宁通信B：2018年年度报告（英文版）.PDF

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1、Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 1 Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report April 2019Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 2 Section I. Important Notice, Contents and Paraphrase Board of Directors, Supervisory Committee, a

2、ll directors, supervisors and senior executives of Nanjing Putian Telecommunications Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilitie

3、s, individual and/or joint, for the reality, accuracy and completion of the whole contents. Wang Wenkui, Principal of the Company, Cao Xurong, person in charge of accounting works and Guan Xiaojian, person in charge of accounting organ (accounting principal) hereby confirm that the Financial Report

4、of 2018 Annual Report is authentic, accurate and complete. All directors attended the Board Meeting for report deliberation. Concerning the forward-looking statements with development strategy, operation plans and targets involved in the Report, they do not constitute a substantial commitment for in

5、vestors. Investors are advised to exercise caution when investment risks exist. The Company has analyzed the risk factors that the Company may face in the future in the “Section IV. Discussion and Analysis of Operation” of this report, investors are advised to check the information. The Company has

6、no plan of cash dividends carried out, bonus issued and capitalizing of common reserves either. Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 3 Contents Section I Important Notice, Contents and Paraphrase . 2 Section II Company Profile and Main Finnaical Indexes . 5 Section III Summ

7、ary of Company Business . 10 Section IV Discussion and Analysis of Operation . 14 Section V Important Events . 34 Section VI Changes in shares and particular about shareholders . 68 Section VII Preferred Stock.75 Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees .

8、 76 Section IX Corporate Governance . 88 Section X Corporate Bonds . 93 Section XI Financial Report . 94 Section XII Documents available for reference . 184 Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 4 Paraphrase Items Refers to Contents CSRC Refers to China Securities Regulatory

9、 Commission SZ Stock Exchange Refers to Shenzhen Stock Exchange China Potevio Refers to China Potevio Company Limited (controlling shareholder of the Company) The Company, Company, Nanjing Putian Refers to Nanjing Putian Telecommunications Co., Ltd. Southern Telecom, Southern Company Refers to Nanji

10、ng Southern Telecom Co., Ltd.(controlling subsidiary of the Company) Telege Building Refers to Nanjing Putian Telege Intelligent Building Ltd.(controlling subsidiary of the Company) Datang Company Refers to Nanjing Putian Datang Information Electronic Co., Ltd. (controlling subsidiary of the Company

11、) Reporting period Refers to Year of 2018 Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 5 Section II Company Profile and Main Financial Indexes I. Company information Short form of the stock NJ TEL B Stock code 200468 Stock exchange for listing Shenzhen Stock Exchange Name of the Co

12、mpany (in Chinese) 南京普天通信股份有限公司 Short form of the Company (in Chinese) 南京普天 Foreign name of the Company(if applicable) Nanjing Putian Telecommunications Co., Ltd. Legal representative Wang Wenkui Registrations add. No. 58 Qinhuai Road, Jiangning Economics and Technology Development Zone, Nanjing, Ji

13、angsu Province Code for registrations add 211100 Offices add. No. 1 Putian Road, Qinhuai District Nanjing, Jiangsu Province Codes for office add. 210012 Companys Internet Web Site E-mail II. Person/Way to contact Secretary of the Board Rep. of security affairs Name Li Jing Xiao Hong Contact address

14、No. 1 Putian Road, Qinhuai District Nanjing, Jiangsu Province No. 1 Putian Road, Qinhuai District Nanjing, Jiangsu Province Tel. 86-25-58962308 86-25-58962072 Fax. 86-25-52409954 86-25-52409954 E-mail III. Information disclosure and preparation place Newspaper appointed for information disclosure Se

15、curities Times; Hong Kong Commercial Daily Website for annual report publish appointed by CSRC Preparation place for annual report Office of the Board Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 6 IV. Registration changes of the Company Organization code 91320000134878054G Changes

16、 of main business since listing (if applicable) No change Previous changes for controlling shareholders (if applicable) The original controlling shareholder of the Company was China Putian Corporation. In 2005, China Putian Corporation transferred all the holding shares free to China Potevio Company

17、 Limited. The controlling shareholder of the Company changed to China Potevio Company Limited. V. Other relevant information CPA engaged by the Company Name of CPA Pan-China Certified Public Accountants (LLP) Offices add. for CPA 17/F, Tower B, Beijing International Building, No. 18, Nandajie Jia, Z

18、OL, Haidian District, Beijing He Jiangxing, Jin Jingyu He Jiangxing, Jin Jingyu Sponsor engaged by the Company for performing continuous supervision duties in reporting period Applicable Not applicable Sponsor institution Office address of sponsor institution Sponsor representative Continuous superv

19、ision period China Securities Co., Ltd. 3/F, Tower B, Kaiheng Center, No.2 Chaonei St., Dongcheng District, Beijing Zhuang Yunzhi, Wang Min 2018.8.15-2019.12.31 Financial consultant engaged by the Company for performing continuous supervision duties in reporting period Applicable Not applicable VI.

20、Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data or not Yes No Reasons for retrospective adjustment or restatement Correction of accounting error 2018 2017 Changes over last year 2016 Before adjustment After adjustment After

21、 adjustment Before adjustment After adjustment Operating revenue (RMB) 1,995,627,772.60 2,254,399,406.04 2,254,399,406.04 -11.48% 1,853,911,278.83 1,853,911,278.83 Net profit attributable to 5,859,214.84 11,885,170.28 8,982,857.76 -34.77% -6,434,558.27 -5,063,843.89 Nanjing Putian Telecommunications

22、 Co., Ltd. 2018 Annual Report 7 shareholders of the listed Company(RMB) Net profit attributable to shareholders of the listed Company after deducting non-recurring gains and losses(RMB) -21,461,955.87 9,156,761.14 6,254,448.62 -443.15% -11,286,693.14 -9,915,978.76 Net cash flow arising from operatin

23、g activities(RMB) -155,418,733.83 -47,217,136.32 -47,220,769.58 -229.13% 109,145,940.57 109,087,237.73 Basic earnings per share (RMB/Share) 0.03 0.06 0.04 -25.00% -0.03 -0.02 Diluted earnings per share (RMB/Share) 0.03 0.06 0.04 -25.00% -0.03 -0.02 Weighted average ROE 1.66% 3.43% 2.60% -0.94% -1.87

24、% 1.47% End of 2018 End of 2017 Changes over end of last year End of 2016 Before adjustment After adjustment After adjustment Before adjustment After adjustment Total assets (RMB) 2,120,744,292.41 2,116,312,318.51 2,114,332,229.50 0.30% 2,304,519,167.54 2,307,031,427.07 Net assets attributable to sh

25、areholder of listed Company (RMB) 355,289,728.24 352,228,571.54 350,248,482.53 1.44% 339,838,415.21 340,760,638.72 Reasons of accounting policy change and accounting error correction According to the relevant requirements addressed by the Jiangsu Securities Regulatory Bureau in the Decision Relating

26、 to Issue of Warning Letter to Nanjing Putian Communications Co., Ltd., the Company made correction to the accounting errors for the financial statements for the years 2014 to 2017 under retrospective restatement method as discussed and approved at the 10th session of the 7th BOD of the Company held

27、 on 13 July 2018. For details, please refer to the Notice on Correction of Earlier Accounting Errors released on 14 July 2018. VII. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IA

28、S (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) Applicable Not applicable The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International Accounting Standards) or Chinese GAAP (Generally A

29、ccepted Accounting Principles) in the period. Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 8 2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) Applicable Not

30、applicable The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or Chinese GAAP (Generally Accepted Accounting Principles) in the period. VIII. Quarterly main financial index In RMB First quarter Second quarter Third quart

31、er Fourth quarter Operating revenue 579,271,964.31 387,578,640.64 445,518,808.43 583,258,359.22 Net profit attributable to shareholders of the listed Company -6,411,052.72 -4,010,652.88 -7,943,829.27 24,224,749.71 Net profit attributable to shareholders of the listed Company after deducting non-recu

32、rring gains and losses -29,910,522.65 -13,682,092.82 -2,803,874.44 24,934,534.04 Net cash flow arising from operating activities -181,745,941.41 -43,529,287.52 -26,400,359.58 96,256,854.68 Whether there are significant differences between the above-mentioned financial index or its total number and t

33、he relevant financial index disclosed in the Companys quarterly report and semi-annual report Yes No IX. Items and amounts of extraordinary profit (gains)/loss Applicable Not applicable In RMB Item 2018 2017 2016 Note Gains/losses from the disposal of non-current asset (including the write-off that

34、accrued for impairment of assets) 33,483,456.05 -481,922.28 210,219.85 Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to national standards, which are closely relevant to enterprises business) 8,554,841.22 5,534,839.79 6,572,80

35、0.76 Gains/losses of debt restructuring -34,865.18 Other non-operating revenue and expenditure except for the aforementioned items -165,751.16 49,304.02 1,094,096.82 Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 9 Payable unable to paid 1,332,427.34 Less: impact on revenue tax 5,400

36、,947.05 1,150,984.62 133,851.87 Impact on minority shareholders equity (post-tax) 10,482,855.69 1,187,962.59 2,891,130.69 Total 27,321,170.71 2,728,409.14 4,852,134.87 - Concerning the extraordinary profit (gain)/loss defined by Q&A Announcement No.1 on Information Disclosure for Companies Offering

37、Their Securities to the Public - Extraordinary Profit/loss, and the items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public - Extraordinary Profit

38、/loss, explain reasons Applicable Not applicable In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securitie

39、s to the Public - Extraordinary Profit/lossNanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 10 Section III Summary of Company Business I. Main businesses of the Company in the reporting period Does the Company need to comply with the disclosure requirement of the special industry No 1.

40、During the reporting period, main business and products as well as the utilization that the Company mainly engaged in, including the operation mode, main performance drivers The Company is a state-controlled communications equipment manufacturing Company, of which the main business is R&D, productio

41、n and sales of information communication equipment. The products of the company and its subsidiaries cover optical communication networks, wireless communication networks, data applications, and industrial electrical and other fields, the main products are optical communication network connection eq

42、uipment, private network communication products, multimedia communication equipment, integrated wiring, etc., customers include domestic telecom operators, tower companies and industry customers in the government, finance, electric power, medical and other fields, and the products cover all province

43、s and cities in the country and are exported to foreign countries. At present, the business of the companys headquarters includes optical wiring network and communication supporting overall solutions (ODN overall solution, optical network intelligent solution, energy-saving data center solution), pr

44、ivate network communication products. The optical wiring network and communication supporting overall solution are mainly used for domestic communication network construction, radio and television network transformation, high-speed rail communication construction, urban subway construction, etc., an

45、d have made breakthroughs in the e-commerce industry. The private network communication products mainly produce and process ad-hoc network communication equipment according to customer requirements for establishing small and medium-sized dedicated communication networks. The business of main subsidi

46、aries includes multimedia communication and application solutions, building intelligent integrated solutions, industrial intelligent power distribution systems, solar street light control systems, etc., among them, the main business of the subsidiary Nanjing Southern Telecom Co., Ltd. is to offer re

47、mote collaborative application solutions for large and medium-sized industry customers in governments, finance, medical, education and other fields, and the main products are video conferencing products. The subsidiary Nanjing Putian Telege Intelligent Building Co., Ltd. mainly provides medium- and

48、high-end integrated wiring and intelligent application solutions for customers. The subsidiary Nanjing Mennekes Electric Appliances Co., Ltd. provides industrial intelligent power distribution products for various industrial sites such as rail transit, airports, ports, etc. The subsidiary Nanjing Pu

49、tian Datang Information Electronics Co., Ltd. mainly provides solar street lamp controllers and IOT street lamp monitoring systems. . The company has market networks covering all parts of the country, and its main customers include domestic telecom operators and customers in various industries. The

50、company mainly obtains business opportunities by Nanjing Putian Telecommunications Co., Ltd. 2018 Annual Report 11 participating in project bidding, designs schemes according to the project requirements, produces or purchases the equipment required by the customer, and takes responsible for the inst