholders of the listed Company83,590,25778,528

28、,50932,811,152248,075,174Net profit attributable to the shareholders of the listed company after deducting the non-recurring profits and losses72,514,67749,272,4561,447,664-1,899,269Net cash flows from operating activities20,699,81530,107,60373,165,300429,971,261Notes to differences between the quar

29、terly data and the data in periodically disclosed reportsApplicable Not applicable810.Non-recurring profit and loss items and amountApplicable Not applicableUnit: Yuan Currency: RMB11.Items measured at fair valueApplicable Not applicableUnit: Yuan Currency: RMB12.OthersNon-recurring profit and loss

30、itemsAmount in 2018Note (if applicable)Amount in 2017Amount in 2016Profit or loss from disposal of non-current assets155,557,71613,285,9841,340,612Tax refunds, exemptions and reductions with ultra vires approval or without official approval documents Government grants included in current profits and

31、 losses except for government grants closely related to the Company business, in line with national policies and obtained by quota or quantity at unified state standards114,412,51783,502,54445,042,910Current net profit or loss of the subsidiary generated from the business combination under common co

32、ntrol from the beginning of the period to the combination date00Profit or loss on changes in fair values of financial assets held for trading and financial liabilities held for trading and investment income obtained from disposal of financial assets held for trading, financial liabilities held for t

33、rading and available-for-sale financial assets, except for effective hedging operations associated with the companys normal operations74,200,75020,563,27023,420,959Reversal of provision for impairment of receivables subject to separate impairment test 150,327,138Other non-operating revenue and expen

34、ses except for the aforementioned items-67,069,856-70,077,0326,435,660Affected amount of minority equit-30,908,588-14,565,022-6,708,080Amount affected by income tax-74,850,113-10,351,890-14,557,550Total321,669,56422,357,85454,974,511ItemOpening balanceClosing balanceChangesImpact on current profitFi

35、nancial assets held for trading equity instrument investment8,438,2788,438,27800Financial assets held for trading derivative financial assets044,481,80644,481,80644,481,806Available-for-sale equity instrument - Jiangxi Huawu178,952,712102,163,301-76,789,411667,732Available-for-sale equity instrument

36、 - Qingdao Port451,528,660476,713,25325,184,5930Available-for-sale equity instrument - CRSC629,554,373591,773,048-37,781,32518,459,450Available-for-sale equity instrument - Shenwan Hongyuan1,174,000889,792-284,20817,465Total1,269,648,0231,224,459,478-45,188,54563,626,453Applicable Not applicable9I.

37、Main business, business model of the Company and the industrial profile during the reporting periodThe Company is a famous heavy-duty equipment manufacturer, and a state-owned company listed on A and B shares, with the headquarters in Shanghai and 10 production bases in Shanghai and Nantong. Since 1

38、998, the Company has been keeping its industrial position in the market of global container crane with largest occupation ratio since 1998. In recent years, while continuously tamping the competitive advantages in the related business of the port machinery, it has been actively expanding various bus

39、iness such as ocean engineering, steel structure, general contracting of system, electrical equipment, shipping, integrated service and investment. The Company combines its own development with the national strategy and actively strive for a new growth space in the field of intelligent industry, civ

40、il-military integration, livelihood consumption and digitalized industry. The business scope of the Company covers: design, construction, installation and contracting of large port loading and unloading system and equipment, offshore heavy equipment, engineering machinery, engineering vessels and la

41、rge metal structural parts and their parts and components; ship repair; leasing of self-produced crane; sales of the products made by the Company; international sea transportation by special purpose vessels that can be transported with the whole equipment; specialized contracting of steel structure

42、engineering; construction of electric construction engineering; and construction of electromechanical installation and construction engineering. (In case of quota, license management, special regulations, quality inspection, safety inspection and construction qualification requirements involved, it

43、shall not carry out the business activities before obtaining the corresponding qualifications or licenses in accordance with the relevant national regulations).II. Explanation for major changes in prime assets of the Company during the reporting periodApplicable Not applicableIII. Analysis of the co

44、re competitiveness during the reporting periodApplicable Not applicable There was no material difference in the core competitiveness of the Company during the reporting period.Section IIIBusiness Profile10I. Discussion and analysis of the performanceIn 2018, confronted with the challenges from many

45、adverse factors such as slowdown of the global economic growth speed and increase in trade friction among the regions and areas, guided with the development strategy of “One Entity and Two Wings”, the Board of Directors and management team of the Company led all of the employees to persist in the ov

46、erall working keynote of “making progress while remaining stable” and the new development concept, adhere to accelerating the high quality development, facilitate the new layout for the business development, devote themselves to the new reform in production and management, deepen the scientific and

47、technological innovation to strengthen the advantage, excite the new driving force for operation and management, coordinate the internal and external forces to achieve the joint development and successfully achieved the moderate development of the Company. During the reporting period, the business s

48、ectors had grown in order, the business of port machinery had had powerful strength, the products had successfully entered the 101st country and region and the value of the newly concluded contracts had stably increased. The order receiving capability for the ocean engineering had remarkably upgrade

49、d and new achievements had been made in R &D and market expansion of the core parts and components for the ocean engineering. The investment had been stably accelerated. The shipping business had made a breakthrough and obtained the general contracting for the construction of the first offshore wind

50、 farm. The electrical business had made great achievements in many aspects and the brand of photovoltaic industry was granted “The First Brand of Distributed Photovoltaic System Integration”. The integrated business paid attention to the development and accomplished the heightening and modification